CSOLS_LIMITED - Accounts


Company Registration No. 03918227 (England and Wales)
CSOLS LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 28 FEBRUARY 2021
PAGES FOR FILING WITH REGISTRAR
CSOLS LIMITED
COMPANY INFORMATION
Directors
Dr P J Goddard
K R Jones
Secretaries
A E Goddard
Oakwood Corporate Secretary Limited
Company number
03918227
Registered office
The Heath
Business & Technical Park
Runcorn
Cheshire
United Kingdom
WA7 4QX
Accountants
Azets
Ship Canal House
98 King Street
Manchester
M2 4WU
CSOLS LIMITED
CONTENTS
Page
Balance sheet
1 - 2
Notes to the financial statements
3 - 12
CSOLS LIMITED
BALANCE SHEET
AS AT
28 FEBRUARY 2021
28 February 2021
- 1 -
2021
2020
Notes
£
£
£
£
Fixed assets
Intangible assets
4
827,841
838,518
Tangible assets
5
1,192
936
Investments
6
92
92
829,125
839,546
Current assets
Debtors
7
1,559,177
1,425,102
Cash at bank and in hand
-
0
6,368
1,559,177
1,431,470
Creditors: amounts falling due within one year
8
(686,929)
(690,047)
Net current assets
872,248
741,423
Total assets less current liabilities
1,701,373
1,580,969
Creditors: amounts falling due after more than one year
9
(123,692)
(140,818)
Net assets
1,577,681
1,440,151
Capital and reserves
Called up share capital
10
144,284
144,284
Share premium account
1,392,228
1,392,228
Profit and loss reserves
41,169
(96,361)
Total equity
1,577,681
1,440,151
CSOLS LIMITED
BALANCE SHEET (CONTINUED)
AS AT
28 FEBRUARY 2021
28 February 2021
- 2 -

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 28 February 2021 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.

The financial statements were approved by the board of directors and authorised for issue on 29 November 2021 and are signed on its behalf by:
Dr P J Goddard
Director
Company Registration No. 03918227
CSOLS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 28 FEBRUARY 2021
- 3 -
1
Accounting policies
Company information

CSols Limited is a private company limited by shares incorporated in England and Wales. The registered office is The Heath, Runcorn, Cheshire, United Kingdom, WA7 4QX.

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. 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 directors have assessed the company's performance, projected income and expenditure and financial position since the balance sheet date and considered its ability to meet its liabilities as they fall due for a period of at least 12 months from the date of these accounts. In making their assessment the directors have considered the impact of the COVID-19 pandemic. true

 

The directors are confident in the recovery of trading balances due from and other amounts advanced to related parties. The company has secured medium term funding from small business lenders and the directors are confident in the company's ability to service external debt and to meet capital repayment terms and related conditions. The company is reliant upon the continued support of its funders, including the majority shareholder and director, and the directors have no reason to believe such support will not be forthcoming.

 

Accordingly, the accounts are prepared on the going concern basis as the directors believe the necessary finance will continue to be made available in the foreseeable future to enable the company to meet its liabilities as they fall due.

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. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

 

Turnover from support agreements is released over the period of the contract to ensure income is recognised in the profit and loss account in the period in which services are provided. Any amounts invoiced, but for which contract services have not yet been provided, are recognised as deferred income. Any amounts not yet invoiced, but for which contract services have been provided, are recognised as accrued income.

CSOLS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2021
1
Accounting policies
(Continued)
- 4 -
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. Such expenditure is capitalised and amortised over the asset's useful economic life, deemed to be 3 years, commencing in the year following its initial capitalisation.

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.

Patents & licences
3 years straight line
Development costs
3 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 and fittings
2 years straight line
Computer equipment
2 years 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.

1.8
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).

1.9
Cash and cash equivalents

Cash at bank and in hand are basic financial assets and include cash in hand, deposits held at call with banks and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

CSOLS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2021
1
Accounting policies
(Continued)
- 5 -
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.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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.

CSOLS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2021
1
Accounting policies
(Continued)
- 6 -
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.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.11
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs.

1.12
Taxation

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

Current tax

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.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

CSOLS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2021
1
Accounting policies
(Continued)
- 7 -
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

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.

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
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.

