NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
 FOR THE YEAR ENDED 31 DECEMBER 2024

1.    STATUTORY INFORMATION

          World Chess PLC is a public 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 preparation

          These financial statements have been prepared in accordance with UK - adopted International Accounting Standards and IFRIC interpretations and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS. The financial statements have been prepared under the historical cost convention, except for certain financial assets and liabilities, including crypto assets which are measured at fair value.

          The Group had no discontinued operations during the year. All results presented relate to continuing operations.

          The financial statements are presented in Euro which is the functional currency of the Group and rounded to the nearest €.

          Going concern

          In assessing the Group's ability to continue as a going concern, the Directors have considered the Group's Statement of Financial Position, forecast future operating budgets and cash flow projections for a period of at least twelve months from the date of approval of these consolidated financial statements. This assessment has included the evaluation of certain reasonable downside scenarios and associated mitigating actions.

          The Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the consolidated financial statements have been prepared on a going concern basis.

          However, the Group has an existing borrowing facility which is due for repayment in 2026. While the Directors expect that refinancing or replacement funding will be secured in the ordinary course of business, this funding is not yet committed as at the date of signing these financial statements. As such, the need to secure this future funding represents a material uncertainty that may cast significant doubt on the Group's ability to continue as a going concern.

          Notwithstanding this material uncertainty, and based on current forecasts and available resources, the Directors believe the Group will be able to continue in operation and meet its obligations as they fall due for a period of at least twelve months from the date of approval of these consolidated financial statements.

          These financial statements do not include the adjustments that would be required if the Group were unable to continue as a going concern.        

          Basis of consolidation

          The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries) made up to 31 December each year. Control is achieved where the Company has the power to govern the financial and operating policies of an investee entity so as to obtain benefits from its activities.

          Intra-group balances and transactions are eliminated on consolidation.

          Critical accounting judgements and key sources of estimation uncertainty

          The preparation of the financial statements in conformity with UK - adopted International Accounting Standards requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Although these estimates are based on management's best knowledge of the amounts, events or actions, actual results ultimately 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. The material areas in which estimates and judgements are applied as follows:

          Impairment of other intangible assets

          The Group is required to test, on an annual basis, whether other intangible assets have suffered any impairment. Determining whether there has been any impairment requires an estimation of the fair value in use of the cash-generating units. The value in use calculation requires the Directors to estimate the future cash flows expected to arise from the cash-generating unit and a suitable discount rate to calculate the present value, the discount rate applied is 12.81% (2023: 16.15%). The carrying value of intangible assets is set out in the table below (see also note 10):

		Group
		2024		2023
		€		€
	Exclusive FIDE rights	221,059		331,588
	Software Licences	36,000		59,000
	Online Platform	2,942,925		2,692,024

         

          Sensitivity Analysis

          The impairment review is sensitive to changes in key assumptions, particularly the discount rate and the forecast revenues and costs. The Directors have considered possible changes in these assumptions and their potential impact on the headroom available in the impairment model.

·    A 1% increase in the discount rate (from 12.81% to 13.81%) would reduce the value in use of the cash-generating unit by approximately €2,150,000 but would not result in impairment of any of the assets tested.

·    A 1% decrease in forecast revenues would reduce the value in use of the cash-generating unit by approximately €850,000 but would not result in impairment of any of the assets tested.

·    A 1% increase in forecast costs would reduce the value in use of the cash-generating unit by approximately €700,000 but would not result in impairment of any of the assets tested.

          Investments and amounts owed by group undertakings for impairment (Company Only)

          At each reporting date, the Company assesses whether amounts owed by group undertakings have suffered any impairment. Determining whether there has been any impairment requires an estimation of the recoverable amount of the receivables, based on the financial position and expected future cash flows of the relevant group undertakings.

          This assessment involves estimating future cash flows expected to arise from the group undertaking and applying a suitable discount rate to calculate the present value. The discount rate applied is 12.81% (2023: 16.15%) and the carrying value of amounts owed by group undertakings is set out in the table below:

		Company
		2024		2023
		€		€
	World Chess Events Ltd	4,713,435		3,290,077
	World Chess Europe GmbH	-		2,479,904

         

          As of the reporting date, an impairment charge of €2,631,441 (2023: €512,854) has been recognised in the Company's income statement to reflect a reduction in the recoverable amount of the balance. The Directors will continue to monitor the financial performance of the group undertakings and reassess the recoverability of the amount owed on an ongoing basis.

          The Directors will continue to monitor the financial performance of the subsidiary and reassess the recoverability of the loan on an ongoing basis.

          Legal proceedings and other provisions

          Provisions for legal proceedings are recognised as other expenses when the Group has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation; and the amount can be measured reliably. At the Statement of Financial Position date there is an ongoing claim with one supplier, if the claim is successful then an invoice, amounting to €1,140,000, will become payable. The invoice is not provided for in the financial statements as the Directors consider it to be null and void and raised by the supplier in breach of contract (see note 26).

          The Group has also recognised a dilapidations provision of €157,887 at 31 December 2024 (2023: €157,887), representing the estimated cost of reinstating a leased property to its original condition at the end of the lease term. The estimate is based on the Group's current understanding of the lease requirements and will be reviewed regularly throughout the lease term, which ends on 31 December 2031.

          Revenue recognition

          Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue from sale of goods is recognised when control of the goods has transferred to the customer. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

          Any revenue received in advance gives rise to contract liabilities which is deferred and included in accruals and deferred income. The carrying amount of the deferred income included in payables being €401,898 (2023: €650,098).

No obligation for returns, refunds or other similar obligation is recognised, the Directors following careful consideration, having concluded that any potential obligation is trivial.

          The following criteria must also be met before revenue is recognised:

          Sale of goods

          Revenue from the sale of goods is recognised when all the following conditions are satisfied:

·    The Company has transferred the significant risks and rewards of ownership to the buyer;

·    The Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

·    The amount of revenue can be measured reliably;

·    It is probable that the Company will receive the consideration due under the transaction; and

·    The costs incurred or to be incurred in respect of the transaction can be measured reliably.

