| World Makers Limited |
| Notes to the Accounts |
| for the year ended 31 May 2022 |
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| 1 |
Accounting policies |
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Basis of preparation |
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The accounts have been prepared under the historical cost convention and in accordance with FRS 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland (as applied to small entities by section 1A of the standard). |
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Turnover |
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Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the rendering of services. |
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Intangible fixed assets |
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Intangible fixed assets are measured at cost less accumulative amortisation and any accumulative impairment losses. |
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Tangible fixed assets |
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Tangible fixed assets are measured at cost less accumulative depreciation and any accumulative impairment losses. Depreciation is provided on all tangible fixed assets, other than freehold land, at rates calculated to write off the cost, less estimated residual value, of each asset evenly over its expected useful life, as follows: |
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Computer equipment |
over 3 years |
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Sound and vision equipment |
over 4 years |
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Furniture, fixtures and office equipment |
over 4 years |
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Debtors |
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Short term debtors are measured at transaction price (which is usually the invoice price), less any impairment losses for bad and doubtful debts. Loans and other financial assets are initially recognised at transaction price including any transaction costs and subsequently measured at amortised cost determined using the effective interest method, less any impairment losses for bad and doubtful debts. |
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Creditors |
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Short term creditors are measured at transaction price (which is usually the invoice price). Loans and other financial liabilities are initially recognised at transaction price net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method. |
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Taxation |
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A current tax liability is recognised for the tax payable on the taxable profit of the current and past periods. A current tax asset is recognised in respect of a tax loss that can be carried back to recover tax paid in a previous period. Deferred tax is recognised in respect of all timing differences between the recognition of income and expenses in the financial statements and their inclusion in tax assessments. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference, except for revalued land and investment property where the tax rate that applies to the sale of the asset is used. Current and deferred tax assets and liabilities are not discounted. |
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Provisions |
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Provisions (ie liabilities of uncertain timing or amount) are recognised when there is an obligation at the reporting date as a result of a past event, it is probable that economic benefit will be transferred to settle the obligation and the amount of the obligation can be estimated reliably. |
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Foreign currency translation |
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Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss. |
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Pensions |
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Contributions to defined contribution plans are expensed in the period to which they relate. |
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| 2 |
Employees |
2022 |
|
2021 |
| Number |
Number |
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Average number of persons employed by the company |
7 |
|
6 |
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| 3 |
Intangible fixed assets |
£ |
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Other intangible assets: |
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Cost |
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At 1 June 2021 |
557,991 |
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At 31 May 2022 |
557,991 |
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Amortisation |
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At 1 June 2021 |
1,090 |
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Provided during the year |
111,598 |
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At 31 May 2022 |
112,688 |
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Net book value |
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At 31 May 2022 |
445,303 |
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At 31 May 2021 |
556,901 |
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Intangible assets are written off over 5 years in equal annual instalments. |
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| 4 |
Tangible fixed assets |
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Computer equipment |
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Sound and vision equipment |
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Furniture, fixtures and office equipment |
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Total |
| £ |
£ |
£ |
£ |
|
Cost |
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At 1 June 2021 |
15,000 |
|
- |
|
1,758 |
|
16,758 |
|
Additions |
12,541 |
|
1,225 |
|
1,332 |
|
15,098 |
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At 31 May 2022 |
27,541 |
|
1,225 |
|
3,090 |
|
31,856 |
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Depreciation |
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At 1 June 2021 |
10,000 |
|
- |
|
403 |
|
10,403 |
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Charge for the year |
5,717 |
|
77 |
|
501 |
|
6,295 |
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At 31 May 2022 |
15,717 |
|
77 |
|
904 |
|
16,698 |
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Net book value |
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At 31 May 2022 |
11,824 |
|
1,148 |
|
2,186 |
|
15,158 |
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At 31 May 2021 |
5,000 |
|
- |
|
1,355 |
|
6,355 |
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| 5 |
Debtors |
2022 |
|
2021 |
| £ |
£ |
|
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Called up share capital not paid (received 2 June 2021) |
|
- |
|
2,117,896 |
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Other debtors |
33,353 |
|
5,645 |
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33,353 |
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2,123,541 |
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| 6 |
Creditors: amounts falling due within one year |
2022 |
|
2021 |
| £ |
£ |
|
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Trade creditors |
113,606 |
|
32,851 |
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Taxation and social security costs |
13,077 |
|
5,276 |
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Other creditors |
27,958 |
|
96,114 |
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|
154,641 |
|
134,241 |
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| 7 |
Creditors: amounts falling due after one year |
2022 |
|
2021 |
| £ |
£ |
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Bank loans |
- |
|
50,000 |
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| 8 |
Share capital |
2022 |
|
2021 |
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Nominal value |
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Number of shares |
£ |
£ |
|
Ordinary share capital |
£0.0001 |
|
5,400,000 |
|
540 |
|
540 |
|
Series Seed share capital |
£0.0001 |
|
2,160,000 |
|
216 |
|
216 |
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|
756 |
|
756 |
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On 29 March 2021, the company issued a further 190 ordinary shares of £1 each, for cash consideration at nominal value. On 26 May 2021, the ordinary shares were subdivided into 5,400,000 shares of £0.0001 each. On 26 May 2021, 3,640,000 ordinary shares were redesignated as A ordinary shares and 1,760,000 ordinary shares were redesignated as B ordinary shares. On 26 May 2021, the company entered into a Subscription and Shareholder Agreement and issued 1,728,000 Series Seed shares to Makers Fund II Company Limited, a company incorporated in the Cayman Islands, for a total subscription price of US$3,000,000, including the share premium as disclosed in Note 9. On 26 May 2021, the company issued 432,000 Series Seed shares to Improbable Worlds Limited, under the circumstances described in Note 10. The total number of Series Seed shares in issue at the year end date was therefore 2,160,000 with a total nominal value of £216. |
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| 9 |
Share premium |
2022 |
|
2021 |
| £ |
£ |
|
On issue of 2,160,000 Series Seed shares |
2,632,345 |
|
2,667,680 |
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Legal expenses arising from the issue of the Series Seed shares |
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- |
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(35,335) |
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2,632,345 |
|
2,632,345 |
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| 10 |
Related party transactions |
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Under the terms of a Subscription and Shareholders Agreement dated 26 May 2021, the company issued 432,000 Series Seed Shares to Improbable Worlds Limited, a company incorporated In England, of which Herman Narula is a director. Under the terms of that agreement, the subscription monies for these shares totalling US$750,000 (£550,000) were deemed to be settled by that company surrendering its rights under a former contract with Automaton Games Limited, a company which has now been dissolved, formerly owned and controlled by James Thompson. The asset associated with this transaction is the acquisition of IP formerly owned by Automaton Games Limited and acquired from the liquidators of Automaton Games Limited. The subscription monies due from Improbable Worlds Limited of £550,000 have been capitalised as an additional cost of the IP acquired, as disclosed in Note 3.
During the year ended 31 May 2022, the company purchased technical services from Improbable Worlds Limited totalling US$149,500 (translated in these accounts as £111,861). These transactions were on normal commercial terms. |
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| 11 |
Controlling party |
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The ultimate controlling party of the company is James Thompson, as he controls the majority of the voting rights in the company. |
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| 12 |
Other information |
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World Makers Limited is a private company limited by shares and incorporated in England. Its registered office is: |
|
80 Charlotte Street |
|
London |
|
England |
|
W1T 4DF |
