Company No: SC505074 (Scotland)

Contents

• Balance Sheet
• Notes to the Unaudited Financial Statements

	Note	31.05.2021		31.05.2020
		£		£
Fixed assets
Intangible assets	3	8,740		10,766
Tangible assets	4	20,355		41,922
		29,095		52,688
Current assets
Stocks		246,189		206,856
Debtors	5	464,047		304,100
Cash at bank and in hand		185,878		394,646
		896,114		905,602
Creditors
Amounts falling due within one year	6	( 628,742)		( 610,169)
Net current assets		267,372		295,433
Total assets less current liabilities		296,467		348,121
Creditors
Amounts falling due after more than one year	7	( 51,045)		0
Net assets		245,422		348,121
Capital and reserves
Called-up share capital	8	7,783		7,113
Share premium account		2,988,468		2,400,082
Profit and loss account		( 2,750,829 )		( 2,059,074 )
Total shareholders' funds		245,422		348,121

For the financial year ending 31 May 2021 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

• The members have not required the Company to obtain an audit of its financial statements for the financial year in accordance with section 476;
• 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; and
• These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Profit and Loss Account has not been delivered.

The financial statements of ACTIPH Water Limited (registered number: SC505074) were approved and authorised for issue by the Director on 25 February 2022. They were signed on its behalf by:

Graham Good Director

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

ACTIPH Water Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in Scotland. The address of the Company's registered office is 107 George Street, Edinburgh, EH2 3ES, Scotland, United Kingdom.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The financial statements are presented in pounds sterling which is the functional currency of the company and rounded to the nearest £.

Going concern

The Company's forecasts and projections, taking account of the continued possible impact of COVID-19 in trading performance, show that the company should be able to operate within the level of its current facilities.

Therefore, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements.

Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Balance Sheet date are reported at the rates of exchange prevailing at that date.

Exchange differences are recognised in the Profit and Loss Account in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.

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 is recognised when the significant risks and rewards are considered to have been transferred to the customer.

Employee benefits

Short term benefits
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Defined contribution schemes
The Company operates a defined contribution scheme. The amount charged to the Profit and Loss Account in respect of pension costs and other post-retirement benefits is the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are included as either accruals or prepayments in the Balance Sheet.

Intangible assets

Intangible assets are stated at cost or valuation, net of amortisation and any provision for impairment. Amortisation is provided on all intangible assets at rates to write off the cost or valuation of each asset over its expected useful life as follows:

Other intangible assets

10

years

straight line

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line or reducing balance basis over its expected useful life, as follows:

Plant and machinery etc.

2

-

4

years

straight line

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

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.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.

Stocks

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

Stocks held for distribution at no or nominal consideration are measured at the lower of replacement cost and cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks 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.

Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand.

Financial instruments

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.

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.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either 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.

Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, 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.

Equity instruments
Equity instruments issued by the Company are recorded at the fair value of cash or other resources received or receivable, net of direct issue costs. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Company.

Convertible loan notes
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. On initial recognition, the financial liability component is recorded at its fair value. At the date of issue, in the case of a convertible bond denominated in the functional currency of the issuer that may be converted into a fixed number of equity shares, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible instrument. 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 the equity reserve within equity and is not subsequently remeasured.

Transaction costs are apportioned between the liability and equity components of the convertible instrument based on their relative fair values at the date of issue. The portion relating to the equity component is charged directly against equity.

Government grants

Government grants are recognised based on the accrual model and are measured at the fair value of the asset received or receivable. Grants are classified as relating either to revenue or to assets. Grants relating to revenue are recognised in income over the period in which the related costs are recognised. Grants relating to assets are recognised over the expected useful life of the asset. Where part of a grant relating to an asset is deferred, it is recognised as deferred income.

2. Employees

	31.05.2021		31.05.2020
	Number		Number
Monthly average number of persons employed by the Company during the year, including directors	8		7

3. Intangible assets

	Other intangible assets		Total
	£		£
Cost
At 01 June 2020	20,248		20,248
At 31 May 2021	20,248		20,248
Accumulated amortisation
At 01 June 2020	9,482		9,482
Charge for the financial year	2,026		2,026
At 31 May 2021	11,508		11,508
Net book value
At 31 May 2021	8,740		8,740
At 31 May 2020	10,766		10,766

4. Tangible assets

	Plant and machinery etc.		Total
	£		£
Cost
At 01 June 2020	198,542		198,542
Additions	2,470		2,470
At 31 May 2021	201,012		201,012
Accumulated depreciation
At 01 June 2020	156,620		156,620
Charge for the financial year	24,037		24,037
At 31 May 2021	180,657		180,657
Net book value
At 31 May 2021	20,355		20,355
At 31 May 2020	41,922		41,922

5. Debtors

	31.05.2021		31.05.2020
	£		£
Trade debtors	285,408		148,083
Other debtors	178,639		156,017
	464,047		304,100

6. Creditors: amounts falling due within one year

	31.05.2021		31.05.2020
	£		£
Bank loans and overdrafts	8,706		0
Trade creditors	262,977		189,500
Other creditors	43,529		50,980
Convertible unsecured loan notes	299,994		350,000
Other taxation and social security	13,536		19,689
	628,742		610,169

Convertible Loans were issued on several dates beginning 06 September 2019. These have rights on conversion up to 2023 with an interest rate of 2%. Interest is recognised annually in the profit and loss account.

In relation to the RBS Invoice Financing, the company has granted a floating charge over all the property and undertakings of the company. Included in other creditors is a Hire purchase obligation totalling £2,493 which is secured over the asset to which it relates.

7. Creditors: amounts falling due after more than one year

	31.05.2021		31.05.2020
	£		£
Bank loans	41,294		0
Other creditors	9,751		0
	51,045		0

Included in other creditors is a Hire purchase obligation totalling £7,016 which is secured over the asset to which it relates.

8. Called-up share capital

	31.05.2021		31.05.2020
	£		£
Allotted, called-up and fully-paid
778,302 Ordinary shares of £ 0.01 each (31.05.2020: 711,294 shares of £ 0.01 each)	7,783.02		7,112.94

During the year, 67,008 ordinary shares of £0.01 each were issued.