Loyalty_Prime_Limited - Accounts

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 2017 the company was entitled to exemption from audit under section 477 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Act 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.

Loyalty Prime Limited is a private company limited by shares incorporated in England and Wales. The registered office is Devonshire House, 60 Goswell Road, London, EC1M 7AD.

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 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 pound.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover represents amounts receivable for services provided in connection with developing loyalty programme solutions net of VAT.

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.

Cash and cash equivalents include cash in hand, deposits held at call with banks and other short-term liquid investments with original maturities of three months or less.

Basic financial instruments are measured at cost. The company has no other financial instruments or basic financial instruments measured at fair value.

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

The tax expense represents tax currently payable.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

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 are included in the profit and loss account for the period.

Group accounts

The financial statements present information about the company as an individual undertaking and not about its group. The company and its subsidiary undertakings comprise a small-sized group. The company has therefore taken advantage of the exemptions provided by section 399 of the Companies Act 2006 not to prepare group accounts.

The average monthly number of persons (excluding directors) employed by the company during the year was 2 (2016: 2).

At 31 December 2017 the company had a 100% direct holding in the ordinary shares of two subsidiaries: Loyalty Prime Germany GmbH, incorporated and domiciled in Germany, and Loyalty Prime India Private Limited, incorporated and domiciled in India.

During the year, 2,409 Series A shares of 10p were issued at a premium of £191.36 per share. Professional fees totalling £47,101 were set against the share premium received on this share issue.

During the prior year, warrants were issued to two individuals for 6,319 ordinary shares of £0.10 each and 2 D shares of £0.10 each with an exercise price of par. These can be exercised only on the trigger of an 'exercise event' which is either the listing of the ordinary shares on a recognised investment exchange, the disposal by the company of substantially all of its assets, or the sale of shares in the company which will result in the purchaser acquiring a controlling interest in the company. The warrants expire twenty years from issue. All of the 'exercise events' are currently deemed improbable, and therefore the fair value of the share options does not need to be disclosed.

The company has taken advantage of the exemption available in FRS 8 "Related party disclosures" whereby it has not disclosed transactions with any wholly owned subsidiary undertaking.

During the year Citadel One Limited, a 6% (2016: 7%) owner of Loyalty Prime Limited, provided services to the company for £83,523 (2016: £89,578). At the year end there is a balance due to Citadel One Limited of £nil (2016: £2,554). Citadel One is under the control of C Straub, a director of Loyalty Prime Limited.

The company has no single controlling party.