          Rendering of services

          Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

·    The amount of turnover can be measured reliably;

·    It is probable the Company will receive the consideration due under the contract;

·    The stage of completion of the contract at the end of the reporting period can be measured reliably; and

·    The costs incurred and the costs to complete the contract can be measured reliably.

The policies specific to the Group's revenue types within its activities are outlined below:

          Events

          Revenue is recognised in the period in which the event takes place; revenue is typically linked to multiyear agreements where payment is received in advance of the event to which it relates.

          Online income

          Revenue is recognised over the period of the subscription; online subscriptions are paid annually in advance.

          Merchandising and Clubs

          Revenue is recognised when control of the goods has transferred to the customer; typically, control is transferred upon payment by the customer.

          Segment reporting

          IFRS 8 Operating Segments requires operating segments to be identified and reported in a manner consistent with the internal reporting provided to chief operating decision maker ('CODM'), who is responsible for allocating resources and assessing performance of the operating segments as identified by the Directors.

          The Directors have reviewed the Group's activities and consider the Group to comprise a single line of business being a mass market promoter of chess. Within the single line of business, the Group undertakes integrated revenue generating activities across tournaments, an online platform, chessarena.com, and merchandise and clubs. These revenue generating activities are closely aligned within a business model which seeks to promote a chess community across tournaments, online and physical environments.

          The individual revenue generating activities are managed in an integrated way by the CODM and executive management team who review financial information on the same integrated way. The Group has geographically separate operations and a geographic split of revenue as well as the split between the revenue types within its activities is included in note 3.

          Cash and cash equivalents

          Cash represents cash in hand and deposits held on demand with financial institutions. Cash equivalents are short-term, highly-liquid investments with original maturities of three months or less (as at their date of acquisition). Cash equivalents are readily convertible to known amounts of cash and subject to an insignificant risk of change in that cash value.

          In the presentation of the Statement of Cash Flows, cash and cash equivalents also include bank overdrafts. Any such overdrafts are shown within borrowings under 'current liabilities' on the Statement of Financial Position.

          Crypto-assets

          Included within intangible assets are crypto-assets held in the Group's name in the Binance crypto exchange, the Group has not traded in crypto-assets to date and such activities do not form part of its strategy. The crypto-assets are not held as long-term investments, nor do they form part of the Group's inventory. The Group's strategy is to convert crypto-assets to fiat currencies at the earliest opportunity, usually upon receipt or in accordance with an agreed schedule of conversion. 

          Any crypto-assets received are recognised at the exchange rate prevailing at the date that the risk and reward associated with the crypto-asset passes to the Group. Where the exchange rate of the crypto-assets has a guaranteed minimum floor price, a receivable is recognised for any short-fall.

          Crypto-assets are not amortised but are reviewed for impairment if the prevailing exchange rate indicates their value has fallen below their carrying value. Any impairment or realised exchange gains on the conversion of crypto-assets to fiat currency are recognised within exceptional items on the Consolidated Statement of Profit or Loss and Other Comprehensive Income.

          Other intangible assets

          Amortisation is charged to the income statement on a straight-line basis over the estimated useful lives of intangible assets.

          Intangible assets are amortised from the date they are available for use. The estimated useful lives are as follows:

·    Exclusive rights to organise and host top-level chess events in association with FIDE amortised using the straight-line method over the ten-year term of the original contract. Following the 2022 FIDE Grand Prix, the rights were varied such that the company now holds the exclusive right to operate the official gaming platform of FIDE, chessarena.com. This was treated as a disposal of the old rights and an acquisition of the new rights at the same carrying value, with the new rights being amortised over the remaining life of the original contract.

·    Capitalised costs associated with developing the online platform used for the FIDE Online Arena, ten years using the straight-line method.

·    Licences to operate certain software incorporated into the platform, the life of the contract, being five years using the straight-line method.

          The basis for choosing these useful lives is with reference to the years over which they can continue to generate value for the Group.

          The Group reviews the amortisation period and method whenever events or circumstances indicate that the useful lives of intangible assets may have changed since the last reporting date. The amortisation charge for the year is recognised within Administrative Expenses in the Consolidated Statement of Profit or Loss and Other Comprehensive Income.

          The Group assesses at each reporting date whether there is any indication that intangible assets may be impaired. If any such indication exists, the recoverable amount of the asset is estimated. An impairment loss is recognised in the income statement if the carrying amount of an intangible asset exceeds its recoverable amount. The recoverable amount is determined as the higher of fair value less costs of disposal and value in use, based on estimated future cash flows discounted to their present value.

          Property, plant and equipment

          Depreciation is provided in order to write off each asset over its estimated useful life or, if held as a right-of-use asset, over the lease term, whichever is the shorter, which are typically.

·    Fixtures and fittings             - Straight line between 1 and 10 years depending on the type of asset

·    Computer equipment          - Straight line over 3 years

          The Group assesses at each reporting date whether there is any indication that property, plant and equipment may be impaired. If such an indication exists, the recoverable amount of the asset is estimated. An impairment loss is recognised if the carrying amount exceeds the recoverable amount, which is determined as the higher of fair value less costs of disposal and value in use. Any impairment losses are recognised in profit or loss. Impairment losses are reviewed at each reporting date for possible reversal.

          Financial instruments

          The Group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other receivables and payables, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.

          Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade receivables and payables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of trade debt deferred beyond normal business terms or financed at a rate of interest that is not market rate or in the case of an out-right short-term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.

          Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Consolidated Statement of Profit or Loss and Other Comprehensive Income.

          For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

          For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the company would receive for the asset if it were to be sold at the date of the Statement of Financial Position.

          Financial assets and liabilities are offset, and the net amount reported in the Statement of Financial Position when there is an 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.

