New standards, amendments and interpretations not yet adopted by the Company

The standards and interpretations that are relevant to the Company, issued, but not yet effective, up to the date of these interim financial statements have been evaluated by the directors and they do not consider that there will be a material impact of transition on the financial statements.

2.2          Going concern

The directors have assessed the Company's ability to adopt the going concern basis of accounting and consider the adoption to be appropriate in the preparation of the interim financial statements. At period end the Company had cash and cash equivalents of £1,563,877 which at current cash burn rate is more than sufficient to last for at least 12 months and supports the adoption of the going concern.

2.3           Risks and uncertainties

The principal risks and uncertainties relevant to the Company have not changed materially since the release of the Company's Admission Document that was released on 25 October 2023. The Company's Admission Document can be found on the Company's website.

2.4           Taxation

Tax currently payable is based on taxable profit for the period. Taxable profit differs from profit as reported in the income statement because it excludes items of income and expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date.

2.5           Intangible Assets

Costs associated with maintaining computer software programmes are recognised as an expense as incurred. Development costs that are directly attributable to the design and testing of identifiable and unique software products controlled by the company are recognised as intangible assets where the following criteria are met:

·    It is technically feasible to complete the software product so that it will be available for use;

·    Management intends to complete the software product and use or sell it

·    There is an ability to use or sell the software product

·    It can be demonstrated how the software product will generate probable future economic benefits

·    Adequate technical, financial and other resources to complete the development and to use or sell the software product are available

·    The expenditure attributable to the software product during its development can be reliably measured.

Other development expenditures that do not meet these criteria are recognised as an expense as incurred. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period.

Computer software development costs recognised as assets are amortised over their estimated useful lives, which do not exceed three years.

Intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

2.6           Share Capital

Ordinary shares are classified as equity. Preference shares are classified as liabilities.

Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds.

2.7           Trade and other receivables

Trade and other receivables are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade receivables are recognised initially at the amount of consideration that is unconditional, unless they contain significant financing components, when they are recognised at fair value. The company holds the trade receivables with the objective of collecting the contractual cash flows and therefore measures them subsequently at amortised cost using the effective interest method.

The company applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade receivables and contract assets. To measure the expected credit losses, trade receivables and contract assets are grouped based on shared credit risk characteristics and the days past due. The contract assets relate to unbilled work in progress and have substantially the same risk characteristics as the trade receivables for the same types of contracts. The company has therefore concluded that the expected loss rates for trade receivables are a reasonable approximation of the loss rates for the contract assets.

2.8           Trade and other payables

Creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers.

Creditors are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.

Creditors are presented as amounts falling due within one year unless payment is not due within 12 months after the reporting period.

3             Critical accounting estimates and judgements

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, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed below:

  Share Based Payments

The company issues cash-settled share-based compensation benefits.

The cost of cash-settled transactions is initially, and at each reporting date until vested, determined by applying the Black-Scholes option pricing model, taking into consideration the terms and conditions on which the award was granted. The cumulative charge to profit or loss until settlement of the liability is calculated as follows:

- during the vesting period, the liability at each reporting date is the fair value of the award at that date multiplied by the expired portion of the vesting period.

- from the end of the vesting period until settlement of the award, the liability is the full fair value of the liability at the reporting date.

All changes in the liability are recognised in profit or loss. The ultimate cost of cash-settled transactions is the cash paid to settle the liability. Market conditions are taken into consideration in determining fair value. Therefore, any awards subject to market conditions are considered to vest irrespective of whether or not that market condition has been met, provided all other conditions are satisfied.

4              Share capital and share premium

There were 100,000,000 ordinary shares of £0.001 issued at par value in the period from 22 August to 30 November 2023.

An additional 105,183,350 ordinary shares of £0.001 were issued at between £0.01 and £0.03 in the period from 22 August to 31 November 2023.

5              Share based payments and Other reserves

The following warrants over ordinary shares have been granted by the Company and are outstanding at 30 November 2023:

All the above dilutive instruments were issued in the period from 22 August to 30 November 2023.

The fair value of the share warrant rights granted are valued using the Black-Scholes option pricing model.

6              Investments

7              Financial commitments & contingent liabilities

There were no capital commitments or contingent liabilities pertaining to the Company at 30 November 2023.

8              Related party transactions

The company made payments to the following companies in relation to directors' fees:

9              Operating Loss

Operating loss for the Company is stated after charging:

 * Director's fees paid through related parties. See note 8 for reference

** Salary and wages relates to directors fees to Jonathan Hives and Nicholas Lyth that are processed through payroll.

10           Taxation

The Company has total carried forward losses of £1,432,554 The taxed value of the unrecognised deferred tax asset is £358,138. No deferred tax assets in respect of tax losses have been recognised in the accounts because there is currently insufficient evidence of the timing of suitable future taxable profits against which they can be recovered.

On 15 March 2023 it was announced that from 1 April 2023 the UK corporation tax rate would increase from

19% to 25% for profits over £250,000. Profits made under the £250,000 threshold will continue to be taxed at a rate of 19%.

11           Trade and other receivables

12           Trade and other payables

13           Directors remuneration

The highest paid director received remuneration of £30,000

14            Events subsequent to period end

On 18 January 2024 the Company announced that its shares were suspended on the Aquis Stock Exchange.

On 19 January 2024 the Company announced that it was in discussions and had entered into non-binding heads of terms with Mustang Energy plc, a London Stock Exchange listed company, to acquire the entire share capital of the Company.