Clearly So Limited - Accounts to registrar (filleted) - small 18.2

REGISTERED NUMBER: 06686965 (England and Wales)

AUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2017

FOR

CLEARLY SO LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

R Schwartz

T B N Farazmand

M J Cooper

C R Hulatt

REGISTERED OFFICE:

35 Paul Street

London

EC2A 4JY

REGISTERED NUMBER:

06686965 (England and Wales)

AUDITORS:

Graham Paul Limited

(Statutory Auditor)

Court House

Court Road

Bridgend

CF31 1BE

FIXED ASSETS

Intangible assets

4

161,034

237,357

Tangible assets

5

77,028

92,527

Investments

6

25,130

25,130

263,192

355,014

CURRENT ASSETS

Debtors

7

315,239

332,164

Cash at bank and in hand

153,556

34,990

468,795

367,154

CREDITORS

Amounts falling due within one year

8

372,284

244,593

NET CURRENT ASSETS

96,511

122,561

TOTAL ASSETS LESS CURRENT LIABILITIES

359,703

477,575

CREDITORS

Amounts falling due after more than one year

9

691,475

689,150

NET LIABILITIES

(331,772

)

(211,575

)

CAPITAL AND RESERVES

Called up share capital

230

207

Share premium

4,321,150

3,624,873

Retained earnings

(4,653,152

)

(3,836,655

)

SHAREHOLDERS' FUNDS

(331,772

)

(211,575

)

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 14 September 2018 and were signed on its behalf by:

R Schwartz - Director

1.	STATUTORY INFORMATION

Clearly So 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.

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.

For the year ended 31st December 2017, the company made a loss of £816,497 (2016: £938,982),

Since the period end the company has had sufficient working capital to enable the company to

continue trading and to meet third party obligations as they fall due. The directors have reviewed

cashflow forecasts for the next twelve months and in the Board's view the business will be able to

meet its obligations as they fall due and they, or other third party investors, will be able to provide

any necessary funds to ensure the company can continue trading. Accordingly the accounts have

been prepared on a going concern basis.

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.

Development costs are being amortised evenly over their estimated useful life of three years.

Tangible fixed assets

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

Short leasehold

-

Over the life of the lease

Plant and machinery

-

33% on cost

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

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 balance sheet date.

Deferred tax

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

at the balance sheet 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.

Development costs are capitalised and amortised where they relate to an asset for which the

company derives future economic benefit expected to last for a period greater than one year.

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

The company pays contributions to the directors' and employees' personal pension schemes.

Grants income

Grants receivable are credited to the profit and loss account as the appropriate milestone

achievements are satisfied and the grant becomes due for payment by the donor.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 20 (2016 - 20 ) .

4.	INTANGIBLE FIXED ASSETS

Other

intangible

assets

£

COST

At 1 January 2017

237,357

Additions

2,977

At 31 December 2017

240,334

AMORTISATION

Charge for year

79,300

At 31 December 2017

79,300

NET BOOK VALUE

At 31 December 2017

161,034

At 31 December 2016

237,357

5.	TANGIBLE FIXED ASSETS

Short

Plant and

leasehold

machinery

Totals

£

£

£

COST

At 1 January 2017

75,234

78,374

153,608

Additions

-

1,193

1,193

Disposals

-

(49,004

)

(49,004

)

At 31 December 2017

75,234

30,563

105,797

DEPRECIATION

At 1 January 2017

3,083

57,998

61,081

Charge for year

7,578

9,114

16,692

Eliminated on disposal

-

(49,004

)

(49,004

)

At 31 December 2017

10,661

18,108

28,769

NET BOOK VALUE

At 31 December 2017

64,573

12,455

77,028

At 31 December 2016

72,151

20,376

92,527

6.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 January 2017

and 31 December 2017

25,130

NET BOOK VALUE

At 31 December 2017

25,130

At 31 December 2016

25,130

7.

DEBTORS

2017

2016

£

£

Amounts falling due within one year:

Trade debtors

69,115

75,127

Other debtors

56,224

67,137

125,339

142,264

Amounts falling due after more than one year:

Other debtors

189,900

189,900

Aggregate amounts

315,239

332,164

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2017

2016

£

£

Trade creditors

67,456

47,116

Taxation and social security

30,070

38,498

Other creditors

274,758

158,979

372,284

244,593

9.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2017

2016

£

£

Amounts owed to group undertakings

41,475

39,150

Other creditors

650,000

650,000

691,475

689,150

Amounts falling due in more than five years:

Repayable otherwise than by instalments

Other loans more 5yrs non-inst

650,000

650,000

The balance included in creditors due after more than one year relates to a convertible loan.

Subject to various conditions the loan provider can elect to convert all or part of the loan into

ordinary shares following the end of the fourth year of the agreement.

On the occurrence of various events prior to this point the loan provider can elect to convert the loan

into preference shares.

Interest is charged at 3% per annum.

10.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Brian Scott FCA (Senior Statutory Auditor)

for and on behalf of Graham Paul Limited

11.	CONTINGENT LIABILITIES

The company is currently in discussions with HMRC on the possible reassessment of its VAT status.

It is thought likely that some, but by no means all, of the company's services will in future be treated

as exempt supplies instead of as standard rated. It is also possible that HMRC would wish to

backdate any ruling, the scope of which could be:

a) Four years, unlikely but possible.

b) Eighteen months with effect from July 2016, possible.

At the date of approval of the financial statements, given the on-going nature of the discussions, it is

impracticable to disclose an estimate of the financial effect on the company, when any cash outflow,

if any, may occur and the possibility of any potential reimbursement.

12.	RELATED PARTY DISCLOSURES

The ultimate controlling party is R Schwartz as director, together with his wife and family as

shareholders.

During the year to 31 December 2017, R Schwartz purchased an additional 67 shares at £300 per

share totalling £20,100.