          Inventories

          Inventories of traded goods are valued at the lower of cost or net realisable value (the estimated selling price less the estimated costs to sell), after making due allowance for obsolete and slow-moving items.

          Taxation

          Current taxes are based on the results shown in the financial statements and are calculated according to local tax rules in the UK, USA and Germany where the Group operates, using tax rates enacted or substantively enacted by the date of the Statement of Financial Position.

          Current tax represents the amount of tax payable or receivable in respect of the taxable profit (or loss) for the current or past reporting periods. It is measured at the amount expected to be paid or recovered using the tax rates and laws that have been enacted or substantively enacted by the date of the Statement of Financial Position.

          Commercial legislation within the Russian Federation in which the Group operated prior to April 2022, including tax legislation, is subject to varying interpretations and frequent changes. The Group's management is confident that all necessary tax accruals have been made and, accordingly, no additional provision is required in the Consolidated Financial Statements.

          Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date.

          Deferred tax represents the future tax consequences of transactions and events recognised in the financial statements of current and previous periods. It is recognised in respect of all timing differences, with certain exceptions. Timing differences are differences between taxable profits and total comprehensive income as stated in the financial statements that arise from the inclusion of income and expense in tax assessments in periods different from those in which they are recognised in the financial statements. 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.

          Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date that are expected to apply to the reversal of timing differences.

          Research and development

          Research and development expenditure is capitalised if it can be demonstrated that:

·    it is technically and commercially feasible to develop the asset for future economic benefit;

·    adequate resources are available to maintain and complete the development;

·    there is the intention to complete and develop the asset for future economic benefit;

·    the Group is able to use the asset;

·    use of the asset will generate future economic benefit; and

·    expenditure on the development of the asset can be measured reliably.

Other development expenditure is recognised in the Consolidated Statement of Profit and Loss as an expense as incurred.

          Capitalised development expenditure is stated at cost less accumulated amortisation and less accumulated impairment losses.

          Foreign currencies

          Assets and liabilities in foreign currencies are translated into euro at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into euro at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

The results and financial position of subsidiaries whose functional currency is not the euro are translated into euro as follows:

·    Monetary assets and liabilities are translated at the closing exchange rate at the statement of financial position date.

·    Non-monetary items (such as equity investments and property, plant and equipment) are translated at historical exchange rates.

·    Income and expenses are translated at the average exchange rate for the period, unless exchange rates fluctuate significantly, in which case the exchange rates at the dates of the transactions are used.

Exchange differences arising from the translation of the financial statements of foreign subsidiaries are recognised in other comprehensive income and accumulated in a separate component of equity, called the foreign currency translation reserve. On disposal of a foreign subsidiary, the cumulative translation differences are reclassified to profit or loss as part of the gain or loss on disposal.

          IFRS 16 'Leases'

          Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. Leases are recognised as a right-of-use asset and a corresponding liability at the date at which the leased asset is available for use by the Group. Each lease payment is allocated between the liability and finance cost. The finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. 

          Where ownership of the right-of-use asset transfers to the lessee at the end of the lease term, the right-of-use asset is depreciated over the asset's remaining useful life. If ownership of the right-of-use asset does not transfer to the lessee at the end of the lease term, depreciation is charged over the shorter of the useful life of the right-of-use asset and the lease term.

          Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the following lease payments:

·    Fixed payments (including in-substance fixed payments), less any lease incentives receivable;

·    Amounts expected to be payable by the lessee under residual value guarantees; and

·    Payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.

The lease payments are discounted using the interest rate implicit in the lease, if that rate can be determined, or the Group's incremental borrowing rate. Right-of-use assets are measured at cost comprising the following:

·    The amount of the initial measurement of lease liability;

·    Any lease payments made at or before the commencement date less any lease incentives received; and

·    Any initial direct costs.

          Adoption of new and revised standards

          There are a number of standards, amendments to standards, and interpretations which have been issued by the IASB that are effective from 1 January 2024, none of which have a material impact on these financial statements.

          Standards issued but not yet effective

          At the date of approval of these financial statements, the following new or amended standards and interpretations had been issued by the International Accounting Standards Board (IASB) and endorsed for use in the UK, but were not yet effective for the year ended 31 December 2024. The Group has not early adopted any of these standards:

·    IAS 1 (Amendments) - Classification of Liabilities as Current or Non-current (effective date 1 January 2027)

·    IAS 7 and IFRS 7 (Amendments) - Supplier Finance Arrangements (effective date 1 January 2027)

·    IFRS 10 and IAS 28 (Amendments) - Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (effective date deferred indefinitely)

·    IFRS 18 - Presentation and Disclosure in Financial Statements   (effective date 1 January 2027)

·    IFRS 19 - Subsidiaries without Public Accountability: Disclosures (effective date 1 January 2027)

It is not expected that the amendments listed above, except for IFRS 18, once adopted, will have a material impact on the financial statements.

          Financial liabilities

          The Group does not have financial liabilities that would be classified as fair value through the profit or loss. Therefore, all financial liabilities are classified as other financial liabilities.

          The Group use the amortised cost method for financial liabilities include borrowings, trade and other payables and are recognised at their original amount.

3.    REVENUE

	Revenue from contracts with customers
	Revenue by type			2024		2023
				€		€
	Tournaments			394,736		1,381,341
	Online Arena (chessarena.com)			691,144		204,151
	Clubs			581,061		163,305
	Merchandising			767,232		596,695
				2,434,173		2,345,492

 

	By geographical area			2024		2023
				€		€
	United Kingdom			1,677,916		1,391,453
	United States of America			690,172		51,804
	Europe			66,085		902,235
				2,434,173		2,345,492

          Revenue is reported by geographical area based on the location where the revenue is recognised in the Group's financial records, rather than the location of the customer.

