GrowUp Urban Farms Limited - Accounts to registrar (filleted) - small 17.3

REGISTERED NUMBER: 08544592 (England and Wales)

Unaudited Financial Statements

for the Period 1 June 2016 to 31 August 2017

for

GrowUp Urban Farms Limited

Page

Balance Sheet

1

Notes to the Financial Statements

3

FIXED ASSETS

Intangible assets

4

40

140

Tangible assets

5

106,058

170,697

106,098

170,837

CURRENT ASSETS

Stocks

5,430

8,953

Debtors

6

90,340

81,855

Cash at bank and in hand

79,450

80,253

175,220

171,061

CREDITORS

Amounts falling due within one year

7

(304,242

)

(249,353

)

NET CURRENT LIABILITIES

(129,022

)

(78,292

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(22,924

)

92,545

CREDITORS

Amounts falling due after more than one year

8

(1,000,000

)

(900,000

)

NET LIABILITIES

(1,022,924

)

(807,455

)

CAPITAL AND RESERVES

Called up share capital

10

48

42

Share premium

11

409,995

-

Retained earnings

11

(1,432,967

)

(807,497

)

SHAREHOLDERS' FUNDS

(1,022,924

)

(807,455

)

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

The members have not required the company to obtain an audit of its financial statements for the period ended 31 August 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 Profit & loss account 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:

Ms K Hofman - Director

1.	STATUTORY INFORMATION

GrowUp Urban Farms Limited is a private company, limited by shares, registered in England and

Wales, registration number 08544592. The registered office is Trojan House, 34 Arcadia Avenue,

London N3 2 JU.

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

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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

Turnover

Turnover represents the value of services provided under contracts to the extent that there is a right to

consideration and is recorded at the value of the consideration due.

Where a contract has only been partially completed at the balance sheet date, turnover represents the

value of the service provided to date based on a proportion of the total expected consideration at

completion.

Where payments are received from customers in advance of services provided, the amounts are

recorded as deferred income and included as part of Creditors due within one year.

Intangible assets

Intangible fixed asset being exclusive rights to Trade Marks is being amortised a straight-line basis

over 5 years.

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

-

90% on cost and 25% on reducing balance

Fixtures and fittings

-

25% on cost

Computer equipment

-

33% on cost

Stocks

Stock have been valued at the lower of cost and estimated selling price less costs to sell.

Financial instruments

The company has entered into basic financial instruments and transactions that result in the

recognition of financial assets and liabilities like other debtors, creditors and loans to related parties.

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 fund, an

impairment loss is recognised in the profit and loss.

Taxation

Taxation for the period comprises current and deferred tax. Tax is recognised in the Profit & loss

account, 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.

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 balance sheet 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.

Operating leasing commitments

Rentals paid under operating leases are charged to the profit and loss account 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.

Grants

Grants are recognised in full in the Statement of Financial Activities in the year, in which they are

received.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the period was 13 (2016 - 9 ) .

4.	INTANGIBLE FIXED ASSETS

Other

intangible

assets

£

COST

At 1 June 2016

and 31 August 2017

300

AMORTISATION

At 1 June 2016

160

Charge for period

100

At 31 August 2017

260

NET BOOK VALUE

At 31 August 2017

40

At 31 May 2016

140

5.	TANGIBLE FIXED ASSETS

Fixtures

Plant and

and

Computer

machinery

fittings

equipment

Totals

£

£

£

£

COST

At 1 June 2016

753,326

2,240

6,960

762,526

Additions

6,650

14,340

-

20,990

Disposals

(21,735

)

-

(941

)

(22,676

)

At 31 August 2017

738,241

16,580

6,019

760,840

DEPRECIATION

At 1 June 2016

588,251

868

2,710

591,829

Charge for period

68,051

5,184

2,233

75,468

Eliminated on disposal

(12,204

)

-

(311

)

(12,515

)

At 31 August 2017

644,098

6,052

4,632

654,782

NET BOOK VALUE

At 31 August 2017

94,143

10,528

1,387

106,058

At 31 May 2016

165,075

1,372

4,250

170,697

Depreciation on capital assets purchased as part of the InnovateUK grant was originally calculated

based on a worst-case scenario as we were still negotiating lease agreements for the site for the farm.

