Thingtrax_Limited - Accounts


Thingtrax Limited
Unaudited Financial Statements
For the year ended 31 December 2023
Pages for Filing with Registrar
Company Registration No. 09407504 (England and Wales)
Thingtrax Limited
Company Information
Directors
A Gupta
Superseed Ventures LLP
F Doorenbosch
P Reader
A D R Stroud
(Appointed 3 April 2023)
A Hughes
(Appointed 20 April 2023)
B Leslie
(Appointed 6 July 2023)
Company number
09407504
Registered office
Centurion House
London Road
Staines-upon-Thames
TW18 4AX
Accountants
Moore Kingston Smith LLP
Betchworth House
57-65 Station Road
Redhill
Surrey
RH1 1DL
Thingtrax Limited
Balance Sheet
As at 31 December 2023
Page 1
2023
2022
Notes
£
£
£
£
Fixed assets
Intangible assets
4
3,466
27,782
Tangible assets
5
11,324
9,785
Investments
6
472
472
15,262
38,039
Current assets
Stock
220,852
187,684
Debtors
7
399,826
361,352
Cash at bank and in hand
2,209,406
280,162
2,830,084
829,198
Creditors: amounts falling due within one year
8
(493,926)
(418,819)
Net current assets
2,336,158
410,379
Total assets less current liabilities
2,351,420
448,418
Creditors: amounts falling due after more than one year
9
(26,753)
(532,014)
Net assets/(liabilities)
2,324,667
(83,596)
Capital and reserves
Called up share capital
10
46
26
Share premium account
7,100,373
2,812,686
Profit and loss reserves
(4,775,752)
(2,896,308)
Total equity
2,324,667
(83,596)

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

For the financial year ended 31 December 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

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

Thingtrax Limited
Balance Sheet (Continued)
As at 31 December 2023
Page 2
The financial statements were approved by the board of directors and authorised for issue on 3 May 2024 and are signed on its behalf by:
A Gupta
Director
Company Registration No. 09407504
Thingtrax Limited
Statement of Changes in Equity
For the year ended 31 December 2023
Page 3
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2022
24
2,341,006
(1,499,835)
841,195
Year ended 31 December 2022:
Loss and total comprehensive income for the year
-
-
(1,396,473)
(1,396,473)
Issue of share capital
10
2
471,680
-
471,682
Balance at 31 December 2022
26
2,812,686
(2,896,308)
(83,596)
Year ended 31 December 2023:
Loss and total comprehensive income for the year
-
-
(1,879,444)
(1,879,444)
Issue of share capital
10
17
3,782,539
-
3,782,556
Conversion of loan to shares
10
3
505,148
-
505,151
Balance at 31 December 2023
46
7,100,373
(4,775,752)
2,324,667
Thingtrax Limited
Notes to the Financial Statements
For the year ended 31 December 2023
Page 4
1
Accounting policies
Company information

Thingtrax Limited is a private company limited by shares incorporated in England and Wales. The registered office is Centurion House, London Road, Staines-upon-Thames, United Kingdom, TW18 4AX.

1.1
Accounting convention

These financial statements have been prepared in accordance with Section 1A of 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 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. The principal accounting policies adopted are set out below.

The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.

1.2
Going concern

The company made a loss during the year of £1,879,444 and at the balance sheet date had net assets of £2,324,667. The company continues to invest in its growth with a view to future profitability and retains the support of its investors.true

 

At the time of approving the financial statements, the directors believe that the company will be able to continue in business and meet its liabilities as they fall due for a period of at least twelve months following the approval of these financial statements. Accordingly, the directors consider it appropriate to prepare these financial statements on a going concern basis.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and 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 against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.5
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Thingtrax Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
1
Accounting policies
(Continued)
Page 5

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

Intellectual Property
5 years straight line
1.6
Tangible fixed assets

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

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

Fixtures, fittings & equipment
25% straight line
Computer equipment
25% straight line

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.