 

	By timing of recognition			2024		2023
				€		€
	Revenue recognised over time			1,085,880		1,585,492
	Revenue recognised at a point in time			1,348,293		760,000
				2,434,173		2,345,492

          Revenue recognised over time relates primarily to subscription income from the Online Arena and Sponsorship income, which are recognised evenly over the duration of the performance obligation.

 

          Revenue recognised at a point in time includes, merchandise sales, and club-related income, which are recognised when control of the goods or services transfers to the customer.

 

          Major customer

          Included in Tournaments revenue are revenues of €353,004 attributable to a major customer (2023: €991,008 attributable to two major customers), being customers who represent more than 10% of revenue; revenue attributable to major customers are Customer 1: €353,004 (2023: €606,008) and Customer 2: €nil  (2023: €385,000).

          Included in Online Arena revenue are revenues of €303,408 attributable to a major customer (2023: €nil), being a customer who represents more than 10% of revenue; revenue attributable to the customer are: €303,408 (2023: €nil).

4.    EMPLOYEES AND DIRECTORS

The aggregate payroll costs (including Directors not under employment contracts)

				2024		2023
				€		€
	Wages and salaries			1,282,546		1,286,290
	Social security costs			208,280		190,459
	Pension contributions:			2,344		1,544
				1,493,170		1,478,293

          In the opinion of the Board, only the Directors of the Company, as detailed in the Corporate Governance Report, are regarded as key management personnel. The remuneration of key management personnel during 2024 was, in aggregate, €553,317 (2023: €491,490).

          Contributions to a defined contribution pension scheme on behalf of directors of €2,334 (2023: €1,544) were made during the year.

				2024		2023
				€		€
	Directors' remuneration:			553,317		491,490
				553,317		491,490

          Further details of Directors', including Non-Executive Directors', remuneration and fees during the year are set out in the Directors Remuneration Report on page 34 of these consolidated financial statements.

          The highest paid director was Ilya Merenzon whose total remuneration was €212,400 (2023: €210,000).

          The average number of employees (including Directors) during the year was as follows

				2024		2023
	Directors			6		5
	Other Employees			24		27
				30		32

          The Group had no UK employees in 2024 and 2023 except the Directors.

5.    EXCEPTIONAL ITEMS

				2024		2023
				€		€
	Listing costs			-		308,250
	Exchange loss on Crypto-assets			-		18,526
				-		326,776

          Listing Costs

          One-off costs associated with the Company's listing on the Main Market of the London Stock Exchange in April 2023.

 

          Exchange loss on Crypto-assets

          Most of the crypto-assets received by the Group are in stablecoin which tracks the US Dollar and are converted into USD on receipt, however where crypto-assets values fluctuate a (gain)/loss is recognised.

6.    NET FINANCE COSTS

				2024		2023
				€		€
	Finance income:
	Loan interest receivable			139		139
				139		139
	Finance costs:
	Other interest on loan			36,125		27,898
	Interest lease liabilities			151,200		163,495
				187,325		191,393

 

7.    LOSS BEFORE INCOME TAX

          The loss before income tax is stated after charging/(crediting):

		2024		2023
		€		€
	Cost of inventories recognised as expense	1,537,242		2,166,390
	Research costs expensed	72,801		90,124
	Depreciation - owned assets	133,591		194,313
	Depreciation - right-of-use assets	150,853		150,853
	Exclusive FIDE rights amortisation	110,529		110,529
	Licence amortisation	23,000		23,000
	Computer software amortisation	446,357		364,542
	Auditors' remuneration for the audit of the Companies consolidated group accounts	104,223		76,936
	Auditor's remuneration for the audit of the individual accounts of subsidiaries	44,667		32,972
	Foreign exchange (gain)/loss	(25,794)		1,970

8.    INCOME TAX

          Analysis of tax expense/(income)

				2024		2023
				€		€
	Current tax:			217		204
	Deferred tax			(48,102)		13,425
	Total tax (income)/expense in consolidated statement of profit or loss and other comprehensive income			(47,885)		13,629

          Factors affecting the tax expense

          The tax assessed for the year is lower (2023: lower) than the standard rate of corporation tax in the UK. The difference is explained below:

				2024		2023
				€		€
	Loss before income tax			(3,843,031)		(4,671,470)
	Loss multiplied by the standard rate of corporation tax in the UK of 25% (2023 - 23.52%)			(960,758)		(1,098,730)
	Effect of:
	Originations and reversal of temporary differences			(48,102)		13,425
	Capital allowances in excess of depreciation			(92,643)		(262,437)
	Non-taxable expenses			43,289		155,622
	Tax losses carried forward			1,010,112		1,205,545
	Foreign tax			217		204
	Tax (income)/expense			(47,885)		13,629

          The corporation tax in the UK increased from 19% to 25% on 1 April 2023 an equivalent annual rate of 23.52% for the year ended 31 December 2023.

9.    EARNINGS PER SHARE

          The basic earnings per share is calculated by dividing the loss attributable to owners of the parent company by the weighted average number of shares in issue during the year. In calculating the diluted earnings per share, subscribed shares under a binding agreement where no further conditions exist are included as are outstanding share options, warrants and convertible loans where the impact of these is dilutive.

				2024		2023
	Loss attributable to the owners of the parent company €			(3,795,146)		(4,685,099)
	Weighted average number of shares in issue			689,110,129		650,232,851
	Basic and diluted earnings per share			(€0.006)		(€0.007)

         

          After the reporting period, and as set out in note 30, 717,948 new ordinary shares were issued at a price of 3.9p per ordinary share to a senior consultant in lieu of compensation and 22,666,672 new ordinary shares were issued for total cash consideration of €1,600,000 of which €1,200,000 had been received prior to 31 December 2024 and is included in Trade and other payables at that date.