CSOLS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2021
- 8 -
3
Employees

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

2021
2020
Number
Number
Total
15
15
4
Intangible fixed assets
Patents & licences
Development costs
Total
£
£
£
Cost
At 29 February 2020
103,374
1,547,775
1,651,149
Additions
-
0
352,431
352,431
At 28 February 2021
103,374
1,900,206
2,003,580
Amortisation and impairment
At 29 February 2020
219
812,412
812,631
Amortisation charged for the year
10,337
352,771
363,108
At 28 February 2021
10,556
1,165,183
1,175,739
Carrying amount
At 28 February 2021
92,818
735,023
827,841
At 28 February 2020
103,155
735,363
838,518
CSOLS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2021
- 9 -
5
Tangible fixed assets
Fixtures and fittings
Computer equipment
Total
£
£
£
Cost
At 29 February 2020
3,547
148,445
151,992
Additions
-
0
2,191
2,191
At 28 February 2021
3,547
150,636
154,183
Depreciation and impairment
At 29 February 2020
3,547
147,509
151,056
Depreciation charged in the year
-
0
1,935
1,935
At 28 February 2021
3,547
149,444
152,991
Carrying amount
At 28 February 2021
-
0
1,192
1,192
At 28 February 2020
-
0
936
936
6
Fixed asset investments
2021
2020
£
£
Shares in group undertakings and participating interests
92
92
7
Debtors
2021
2020
Amounts falling due within one year:
£
£
Trade debtors
1,102,381
1,030,535
Other debtors
321,287
292,139
Prepayments and accrued income
62,551
29,470
1,486,219
1,352,144
Deferred tax asset
72,958
72,958
1,559,177
1,425,102
CSOLS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2021
- 10 -
8
Creditors: amounts falling due within one year
2021
2020
£
£
Bank loans and overdrafts
111,577
72,692
Trade creditors
117,717
83,579
Taxation and social security
178,735
170,145
Other creditors
68,677
178,562
Accruals and deferred income
210,223
185,069
686,929
690,047

Amounts totalling £47,274 (2020 £54,722) secured by way of personal guarantee provided by director Dr P J Goddard.

9
Creditors: amounts falling due after more than one year
2021
2020
£
£
Bank loans and overdrafts
123,692
140,818

Bank loans and overdrafts due after more than one year totalling £54,722 (2020: £101,903) are secured by way of personal guarantee provided by director Dr P J Goddard.

10
Called up share capital
2021
2020
£
£
Ordinary share capital
Issued and fully paid
1,442,418 Ordinary shares of 10p each
144,242
144,242
4,202,572 Ordinary shares of 0.00001p each
42
42
144,284
144,284
11
Financial commitments, guarantees and contingent liabilities

On 1 May 2017, the company offered security on a loan provided by the Isle of Man Department of Economic Development to XLabs Limited, a company incorporated in the Isle of Man. The original loan was for £130,000 and security has been provided on this amount and all other amounts which may thereafter become owing from XLabs Limited to the Isle of Man Department of Economic Development.

CSOLS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2021
- 11 -
12
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:

2021
2020
£
£
Total commitment
3,205
3,205
13
Events after the reporting date

Since the year end, the spread of COVID-19 has severely impacted many local economies around the globe. The company operates within a sector where measures taken based upon Government advice to contain the spread of the virus, including travel bans, quarantines, and social distancing mean that operations may be affected beyond the initial period of lockdown. The company has cut costs and taken advantage of available incentives to manage the financial impact of the pandemic.

 

The company has determined that these events are non-adjusting subsequent events. Accordingly, the financial position and results of operations as of and for the year ended 28 February 2021 have not been adjusted to reflect their impact.

 

CSOLS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2021
- 12 -
14
Related party transactions
Transactions with related parties

During the year the company entered into the following transactions with related parties:

During the year, purchases and sales were made with Dendrite Labs Limited, a related party due to common shareholders. Purchases amounted to £nil (2020: £96,327) and sales amounted to £94,675 (2020: £70,571). At the balance sheet date a net amount of £132,074 (2020: £94,898) was due from Dendrite Labs Limited.

 

During the year the company advanced £nil (2020: £20,900) to and charged interest amounting to £nil (2020: £3,822) to Dendrite Labs Limited. At the balance sheet date £nil (2020: £261,142) was owed by Dendrite Labs Limited.

 

During the year, sales were made to and purchases were made from XLabs Limited, a company incorporated in the Isle of Man which is a related party due to common shareholders. Sales amounted to £286,229 (2020: £326,951) and purchases amounted to £415,209 (2020: £311,578). At the balance sheet date a net amount of £421,036 (2020: £527,464) was due from XLabs Limited.

 

During the year, sales and purchases were made with CSols Labs Limited, a 92% owned subsidiary. Sales amounted to £55,726 (2020: £93,706) and purchases amounted to £72,763 (2020: £173,855). At the balance sheet date a net amount of £176,755 (2020: £196,300) was due from CSols Labs Limited.

 

As at the balance sheet date, included within other debtors falling due in less than one year, Dr P J Goddard owed £nil (2020:(£3,000)) to the company and A E Goddard was owed £nil (2020: (£292). These loans are unsecured and interest free.

 

Amounts totalling £101,996 (2020: £156,625) are secured by way of personal guarantee provided by director Dr P J Goddard.

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