Comcarde_Limited - Accounts


Company Registration No. SC454090 (Scotland)
Comcarde Limited
Financial statements
for the year ended 31 December 2023
Pages for filing with the registrar
Comcarde Limited
Contents
Page
Statement of financial position
1
Notes to the financial statements
2 - 8
Comcarde Limited
Statement of financial position
As at 31 December 2023
1
2023
2022
Notes
£
£
£
£
Fixed assets
Intangible assets
4
18,420,847
14,335,328
Tangible assets
5
108,678
69,173
18,529,525
14,404,501
Current assets
Debtors
6
560,760
560,634
Cash at bank and in hand
288,670
302,128
849,430
862,762
Creditors: amounts falling due within one year
7
(1,457,825)
(1,075,607)
Net current liabilities
(608,395)
(212,845)
Total assets less current liabilities
17,921,130
14,191,656
Creditors: amounts falling due after more than one year
8
(10,887,325)
(5,118,125)
Government grants
9
(3,117,438)
(2,758,525)
Net assets
3,916,367
6,315,006
Capital and reserves
Called up share capital
10
10,395,641
10,395,641
Share premium account
802,912
802,912
Profit and loss reserves
(7,282,186)
(4,883,547)
Total equity
3,916,367
6,315,006

The directors of the company have elected not to include a copy of the income statement within the financial statements.true

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

The financial statements were approved by the board of directors and authorised for issue on 23 April 2024 and are signed on its behalf by:
Thomas Gillan
Director
Company Registration No. SC454090
Comcarde Limited
Notes to the financial statements
For the year ended 31 December 2023
2
1
Accounting policies
Company information

Comcarde Limited is a private company limited by shares incorporated in Scotland. The registered office is 56 George Street, Edinburgh, EH2 2LR.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention modified to include certain items at fair value, as explained below. The principal accounting policies adopted are set out below.

1.2
Going concern

At 31 December 2023 the company had net assets of £3,916,367 (2022 – £6,315,006) and net current liabilities of £608,395 (2022 - £212,485). The company relies on continued support from Monarch Technology Investments Ltd to be able to meet its liabilities as they fall due and the appropriateness of the going concern basis is dependent on this support being continued. Monarch Technology Investments Ltd have confirmed they will continue to provide this support and accordingly the financial statements have been prepared under the going concern basis.true

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable services provided in the normal course of business, and is shown net of VAT and other sales related taxes.

1.4
Research and development expenditure

Research expenditure is written off to the profit and loss account in the year in which it is incurred. Development expenditure is written off in the same way unless the directors are satisfied as to the technical, commercial and financial viability of individual projects. In this situation, the expenditure is capitalised at cost and amortised over the period during which the company is expected to benefit.

1.5
Patents

Patents are valued at cost less accumulated amortisation, and any accumulated impairment losses. As the project is still under development at the year end, no amortisation is currently being charged.

1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

Leasehold improvements
33% per annum straight line basis
Fixtures and fittings
33% per annum straight line basis

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Comcarde Limited
Notes to the financial statements (continued)
For the year ended 31 December 2023
1
Accounting policies (continued)
3
1.7
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

1.8
Cash at bank and in hand

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.9
Liabilities

Liabilities are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the arrangement.

Loans

Loans are measured at the undiscounted amount of the cash or other consideration expected to be paid.

Trade creditors
Trade creditors are not interest bearing and are stated at cost.
1.10
Compound instruments

The component parts of compound instruments issued by the company are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangement. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible instrument. Where it meets the definition of a basic financial instrument it is measured on an amortised cost basis using the effective interest method, otherwise it is measured on a fair value basis through profit or loss until extinguished upon conversion or at the instrument's maturity date. The equity component is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognised and included in equity net of income tax effects and is not subsequently remeasured.

Comcarde Limited
Notes to the financial statements (continued)
For the year ended 31 December 2023
1
Accounting policies (continued)
4
1.11
Classification of shares as debt or equity

An equity instrument is a contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Accordingly, a financial instrument is treated as equity if:

 

i) There is no contractual obligation to deliver cash or other financial assets or to exchange financial assets or liabilities on terms that may be unfavourable; and

ii) The instrument is a non-derivative that contains no contractual obligations to deliver a variable number of shares or is a derivative that will be settled only by the company exchanging a fixed amount of cash or other fixed assets for a fixed number of the company's own equity instruments.

 

When shares are issued, any component that creates a financial liability of the company is presented as a liability in the balance sheet; measured initially at fair value net of transaction costs and thereafter at amortised cost until extinguished on conversion or redemption. The corresponding dividends relating to the liability component are charged as interest expense in the income statement. The initial fair value of the liability component is determined using a market rate for an equivalent liability without a conversion feature.