10.  INTANGIBLE ASSETS

Group

		Exclusive FIDE rights		Software Licence		Online Platform		Crypto-assets		Total
		€		€		€		€		€
	COST
	At 1 January 2024	331,588		115,000		3,924,971		4,215		4,375,774
	Additions	-		-		697,258		5,776,269		6,473,527
	Disposals	-		-		-		(5,503,318)		(5,503,318)
	At 31 December 2024	331,588		115,000		4,622,229		277,166		5,345,983
	AMORTISATION
	At 1 January 2024	-		56,000		1,232,947		-		1,288,947
	Amortisation for year	110,529		23,000		446,357		-		579,886
	At 31 December 2024	110,529		79,000		1,679,304		-		1,868,833
	NET BOOK VALUE
	At 31 December 2024	221,059		36,000		2,942,925		277,166		3,477,150

 

		Exclusive FIDE rights		Software Licence		Online Platform		Crypto-assets		Total
		€		€		€		€		€
	COST
	At 1 January 2023	1,105,291		115,000		3,107,438		208		4,327,937
	Additions	331,588		-		817,533		2,499,734		3,648,855
	Disposals	(1,105,291)		-		-		(2,495,727)		(3,601,018)
	At 31 December 2023	331,588		115,000		3,924,971		4,215		4,375,774
	AMORTISATION
	At 1 January 2023	663,174		33,000		868,405		-		1,564,579
	Amortisation for year	110,529		23,000		364,542		-		498,071
	Elimination on disposal	(773,703)		-		-		-		(773,703)
	At 31 December 2023	-		56,000		1,232,947		-		1,288,947
	NET BOOK VALUE
	At 31 December 2023	331,588		59,000		2,692,024		4,215		3,086,827

          The Exclusive FIDE rights were varied following the 2022 FIDE Grand Prix. This variation has been treated as a disposal of the original Exclusive FIDE rights and the acquisition of new Exclusive FIDE rights, with the same carrying value.                    

          The Directors considered the carrying value at 31 December 2024 for each asset identified above (except crypto-assets), based on a detailed budget and forecast, discounted over five years at the Groups current cost of capital, considered by the Directors to be 12.81%, and it was determined that no impairment was required. Where an asset does not generate cash inflows that are largely independent of the cash inflows from other assets or groups of assets the carrying value was considered against the smallest identifiable group of assets that generates cash inflows (cash generating unit or CGU).

          The Directors considered the carrying value at 31 December 2024 for crypto-assets based on the prevailing exchange rate at which the crypto-asset could readily be converted into US dollars or Euros and it was determined that no impairment was required.

11.   PROPERTY, PLANT AND EQUIPMENT

Group

		Right of use asset		Fixtures and fittings		Computer Equipment		Total
		€		€		€		€
	COST
	At 1 January 2024	1,495,114		1,283,631		1,698		2,780,443
	Additions	-		39,315		-		39,315
	At 31 December 2024	1,495,114		1,322,946		1,698		2,819,758
	DEPRECIATION
	At 1 January 2024	288,294		254,115		1,698		544,107
	Charge for year	150,853		133,591		-		284,444
	At 31 December 2024	439,147		387,706		1,698		828,551
	NET BOOK VALUE
	At 31 December 2024	1,055,967		935,240		-		1,991,207

 

		Right of use asset		Fixtures and fittings		Computer Equipment		Total
		€		€		€		€
	COST
	At 1 January 2023	1,374,409		773,918		1,698		2,150,025
	Additions	120,705		510,898		-		631,603
	Disposals	-		(1,185)		-		(1,185)
	At 31 December 2023	1,495,114		1,283,631		1,698		2,780,443
	DEPRECIATION
	At 1 January 2023	137,441		59,802		1,698		198,941
	Charge for year	150,853		194,313		-		345,166
	At 31 December 2023	288,294		254,115		1,698		544,107
	NET BOOK VALUE
	At 31 December 2023	1,206,820		1,029,516		-		2,236,336

12.  INVESTMENTS

Company

Shares in group undertakings

		2024		2023
		€		€
	COST
	At 1 January	351,616		351,616
	Additions	-		-
	Disposals	-		-
	At 31 December	351,616		351,616
	IMPAIRMENTS
	At 1 January	50,000		50,000
	Disposals	-		-
	At 31 December	50,000		50,000
	CARRYING VALUE
	At 1 January	301,616		301,616
	At 31 December	301,616		301,616

         

          The Directors considered the carrying value at 31 December 2024 for each group undertaking, identified below, based on a detailed budget and forecast, discounted over five years at the Groups current cost of capital, considered by the Directors to be 12.81% and it was determined that no further impairment was required.

          The Group's investments at the Statement of Financial Position date in the share capital of companies include the following subsidiaries:

          World Chess Events Limited

          Registered office: Eastcastle House, 27/28 Eastcastle Street, United Kingdom, W1W 8DH

          Nature of business: Organising chess events (Worldwide)

          Class of shares:                             % holding
Ordinary                                                 100.00

 

          World Chess US, Inc

          Registered office: 1201 N. Orange Street, Suite 762, Wilmington, New Castle County, DE, USA 19801

          Nature of business: Organising chess events (USA), online chess

          Class of shares:                             % holding
Ordinary                                                 100.00

 

          World Chess Europe GmbH

          Registered office: Mittelstrasse 51 - 53, 10117 Berlin, Deutschland

          Nature of business: Various chess related activities

          Class of shares:                             % holding
Ordinary                                                 100.00

         

          World Chess Sakartvelo LLC

          Registered office: Georgia, City Tbilisi, Didube district, Ak. Tsereteli Avenue, N 49-51-51a, Entrance 3, Floor 13, Apartment N 128

          Nature of business: Organising chess events, chess club activities

          Class of shares:                             % holding
Ordinary                                                 100.00

          This company was incorporated on 2 June 2022 but did not commence trading until 1 January 2023.

 

          The results of the subsidiaries identified above are included in the consolidated financial statements. All subsidiaries are exempt from an audit except World Chess Events Ltd.