1.7
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.8
Stock

Stock is stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stock to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stock over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Included within stock are devices provided to clients as part of annual licence agreements. These devices remain under the ownership of the company and are written down to £nil over a period of 12 months in line with the licence period.

Thingtrax Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
1
Accounting policies
(Continued)
Page 6
1.9
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.

1.10
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally 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.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

1.11
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. This amount is recorded as a liability on an amortised cost basis using the effective interest method 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.

Thingtrax Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
1
Accounting policies
(Continued)
Page 7
1.12
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.13
Taxation

The tax credit represents the sum recoverable in respect of research and development tax credits.

1.14
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.

1.15
Retirement benefits

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

1.16
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
Employees

The average monthly number of persons (excluding directors) employed by the company during the year was:

2023
2022
Number
Number
Total
17
13
3
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
(115,244)
(114,687)
Thingtrax Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 8
4
Intangible fixed assets
Intellectual Property
£
Cost
At 1 January 2023 and 31 December 2023
218,170
Amortisation and impairment
At 1 January 2023
190,388
Amortisation charged for the year
24,316
At 31 December 2023
214,704
Carrying amount
At 31 December 2023
3,466
At 31 December 2022
27,782
5
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 January 2023
21,928
Additions
7,670
At 31 December 2023
29,598
Depreciation and impairment
At 1 January 2023
12,143
Depreciation charged in the year
6,131
At 31 December 2023
18,274
Carrying amount
At 31 December 2023
11,324
At 31 December 2022
9,785
6
Fixed asset investments
2023
2022
£
£
Investments
472
472
Thingtrax Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
6
Fixed asset investments
(Continued)
Page 9
Movements in fixed asset investments
Shares in group undertakings
£
Cost or valuation
At 1 January 2023 & 31 December 2023
472
Carrying amount
At 31 December 2023
472
At 31 December 2022
472
7
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
198,823
202,130
Corporation tax recoverable
115,244
114,687
Amounts owed by group undertakings
1,373
151
Other debtors
8,140
21,469
Prepayments and accrued income
76,246
22,915
399,826
361,352
8
Creditors: amounts falling due within one year
2023
2022
£
£
Bank loans
5,331
5,226
Trade creditors
113,772
109,116
Taxation and social security
63,714
28,652
Other creditors
6,556
5,190
Accruals and deferred income
304,553
270,635
493,926
418,819
Thingtrax Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 10
9
Creditors: amounts falling due after more than one year
2023
2022
£
£
Bank loans
26,753
32,014
Convertible loans
-
0
500,000
26,753
532,014
10
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £0.00001p each
2,620,241
2,620,241
26
26
Seed shares of £0.00001p each
1,974,132
-
20
-
4,594,373
2,620,241
46
26

During the year, the company issued 1,974,132 seed shares of £0.00001p each for a total consideration of £4,287,707.

11
Related party transactions

At the year end there was a balance due from ThingTrax Inc., an entity controlled by the company, of £1,373 (2022: £151).

 

During the year the company incurred fees of £185,584 (2022: £280,355) from ThingTrax Pakistan, an entity controlled by the company. All fees were on normal commercial terms.

 

During the year the company incurred fees of £nil (2022: £15,237) from Superseed Ventures LLP, a director of the company. All fees were on normal commercial terms.

 

During the year the company incurred fees of £nil (2022: £10,071) from Newable Ventures Limited, a director of the company until resignation on 3 April 2023. All fees were on normal commercial terms.

 

During the year the company incurred fees of £11,205 (2022: £11,987) from F Dorrenbosch, a director of the company. All fees were on normal commercial terms.

 

During the year the company incurred fees of £9,750 (2022: £nil) from A Hughes, a director of the company. All fees were on normal commercial terms.

 

During the year the company incurred fees of £123,048 (2022: £nil) from I Shafqat, a director of the company until his resignation on 6 July 2023. All fees were on normal commercial terms.

 

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