Motivii Limited - Accounts to registrar (filleted) - small 17.3

REGISTERED NUMBER: 09272245 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2017

FOR

MOTIVII LIMITED

Page

Company Information

1

Statement of Financial Position

2

Notes to the Financial Statements

4

DIRECTORS:

P A Bacon

D Bowman

E Carey

N S Jones

E Tuhami

REGISTERED OFFICE:

10 Rocombe Crescent

London

SE23 3BL

REGISTERED NUMBER:

09272245 (England and Wales)

ACCOUNTANTS:

Horizon Accounts Limited

Stapleton House

Block A, 2nd Floor

110 Clifton Street

London

EC2A 4HT

FIXED ASSETS

Intangible assets

5

22,352

25,087

Tangible assets

6

2,759

379

25,111

25,466

CURRENT ASSETS

Debtors

7

56,781

14,967

Cash at bank

140,144

452,207

196,925

467,174

CREDITORS

Amounts falling due within one year

8

(132,479

)

(84,846

)

NET CURRENT ASSETS

64,446

382,328

TOTAL ASSETS LESS CURRENT LIABILITIES

89,557

407,794

CAPITAL AND RESERVES

Called up share capital

227

227

Share premium

641,238

641,238

Share option reserve

96,519

-

Retained earnings

(648,427

)

(233,671

)

SHAREHOLDERS' FUNDS

89,557

407,794

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 March 2017.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 March 2017 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 of Part 15 of the Companies Act 2006 relating to small companies.

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

The financial statements were approved by the Board of Directors on 21 December 2017 and were signed on its behalf by:

E Tuhami - Director

1.	STATUTORY INFORMATION

Motivii Limited 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.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	STATEMENT OF COMPLIANCE

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

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention.

Significant judgements and estimates

There have been no significant judgements or estimates applied to the numbers contained within these 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.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost

less any accumulated amortisation and any accumulated impairment losses.

Trademark are being amortised evenly over their estimated useful life of ten years.

Intellectual property is being amortised evenly over its estimated useful life of ten years.

Tangible fixed assets

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

Office equipment

-

33.33% on straight line

Computer equipment

-

33.33% on straight line

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 statement of financial position date.

The tax credit disclosed in the income statement represents the surrender of corporation tax losses for research

and development tax credits.

Deferred tax

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

statement of financial position 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.

Research and development

Expenditure on research and development is written off in the year in which it is incurred.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the

statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of

exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the

operating result.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the

lease.

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.

Share based payments

The company operates an equity-settled, cash-based compensation plan. The fair value of the employee services

received in exchange for the grant of the options is recognised as an expense. The total amount to be expended

over the vesting period is determined by reference to the fair value of the options granted, excluding the impact

of any non-market vesting conditions (for example, profitability and sales growth targets). Non-market vesting

conditions are included in assumptions about the number of options that are expected to vest. At each balance

sheet date, the entity revises its estimates of the number of options that are expected to vest. It recognises the

impact of the revision to original estimates, if any, in the income statement. The credit entry is taken to reserves

because the share options are equity-settled.

Going concern

The financial statements have been prepared on the going concern basis. The company has incurred losses for the

year; however, the directors have reasonable expectations that the performance of the company will be reversed

once the research and development stage has been completed. Subsequent to the year end, the directors have

been successful in raising additional finance, which has improved the company's cashflow significantly and

hence ensuring that the company has sufficient resources to meet its obligations, if and when they become due. It

is on this basis that they are of the opinion that the company should continue to adopt the going concern basis in

preparing the annual financial statements.

4.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 6 (2016 - 6 ) .

5.	INTANGIBLE FIXED ASSETS

Intellectual

Trademark

property

Totals

£

£

£

COST

At 1 April 2016

and 31 March 2017

17,049

10,300

27,349

AMORTISATION

At 1 April 2016

2,231

31

2,262

Amortisation for year

1,705

1,030

2,735

At 31 March 2017

3,936

1,061

4,997

NET BOOK VALUE

At 31 March 2017

13,113

9,239

22,352

At 31 March 2016

14,818

10,269

25,087

6.	TANGIBLE FIXED ASSETS

Office

Computer

equipment

equipment

Totals

£

£

£

COST

At 1 April 2016

41

385

426

Additions

-

3,231

3,231

At 31 March 2017

41

3,616

3,657

DEPRECIATION

At 1 April 2016

6

41

47

Charge for year

14

837

851

At 31 March 2017

20

878

898

NET BOOK VALUE

At 31 March 2017

21

2,738

2,759

At 31 March 2016

35

344

379

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.3.17

31.3.16

£

£

Trade debtors

53,219

6,797

Other debtors

3,562

8,170

56,781

14,967

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.3.17

31.3.16

£

£

Trade creditors

41,534

12,562

Taxation and social security

8,296

13,940

Other creditors

82,649

58,344

132,479

84,846

9.	RELATED PARTY DISCLOSURES

As at the date of statement of financial position, £42,977 (2016: £42,617) was owed by the company to a

director.

10.	POST BALANCE SHEET EVENTS

On 12 May 2017 the company issued 248,020 £0.0001 Ordinary shares for a total consideration of £438,995.

On 16 June 2017 the company issued a further 18,473 £0.0001 Ordinary shares for a total consideration of

£32,697.

11.	SHARE-BASED PAYMENT TRANSACTIONS

The company operates an EMI qualifying share option scheme. As at the date of the Statement of Financial

Position, the company had granted 124,577 EMI qualifying share options to employees with an exercise price of

1.07 per share. A total of 54,531 shares vested as at the end of the year. Share options vest over a period of 3

years from the date of grant.

The company also operates an unapproved share option scheme. As at the date of the Statement of Financial

Position, the company had granted 62,917 unapproved share options to advisors with an exercise price of £1.07

per share. Share options vest monthly over a period of 3 years.

12.	FIRST YEAR ADOPTION

This is the first year that the company has presented its results and financial position in accordance with FRS

102. The last financial statements under UK GAAP were for the year ended 31 March 2016. The date that the

company transitioned to FRS 102 was 1 April 2015.

The policies applied under the entity's previous accounting framework are not materially different to FRS 102

and have no impacted on equity or profit or loss.