13.  INVENTORIES

Group

		2024		2023
		€		€
	Inventories:	147,549		187,018

14.  TRADE AND OTHER RECEIVABLES

		Group				Company
		2024		2023		2024		2023
		€		€		€		€
	Current:
	Trade receivables	50,447		29,668		-		-
	Amounts owed by group undertakings	-		-		4,713,473		5,769,981
	Other receivables	36,902		204,974		1,306		1,306
	Prepayments and accrued income	146,818		21,822		18,036		18,922
		234,167		256,464		4,732,815		5,790,209
	Non-current
	Other receivables	162,884		-		-		-
	Aggregate amounts	397,051		256,464		4,732,815		5,790,209

15.  CASH AND CASH EQUIVALENTS

		Group				Company
		2024		2023		2024		2023
		€		€		€		€
	Bank accounts	267,396		186,881		6,551		21,366
		267,396		186,881		6,551		21,366

16.  CALLED UP SHARE CAPITAL

		2024				2023
		Number of shares		€		Number of shares		€
	Allotted, issued, and fully paid Ordinary shares of £0.0001	691,724,039		78,520		667,193,501		75,647

 

          On 9 February 2024, the Company issued 21,663,386 new ordinary shares for total cash consideration of €1,508,737 and a further 2,867,152 new ordinary shares to a development partner of the Company in settlement of development fees of €200,000.

          On 8 February 2024, the Company entered into a subscription agreement with an existing investor for the issue of 11,667,187 new ordinary shares for total cash consideration of €816,703 payable in five instalments. On 31 December 2024, all five instalments had been received, however application for the Shares to be admitted to the Official List and to trading on the London Stock Exchange's Main Market had not yet been completed.

          On 25 April 2024, the Company entered into a Put Option Agreement with an existing investor, for the issue of up to 40,000,028 new ordinary shares for total cash consideration of up to €1,500,001 at a price of €0.0375 per share between 25 April 2024 and 31 December 2024. During this period the Company exercised the option to issue 10,666,672 shares for total cash consideration of €400,000, however application for the shares to be admitted to the Official List and to trading on the London Stock Exchange's Main Market was not completed until 24 February 2025, after the end of the reporting period.

          On 27 September 2024, the Company entered into a subscription agreement with a strategic investor, Blitz Intelligence FZCO, a gaming technology consultancy for the issue of 12,000,000 new ordinary shares for total cash consideration of €1,200,000 payable in three instalments. On 31 December 2024 the first two instalments had been received however application for the shares to be admitted to the Official List and to trading on the London Stock Exchange's Main Market did not take place until 24 February 2025 after the third instalment had been received.

          At 31 December 2024, the number of additional shares authorised for issue is 205,326,214, which includes 34,333,859 shares which the Company has committed to issue in accordance with binding subscription agreements (2023: 100,000,000 which included 21,663,386 under binding subscription agreements).

17.  SHARE PREMIUM

		2024		2023
		€		€
	At 1 January	11,048,183		6,518,849
	Premium arising on issue of equity shares	1,705,863		4,529,334
	At 31 December	12,754,046		11,048,183

18.  RESERVES

          Share capital comprises the amount for the nominal value of shares issued.

          Share premium comprises the amount subscribed for share capital which exceeds the nominal value, after deducting costs of issue.

          Share capital to be issued comprises amounts received under binding share subscription agreements where shares have not yet been issued..

          The translation reserve comprises all foreign currency differences arising from the translation of the financial statements of foreign operations.

          Retained earnings comprises of the brought forward cumulative profit and loss balances carried forward from previous accounting periods.

19.  TRADE AND OTHER PAYABLES

		Group				Company
		2024		2023 as restated		2024		2023 as restated
		€		€		€		€
	Trade payables	1,211,014		728,213		119,402		7,582
	Amounts owed to group undertakings	-		-		156,552		212,044
	Social security and other taxes	78,875		45,430		60,277		8,250
	Other payables	17,302		18,101		75		10,730
	Accruals and deferred income	1,033,931		962,151		99,854		100,000
	Amounts owed to Directors	300,865		135,080		194,322		19,909
		2,641,987		1,888,980		630,482		358,513

          Included in accruals and deferred income at the start of the period was €530,887 (2023: €679,087) of deferred income which was recognised as revenue during the year.

20.  FINANCIAL LIABILITIES - BORROWINGS

		Group				Company
		2024		2023		2024		2023
		€		€		€		€
	Current interest-bearing loans and borrowings	1,401,543		32,989		-		-

 

Terms and debt repayment schedule

	Group	1 year or less		More than 1 year and less than 5 years		More than 5 years		Total
		€		€		€		€
	Other loans	1,401,543		-		-		1,401,543

           

          At 31 December 2024 outstanding loans due in less than one year comprise a loan of €275,616 which accrues interest at 4% per year and a loan of €1,125,927 which accrues interest at a rate of 5% per year. (2023: €32,989 which accrued interest at 10% per year.

21.  FINANCIAL LIABILITIES - LEASES

Lease liabilities

The lease liability and corresponding right-of-use asset recognised in the financial statements are as follows:

	Group	2024		2023
		€		€
	Right-of-use asset	1,055,967		1,206,820
	Current lease liability	129,955		116,208
	Non-current lease liability	1,174,319		1,304,273
		1,304,274		1,420,481

 

A right-of-use asset was recognised in 2022 for a lease on premises to be occupied by World Chess Club Berlin for a term of 10 years ending on 31 December 2031. An addition to the right of use asset of €120,705 was recognised during 2023 following an increase in lease payments following a review.

Lease liabilities are measured at the present value of the remaining lease payments, discounted using the Group's cost of capital at the inception of each lease. The Group considers this rate to reflect the rate it would have to pay to borrow over a similar term, with similar security, in a comparable economic environment. The weighted average discount rate applied to lease liabilities as at 31 December 2024 was 11.83% (2023: 11.83%).