This depreciation is mirrored in the business plan that was shared with investors, again on a

worst-case scenario. As we look to expand our business and build more farms on underutilised urban

land, our depreciation policy will continue to reflect the variations in tenure we are offered on spaces.

Our technical partners I+S Associates and Sterner AquaTech conducted a value analysis exercise

with us to help understand the residual value of the farming equipment. In line with industry standards,

hydroponic growing equipment and aquaculture equipment has little value outside of the context for

which it has been originally designed and would typically only be resold as part of a "fire-sale".

The farming facility built in part using the grant has been custom designed as a "minimal viable

product" to prove commercial viability of aquaponic urban farming as part of a research study, and as

such all capital items are wholly necessary for a successful project. The farming facility will support its

operations through the sales of produce and as a visitor attraction without requiring further grant

funding after the timeline of the project. Revenue driven from sales of produce from this site after the

project will not be sufficient to support the growth of the business. The useful purpose of this project for

the business is developing larger scale farms across the UK having developed the necessary

operational know-how, expertise and reputation through the InnovateUK study.

6.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.8.17

31.5.16

£

£

Trade debtors

6,617

6,440

Other debtors

83,723

75,415

90,340

81,855

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.8.17

31.5.16

£

£

Trade creditors

21,308

21,338

Taxation and social security

6,273

3,183

Other creditors

276,661

224,832

304,242

249,353

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

31.8.17

31.5.16

£

£

Other creditors

1,000,000

900,000

The convertible loan from Ignite Social Enterprise LP of an aggregate total amount of £1,000,000

(2016: £900,000), is repayable over a period of more than 5 years.

The loan bears an annual interest of 7 %. Interest is calculated and due every 6 months after the

second anniversary of the draw- down date.

In the accounts an amount of £85,668 (2016: £40,375) of interest has been accrued .

The loan has an option to convert into shares just before repayment date. This will represent 36% of

the share capital.

9.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

31.8.17

31.5.16

£

£

Between one and five years

56,639

56,639

10.	CALLED UP SHARE CAPITAL

Alloted, issued and fully paid:

Period

31.08.17

31.5.15

Number:

Class:

Nominal value

£

£

4574

Ordinary shares

0.01

45

40

2

Deferred Shares

2

2

2

47

42

During the period 574 ordinary shares of £0.01were issued, alloted and fully paid, out of which a total

of 529 ordinary shares were issued at a share premium.

11.

RESERVES

Retained

Share

earnings

premium

Totals

£

£

£

At 1 June 2016

(807,497

)

-

(807,497

)

Deficit for the period

(625,470

)

(625,470

)

Cash share issue

-

409,995

409,995

At 31 August 2017

(1,432,967

)

409,995

(1,022,972

)

12.	DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

The following advances and credits to directors subsisted during the period ended 31 August 2017 and

the year ended 31 May 2016:

31.8.17

31.5.16

£

£

Ms K Hofman

Balance outstanding at start of period

(25,756

)

(12,751

)

Amounts advanced

16,906

12,511

Amounts repaid

(441

)

(25,516

)

Amounts written off

-

-

Amounts waived

-

-

Balance outstanding at end of period

(9,291

)

(25,756

)

T C Webster

Balance outstanding at start of period

(12,593

)

(1,046

)

Amounts advanced

12,051

12,203

Amounts repaid

-

(23,750

)

Amounts written off

-

-

Amounts waived

-

-

Balance outstanding at end of period

(542

)

(12,593

)

A C Hodson

Balance outstanding at start of period

(1,284

)

(34

)

Amounts advanced

1,167

1,250

Amounts repaid

-

(2,500

)

Amounts written off

-

-

Amounts waived

-

-

Balance outstanding at end of period

(117

)

(1,284

)

13.	RELATED PARTY DISCLOSURES

Other loan of £80,000 includes loan received from Deborah Hofman £40,000, Emily Hofman £20,000,

Tom Webster £20,000.

These Loans were utilised for the purchase of share capital, in the company processed after 31 August

2017.

14.	ULTIMATE CONTROLLING PARTY

The company is controlled by K Hofman and T C Webster by virtue of their shareholdings.

15.	GOING CONCERN

The Financial Statements have been prepared on a Going Concern basis because of the continued

support of the Directors of the company.