Fimatix UK Ltd - Accounts to registrar (filleted) - small 23.2.5

REGISTERED NUMBER: 10860988 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023

FOR

FIMATIX UK LTD

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

DIRECTORS:

Mr T C Howarth

Mr P J D M James

Mr S P O'Sullivan

Mr J F Renwick

SECRETARY:

Mr S J Nadin

REGISTERED OFFICE:

Unit G.10.1

The Leathermarket Weston Street,

London Bridge

London

SE1 3ER

REGISTERED NUMBER:

10860988 (England and Wales)

ACCOUNTANTS:

Peter Jarman LLP

trading as

Peter Jarman & Company

1 Harbour House

Harbour Way

Shoreham by Sea

West Sussex

BN43 5HZ

FIXED ASSETS

Tangible assets

4

48,459

20,839

Investments

5

8,154,648

2,375,593

8,203,107

2,396,432

CURRENT ASSETS

Stocks

23,675

95,768

Debtors

6

2,456,175

2,257,890

Cash at bank

41,650

179,329

2,521,500

2,532,987

CREDITORS

Amounts falling due within one year

7

(2,681,237

)

(2,315,930

)

NET CURRENT (LIABILITIES)/ASSETS

(159,737

)

217,057

TOTAL ASSETS LESS CURRENT LIABILITIES

8,043,370

2,613,489

CREDITORS

Amounts falling due after more than one year

8

(1,800,452

)

(1,743,231

)

PROVISIONS FOR LIABILITIES

(9,207

)

(3,960

)

NET ASSETS

6,233,711

866,298

CAPITAL AND RESERVES

Called up share capital

242

195

Share premium

6,278,730

499,714

Retained earnings

(45,261

)

366,389

SHAREHOLDERS' FUNDS

6,233,711

866,298

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 30 June 2023.

The members have not required the company to obtain an audit of its financial statements for the year ended 30 June 2023 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Statement of Comprehensive Income has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 13 November 2023 and were signed on its behalf by:

Mr T C Howarth - Director

1.	STATUTORY INFORMATION

Fimatix UK Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Preparation of consolidated financial statements

The financial statements contain information about Fimatix UK Ltd as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Plant and machinery etc

-

25% on reducing balance

Stocks

Work in Progress is valued at the lower of cost and net realisable value.

Cost includes all direct expenditure, an appropriate proportion of fixed and variable overhead, and an appropriate proportion of profit where profit is allocated across the whole project on a straight line.

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 ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received.

However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity

concessionary loan.

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 the Statement of Comprehensive Income.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

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.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Investments in subsidiaries and associates

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Company shares, whose market value, can be reliably determined, are remeasured to market value at each balance sheet date.Gains and losses on remeasurement are recognised in the Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 40 (2022 - 20 ) .

4.	TANGIBLE FIXED ASSETS

Plant and

machinery

etc

£

COST

At 1 July 2022

23,811

Additions

43,418

Disposals

(875

)

At 30 June 2023

66,354

DEPRECIATION

At 1 July 2022

2,972

Charge for year

15,032

Eliminated on disposal

(109

)

At 30 June 2023

17,895

NET BOOK VALUE

At 30 June 2023

48,459

At 30 June 2022

20,839

5.	FIXED ASSET INVESTMENTS

Shares in

group

Other

undertakings

investments

Totals

£

£

£

COST

At 1 July 2022

1,444,497

931,096

2,375,593

Additions

5,779,055

-

5,779,055

At 30 June 2023

7,223,552

931,096

8,154,648

NET BOOK VALUE

At 30 June 2023

7,223,552

931,096

8,154,648

At 30 June 2022

1,444,497

931,096

2,375,593

6.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2023

2022

£

£

Trade debtors

745,558

1,401,561

Amounts owed by group undertakings

491,484

318,022

Amounts owed by associates

1,355

1

Other debtors

1,217,778

538,306

2,456,175

2,257,890

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2023

2022

£

£

Bank loans and overdrafts

8,982

9,626

Trade creditors

910,666

1,238,149

Amounts owed to group undertakings

236,088

31,340

Taxation and social security

788,909

510,144

Other creditors

736,592

526,671

2,681,237

2,315,930

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2023

2022

£

£

Bank loans

25,780

35,650

Trade creditors

45,072

-

Other creditors

1,729,600

1,707,581

1,800,452

1,743,231

Included in other creditors is a balance of £549,935 for deferred consideration. Interest is charged at 4% per annum on the balance of deferred consideration that remains unpaid.

Also included in other creditors is an amount of £1,100,000 for convertible loan stock. This loan attracts interest at 10% per annum and can be converted into equity in May 2027 at the rate of one A ordinary share for each £21.739 of nominal value of loan notes.

9.	RELATED PARTY DISCLOSURES

At the beginning of the year, there was an amount of £194,901 due to the company from Kalyxa Holdings Limited, a company that has a controlling interest in Fimatix UK Ltd and P James and S O'Sullivan are also directors of, and as at the end of the year there was an amount of £83,549 due to the company from Kalyxa Holdings Limited.

At the beginning of the year, there was an amount of £63,627 due to the company from Kubernetes Limited, a company that is 95% owned by Fimatix UK Ltd and J Renwick is also a director of. At the end of the year there was an amount of £65,195 due to the company from Kubernetes Limited.

During the year, there was an amount of £1,354 loaned to Roobi Limited, a company that S O'Sullivan is also a director of. At the end of the year, this balance remained outstanding.

During the year, there was an amount of £2,424 loaned to Agilesphere Consulting UK Limited, a company that J Renwick is also a director of. At the end of the year, this balance remained outstanding.

10.	ULTIMATE CONTROLLING PARTY

The controlling party is Kalyxa Holdings Limited.

The ultimate controlling party is Mr P J D M James.