E Fundamentals (Group) Limited - Period Ending 2020-12-31

E Fundamentals (Group) Limited - Period Ending 2020-12-31


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Registration number: 09216084

E Fundamentals (Group) Limited


Annual Report and Unaudited Financial Statements

for the Year Ended 31 December 2020

 

E Fundamentals (Group) Limited

Contents

Company Information

1

Balance Sheet

2 to 3

Notes to the Unaudited Financial Statements

4 to 11

 

E Fundamentals (Group) Limited

Company Information

Directors

Mr E Patrick

Mr G Urquhart

Mr D Reeves

Mr J Maltman

Mr D Murray-Hundley

Mr R Lewis

Mr M Wombwell

Mr G Price

Mr A Hickey

Registered office

2nd Floor
20 St. Thomas Street
Runway East
London
SE1 9RS

 

E Fundamentals (Group) Limited

(Registration number: 09216084)
Balance Sheet as at 31 December 2020

Note

2020
£

2019
£

Fixed assets

 

Intangible assets

4

9,795

-

Investments

3,897,575

3,897,575

 

3,907,370

3,897,575

Current assets

 

Debtors

6

8,228,529

4,500,315

Cash at bank and in hand

 

2,919,752

1,631,089

 

11,148,281

6,131,404

Creditors: Amounts falling due within one year

7

(783)

(4,361)

Net current assets

 

11,147,498

6,127,043

Total assets less current liabilities

 

15,054,868

10,024,618

Creditors: Amounts falling due after more than one year

7

(3,667,005)

-

Net assets

 

11,387,863

10,024,618

Capital and reserves

 

Called up share capital

3,218

3,209

Share premium reserve

10,259,566

8,976,415

Profit and loss account

1,125,079

1,044,994

Total equity

 

11,387,863

10,024,618

For the financial year ending 31 December 2020 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

The members have not required the company to obtain an audit of its accounts for the year in question in accordance with section 476; and

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime and the option not to file the Profit and Loss Account has been taken.

Approved and authorised by the Board on 16 September 2021 and signed on its behalf by:
 

 

E Fundamentals (Group) Limited

(Registration number: 09216084)
Balance Sheet as at 31 December 2020

.........................................

Mr E Patrick
Director

 

E Fundamentals (Group) Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2020

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
2nd Floor
20 St. Thomas Street
Runway East
London
SE1 9RS

These financial statements were authorised for issue by the Board on 16 September 2021.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

Group accounts not prepared

The company is part of a small group. The company has taken advantage of the exemption provided by Section 398 of the Companies Act 2006 and has not prepared group accounts..

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Tax

Deferred tax is recognised, without discounting, in respect of all timing differences between the treatment of
certain items for taxation and accounting purposes, which have arisen but not reversed by the balance sheet date.

Deferred tax is measured at the rates that are expected to apply in the periods when the timing differences are expected to reverse, based on the tax rates and law enacted at the balance sheet date.

 

E Fundamentals (Group) Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2020

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Goodwill

Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the company’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.

Intangible assets

Separately acquired trademarks and licences are shown at historical cost.

Trademarks, licences (including software) and customer-related intangible assets acquired in a business combination are recognised at fair value at the acquisition date.

Trademarks, licences and customer-related intangible assets have a finite useful life and are carried at cost less accumulated amortisation and any accumulated impairment losses.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class

Amortisation method and rate

Trademarks

10%

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.


Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

 

E Fundamentals (Group) Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2020

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

 

E Fundamentals (Group) Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2020

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

3

Staff numbers

The average number of persons employed by the company (including directors) during the year, was 9 (2019 - 9).

4

Intangible assets

Goodwill
 £

Trademarks, patents and licenses
 £

Total
£

Cost or valuation

Additions acquired separately

-

10,883

10,883

At 31 December 2020

-

10,883

10,883

Amortisation

Amortisation charge

1,088

-

1,088

At 31 December 2020

1,088

-

1,088

Carrying amount

At 31 December 2020

(1,088)

10,883

9,795

 

E Fundamentals (Group) Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2020

5

Investments

2020
£

2019
£

Investments in subsidiaries

3,897,575

3,897,575

Subsidiaries

£

Cost or valuation

At 1 January 2020

3,897,575

Carrying amount

At 31 December 2020

3,897,575

At 31 December 2019

3,897,575

Details of undertakings

Details of the investments in which the company holds 20% or more of the nominal value of any class of share capital are as follows:
 

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

     

2020

Subsidiary undertakings

E-Fundamentals (International) Ltd

20 St. Thomas Street 2nd Floor
Runway East
London
SE1 9RG

100 Ordinary shares

100%

 

United Kingdom

     

E Fundamentals Inc

Corporation Trust Center,
1209 Orange Street
Wilmington
Delaware 19801

1,000 Common shares

100%

 

US

     

The principal activity of E-Fundamentals (International) Ltd is development of business-to-business software-as-a-service.

The principal activity of E Fundamentals Inc is development of business-to-business software-as-a-service.

 

E Fundamentals (Group) Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2020

6

Debtors

Note

2020
£

2019
£

Amounts owed by group undertakings and undertakings in which the company has a participating interest

9

8,219,302

4,470,466

Other debtors

 

9,227

29,849

Total current trade and other debtors

 

8,228,529

4,500,315

 

E Fundamentals (Group) Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2020

7

Creditors

Creditors: amounts falling due within one year

Note

2020
£

2019
£

Due within one year

 

Trade creditors

 

783

4,361

Due after one year

 

Loans and borrowings

3,667,005

-

Creditors: amounts falling due after more than one year

Note

2020
£

2019
£

Due after one year

 

Loans and borrowings

3,667,005

-

8

Share capital

Allotted, called up and fully paid shares

 

2020

2019

 

No.

£

No.

£

Ordinary shares of £0.001 each

3,166,067

3,166.07

3,166,067

3,166.07

Ordinary A shares of £0.00001 each

1,574,746

15.75

1,574,746

15.75

B1 Ordinary shares of £0.00001 each

2,076,784

20.77

1,620,220

16.20

B2 Ordinary shares of £0.00001 each

1,138,145

11.38

1,138,145

11.38

B3 Ordinary shares of £0.00001 each

456,564

4.57

-

-

 

8,412,306

3,219

7,499,178

3,209


New shares allotted

During the accounting period, the Company allotted 456,564 fully paid up B1 Ordinary shares of £0.00001 each for a total consideration of £667,000.

In addition, the Company allotted 456,564 fully paid up B3 Ordinary shares of £0.00001 each for a total consideration of £667,000.



 

 

E Fundamentals (Group) Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2020

9

Related party transactions

Summary of transactions with subsidiaries

The Company has taken advantage of the exemption in Section 33.1 A of FRS102 Related Party Transaction from disclosing transactions with other members of the Group.
 

10

Control

No controlling party has been identified.