Lease Payments

Minimum lease payments fall due as follows:

	Group	2024		2023
		€		€
	1 year or less	267,408		267,408
	Between 1 and 5 years	1,069,632		1,069,632
	More than 5 years	534,816		802,224
		1,871,856		2,139,264

 

Lease Expense

The total lease expense recognised during the period, including both the depreciation of right-of-use assets and the interest on lease liabilities, is as follows:

	Group	2024		2023
		€		€
	Depreciation on right-of-use asset	150,853		150,853
	Interest expense on lease liability	151,200		163,495
	Total lease expense	302,053		314,348

 

22.  FINANCIAL INSTRUMENTS

          Financial instruments used by the Group, from which financial instrument risk arises, are as follows:

·    trade and other payables

·    cash and cash equivalents

·    trade and other receivables, and

·    crypto-assets

          The main purpose of these financial instruments is to finance the Group's operations and manage working capital requirements.

          All financial instruments are measured at amortised cost, except for crypto-assets, which are measured at fair value through profit or loss. The Group holds crypto-assets as part of its treasury activities and monitors their fair value at each reporting date.

		2024		2023
		€		€
	Other financial assets
	Trade and other receivables more than one year	162,884		-
	Trade and other receivables less than one year	234,167		256,464
	Crypto-assets	277,166		4,215
	Cash and cash equivalents	267,396		186,881
	Total financial assets	941,613		447.560
		2024		2023 as restated
		€		€
	Other financial liabilities
	Lease liabilities more than one year	1,174,319		1,304,273
	Trade payables less than one year	1,211,014		1,888,980
	Other payables less than one year	397,042		198,616
	Lease liabilities less than one year	129,955		116,208
	Interest bearing loans and borrowings less than one year	1,401,543		32,989
	Total financial liabilities	4,313,873		3,541,066

         
The Directors consider that the carrying value for each class of financial asset and liability, approximates to their fair value.

          Financial risk management

          The Group's activities expose it to a variety of risks, including market risk (foreign currency risk and interest rate risk), credit risk and liquidity risk.  The Group manages these risks through an effective risk management programme, and, through this programme, the Board seeks to minimise the potential adverse effects on the Group's financial performance.

          Credit risk

          Credit risk is the risk of financial loss to the Group if a customer to a financial instrument fails to meet its contractual obligations.  The Group's credit risk is primarily attributable to its receivables and its cash deposits.  It is Group policy to assess the credit risk of new customers before entering into contracts. The Group continues to assess the risk and a further loss allowance for the full lifetime expected credit losses is recognised if the credit risk has increased significantly since initial recognition. The Group considers any contractual payment being 30 days past due, and each subsequent period of 30 days, to be an indicator of a significant increase in credit risk which may require an additional loss allowance to be recorded.

          The risks specific to the Group's revenue types within its activities are outlined below:

·    Events, payment is typically received in accordance with multi-year agreement in advance of the event to which it relates, the Directors therefore consider the credit risk to be non-trivial but minimal.

·    Online income, payment is typically received annually in advance, the Directors therefore consider the credit risk to be trivial.

·    Merchandising and Clubs, payment is typically received prior to control of goods purchased being transferred to the customer, the Directors therefore consider the risk to be non-trivial but minimal.

Credit losses of €14,010 was recognised during the year (2023: €4,888). This amount relates to a specific provision against a trade receivable and does not represent an Expected Credit Loss (ECL) assessment under IFRS 9.

          Financial assets past due but not impaired as at 31 December 2024:

		Not impaired and not past due	Not impaired but past due by the following amounts
			>30 days	>60 days	>90 days	>120 days
		€	€	€	€	€
	Group: Trade and other receivables more than one year	162,884	-	-	-	-
	Group: Trade and other receivables less than one year	75,909	11,440	-	-	-
	Company: Trade and other receivables less than one year	4,714,779	-	-	-	-

         

          Financial assets past due but not impaired as at 31 December 2023:

		Not impaired and not past due	Not impaired but past due by the following amounts
			>30 days	>60 days	>90 days	>120 days
		€	€	€	€	€
	Group: Trade and other receivables less than one year	214,365	2,975	1,098		16,204
	Company: Trade and other receivables less than one year	5,771,286	-	-	-	-

 

          Liquidity risk and interest rate risk

          Liquidity risk arises from the Group's management of working capital.  It is the risk that the Group will encounter difficulty in meeting its financial obligations as they fall due.

          The Group's funding strategy is to ensure a mix of funding sources offering flexibility and cost effectiveness to match the requirements of the Group.

          At 31 December 2024 outstanding loans due in less than one year comprise a loan of €275,616 which accrues interest at 4% per year and a loan of €1,125,927 which accrues interest at a rate of 5% per year. (2023: €32,989 which accrued interest at 10% per year).

          Foreign currency risk

          The Group's exposure to foreign currency risk is limited as most of its invoicing and payments are denominated in Euro.  The Group identifies and manages currency risks using an integrated approach that takes into account the possibility of natural (economic) hedging.  For the purpose of short-term management of currency risk, the Group selects the currency to reduce the open currency position (the difference between assets and liabilities in foreign currencies).

          Analysis of sensitivity of financial instruments to foreign currency exchange rate risk

          Currency risk is assessed monthly using sensitivity analysis and maintained within parameters approved in accordance with the Group's policy.  At the reporting date, the effect of the Euro's growth/(depreciation) against other currencies in the Group's profit/(loss) before tax is not significant.

23.  CAPITAL MANAGEMENT

          The Group's objective when managing capital is to safeguard the Group's ability to continue as a going concern, so that it can continue to provide returns to shareholders and benefits for other stakeholders.

          The Group's capital management strategy is to retain sufficient working capital for operating requirements and to ensure sufficient funding is available to meet commitments as they fall due and to support growth. There are no externally imposed capital requirements.

          The Group had net assets of €950,770 at 31 December 2024, (2023: €1,007,724).

