Ryff Europe Ltd - Period Ending 2022-12-31

Ryff Europe Ltd

(Registration number: 12339142)
Balance Sheet as at 31 December 2022

	Note	2022 £	2021 £
Fixed assets
Tangible assets	5	135,442	52,633
Current assets
Debtors	6	1,174,826	441,575
Cash at bank and in hand		117,449	317,615
		1,292,275	759,190
Creditors: Amounts falling due within one year	7	(310,815)	(203,888)
Net current assets		981,460	555,302
Total assets less current liabilities		1,116,902	607,935
Creditors: Amounts falling due after more than one year	7	(7,896,967)	(3,532,331)
Net liabilities		(6,780,065)	(2,924,396)
Capital and reserves
Retained earnings		(6,780,065)	(2,924,396)
Shareholders' deficit		(6,780,065)	(2,924,396)

Ryff Europe Ltd

(Registration number: 12339142)
Balance Sheet as at 31 December 2022

For the financial year ending 31 December 2022 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directorss' 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. As permitted by section 444 (5A) of the Companies Act 2006, the directors has not delivered to the registrar a copy of the Profit and Loss Account.

Approved and authorised by the Board on 24 October 2023 and signed on its behalf by:
 

......................................... Royston Michael Taylor Director

Ryff Europe Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2022

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:
125 Wood Street
London
EC2V 7AW
United Kingdom

Principal activity

The principal activity of the Company is the production of Artificial Intelligence technology to render objects into TV and film footage.

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.

Going concern

The financial statements have been prepared on the going concern basis, which assumes that the company will be able to meet its financial obligations as they fall due for payment for the foreseeable future. The company is reliant upon the continued support of its parent undertaking, Ryff Inc in order to be able to do this. Confirmation has been obtained that Ryff Inc has sufficient funds to support the company, and that the loan facilities will continue to be available and that they will not request repayment of the loan within 12 months from the date of signing these financial statements.

Ryff Europe Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2022

Turnover recognition

Turnover comprises the fair value of the consideration received or receivable for the provision of services in the ordinary course of the Company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.

The Company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the Company's activities.

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

The tax expense for the period comprises current tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates taxable income.

Tangible assets

Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class	Depreciation method and rate
Furniture, fittings and equipment	3 years straight line

Ryff Europe Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2022

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in profit or loss.

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Debtors

Basic financial assets, including trade and other debtors, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment,

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

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.

Creditors

Basic financial liabilities, including trade and other creditors, loans from third parties and loans from related parties, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Such instruments are subsequently carried at amortised cost using the effective interest method, less any impairment.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors 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.

Ryff Europe Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2022

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.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the Company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

3	Significant judgements and estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. In the Director's opinion there are no significant judgements or key sources of estimation uncertainty.

4	Staff numbers

The average number of persons employed by the Company (including directorss) during the year, was 24 (2021 - 13).

Ryff Europe Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2022

5	Tangible assets

	Furniture, fittings and equipment  £	Total £
Cost or valuation
At 1 January 2022	79,565	79,565
Additions	127,514	127,514
At 31 December 2022	207,079	207,079
Depreciation
At 1 January 2022	26,932	26,932
Charge for the year	44,705	44,705
At 31 December 2022	71,637	71,637
Carrying amount
At 31 December 2022	135,442	135,442
At 31 December 2021	52,633	52,633

Ryff Europe Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2022

6

Debtors

	2022 £	2021 £
Trade debtors	6,000	-
Prepayments	1,632	4,828
Other debtors	1,167,194	436,747
	1,174,826	441,575

7

Creditors

Creditors: amounts falling due within one year

	2022 £	2021 £
Due within one year
Trade creditors	196,392	95,553
Taxation and social security	53,542	50,112
Other creditors	60,881	58,223
	310,815	203,888

Creditors: amounts falling due after more than one year

	2022 £	2021 £
Due after one year
Amounts owed to group undertakings	7,896,967	3,532,331

Ryff Europe Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2022

8	Share capital

Allotted, called up and fully paid shares

	2022		2021
	No.	$	No.	$
Ordinary shares of $0.0001 each	1,000	0.10	1,000	0.10

9

Dividends

There were no dividends paid or proposed in either the current year or the previous period.

10	Operating leases

The total of future minimum lease payments is as follows:

	2022  £	2021  £
Not later than one year	193,050	178,200
	193,050	178,200

11	Parent undertaking

The parent of the smallest and largest group in which these financial statements are consolidated is Ryff Inc., a company incorporated in the United States of America. These financial statements are available upon request from:
6430 Sunset Blvd.
Suite 1050
Los Angeles
CA 90028