 

The remainder of the proceeds on issue is allocated to any equity component and included in shareholders' equity, net of transaction costs. The carrying amount of the equity component is not re-measured in subsequent years.

1.12
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Research and development tax credits are credited to deferred income and released to the profit and loss account over the expected useful life of the assets.

 

1.13
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.14
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.15
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

1.16
Government grants

Grants are credited to deferred revenue. Grants towards capital expenditure, including research and development tax credits, are released to the profit and loss account over the expected useful life of the assets. Grants towards revenue expenditure are released to the profit and loss account as the related expenditure is incurred.

Comcarde Limited
Notes to the financial statements (continued)
For the year ended 31 December 2023
1
Accounting policies (continued)
5
1.17
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Critical accounting judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Recognition of development expenditure as intangible assets

Development expenditure is capitalised in accordance with the accounting policy in note 1.4. Initial capitalisation is based on management's judgement over the technical, commercial and financial viability of individual projects.

3
Employees

The average monthly number of persons (including directors) employed by the company during the year was 56 (2022 - 40):

Comcarde Limited
Notes to the financial statements (continued)
For the year ended 31 December 2023
6
4
Intangible fixed assets
Patents
Development costs
Total
£
£
£
Cost
At 1 January 2023
132,110
14,203,218
14,335,328
Additions - internally developed
-
0
4,085,134
4,085,134
Additions - separately acquired
385
-
0
385
At 31 December 2023
132,495
18,288,352
18,420,847
Amortisation
At 1 January 2023 and 31 December 2023
-
0
-
0
-
0
Carrying amount
At 31 December 2023
132,495
18,288,352
18,420,847
At 31 December 2022
132,110
14,203,218
14,335,328
5
Tangible fixed assets
Leasehold improvements
Fixtures and fittings
Total
£
£
£
Cost
At 1 January 2023
-
0
92,992
92,992
Additions
42,627
63,188
105,815
Disposals
-
0
(4,581)
(4,581)
At 31 December 2023
42,627
151,599
194,226
Depreciation and impairment
At 1 January 2023
-
0
23,819
23,819
Depreciation charged in the year
14,067
50,027
64,094
Eliminated in respect of disposals
-
0
(2,365)
(2,365)
At 31 December 2023
14,067
71,481
85,548
Carrying amount
At 31 December 2023
28,560
80,118
108,678
At 31 December 2022
-
0
69,173
69,173
Comcarde Limited
Notes to the financial statements (continued)
For the year ended 31 December 2023
7
6
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
88,544
34,170
Corporation tax recoverable
5,628
5,628
Other debtors
466,588
520,836
560,760
560,634
7
Creditors: amounts falling due within one year
2023
2022
£
£
Trade creditors
251,375
147,397
Amounts due to group undertakings
800,217
666,473
Corporation tax
-
0
5,628
Other taxation and social security
148,376
107,397
Other creditors
257,857
148,712
1,457,825
1,075,607
8
Creditors: amounts falling due after more than one year
2023
2022
Notes
£
£
Convertible loans
284,800
265,600
Amounts owed to group undertakings
10,602,525
4,852,525
10,887,325
5,118,125

In the period to 31 December 2021 the company received funding from Scottish Enterprise in the form of a convertible loan of £240,000 which is included in creditors, amounts falling due after more than one year. £44,800 (2022 - £25,600) of interest was accrued at the year end.

 

9
Government grants
2023
2022
£
£
Government grants
3,117,438
2,758,525
3,117,438
2,758,525

Government grants related to development expenditure are capitalised and will be released to profit and loss when the related expenditure is amortised.

 

Comcarde Limited
Notes to the financial statements (continued)
For the year ended 31 December 2023
8
10
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
A1 ordinary shares of £1 each
10,155,892
10,155,892
10,155,892
10,155,892
A2  ordinary shares of 3p each
581,859
581,859
17,455
17,455
C1 ordinary shares of 1p each
18,339,552
18,339,552
183,396
183,396
C1 ordinary shares of 1p each unpaid
3,889,770
3,889,770
38,898
38,898
32,967,073
32,967,073
10,395,641
10,395,641
11
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:

2023
2022
£
£
110,945
9,750
12
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:

The auditor's report was unqualified.

Senior Statutory Auditor:
Eunice McAdam
Statutory Auditors:
Saffery LLP
13
Ultimate controlling party

The controlling party is Monarch Technology Investments Ltd.

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