		2024		2023
		€		€
	Interest bearing loans and borrowings	(1,401,543)		(32,989)
	Amounts owed to directors	(300,865)		-
	Lease liabilities	(1,304,274)		(1,420,481)
	Cash and cash equivalents	267,396		186,881
	Net indebtedness	(2,739,286)		(1,266,589)

Amounts owed to Directors includes balances due to Directors disclosed in note 27 to the financial statements. Although classified under 'trade and other payables' in the Statement of Financial Position, these amounts represent short-term financing from Directors and are included in net indebtedness.

24.  PROVISION FOR LIABILITIES

	Group	2024		2023
		€		€
	PROVISIONS
	At 1 January	157,887		180,652
	Dilapidations provision	-		(22,765)
	At 31 December	157,887		157,887

          A dilapidations provision was recognised in 2022 relating to the estimated reinstatement costs at the expiry of a new 10-year lease ending on 31 December 2031.

25.  DEFERRED TAX

	Group	2024		2023
		€		€
	Balance at 1 January	63,272		76,697
	Movement in current year	48,102		(13,425)
	Balance at 31 December	111,374		63,272

          There are €9,917,456 (2023: €6,397,725) of tax losses available to the Group which, at the applicable tax rate of 25%, would provide an additional deferred tax asset of €2,479,364 (2023: €1,599,431).  This has not been recognised in the financial statements due to the uncertainty of the timing of future taxable profits against which these losses could be utilised.

          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.

          Analysis of deferred tax:

		2024		2023
		€		€
	Timing differences arising on provisions for liabilities, lease liabilities and losses carried forward	(430,942)		(470,052)
	Timing difference arising on capital allowances in excess of depreciation	319,568		406,780
		(111,374)		(63,272)

26.  CONTINGENT LIABILITIES

          The Group has an ongoing claim with one supplier, if the claim is successful then an invoice, amounting to €1,140,000, will become payable. The invoice has not been provided for in the financial statements as the Directors consider it to be null and void and raised by the supplier in breach of contract.

27.  RELATED PARTY DISCLOSURES

          Details of the Directors' remuneration are disclosed in note 4 and in the Directors Remuneration Report on page 34 of these consolidated financial statements.

          Group undertakings

          Intercompany balances and transactions between the Company and its subsidiaries are eliminated on consolidation. These balances arise from normal trading activities, loans, and cost recharges. Intercompany loans are measured at amortised cost, with expected credit loss provisions recognised where applicable under IFRS 9.

          The following transactions took place during the year ended 31 December 2024 with and between group undertakings.

		Interest paid/ (received)		Purchase/ (sales) of inventory		Purchase/ (sale) of services		Transaction fees paid/ (received)
		€		€		€		€
	World Chess PLC	(112,675)		-		-		-
	World Chess Events Ltd	12,762		(8,887)		82,500		54,561
	World Chess Europe GmbH	99,913		7,254		-		-
	World Chess US Inc.	-		1,633		7,500		(54,561)
	World Chess Sakartvelo LLC	-		-		(90,000)		-

 

          The following transactions took place during the year ended 31 December 2024 with the Company.

		Interest paid/ (received)		Purchase/ (sales) of inventory		Purchase/ (sale) of services		Transaction fees paid/ (received)
		€		€		€		€
	World Chess Events Ltd	12,762		-		-		-
	World Chess Europe GmbH	99,913		-		-		-

 

          The following transactions took place during the year ended 31 December 2023 with and between group undertakings.

		Interest paid/ (received)		Purchase/ (sales) of inventory		Purchase/ (sale) of services		Transaction fees paid/ (received)
		€		€		€		€
	World Chess PLC	(106,120)		-		-		-
	World Chess Events Ltd	29,125		26,818		1,667,169		58,810
	World Chess Europe GmbH	76,968		(26,818)		(674,815)		-
	World Chess US Inc.	-		-		(637,563)		(58,810)
	World Chess Sakartvelo LLC	-		-		(276,000)		-

 

          The following transactions took place during the year ended 31 December 2023 with the Company

		Interest paid/ (received)		Purchase/ (sales) of inventory		Purchase/ (sale) of services		Transaction fees paid/ (received)
		€		€		€		€
	World Chess Events Ltd	29,152		-		78,791		-
	World Chess Europe GmbH	76,968		-		-		-

 

          The following movement on Director (payables) and receivables with the Group took place during the year ended 31 December 2024.

		(Payable)/ receivable at 1 January 2024		Increase in payables and received from director		Increase in receivables and paid to director		(Payable)/ receivable at 31 December 2024
		€		€		€		€
	Ilya Merenzon	(133,186)		(1,034,143)		903,568		(263,761)
	Matvey Shekhovtsov	(1,582)		(16,800)		1,582		(16,800)
	Graham Woolfman	-		(6,236)		-		(6,236)
	Jamison Firestone	-		(4,698)		-		(4,698)
	Richard Collett	-		(14,673)		-		(14,673)
	Neil Rafferty	(312)		(4,698)		312		(4,698)

 

          The following movement on Director (payables) and receivables with the Group took place during the year ended 31 December 2023.

		(Payable)/ receivable at 1 January 2023		Increase in payables and received from director		Increase in receivables and paid to director		(Payable)/ receivable at 31 December 2023
		€		€		€		€
	Ilya Merenzon	(93,494)		(705,578)		665,886		(133,186)
	Matvey Shekhovtsov	(27,418)		(1,582)		27,418		(1,582)
	Neil Rafferty	-		(312)		-		(312)

 

          The following movement on Director (payables) and receivables with the Company took place during the year ended 31 December 2024.

		(Payable)/ receivable at 1 January 2024		Increase in payables and received from director		Increase in receivables and paid to director		(Payable)/ receivable at 31 December 2024
		€		€		€		€
	Ilya Merenzon	(18,015)		(169,900)		40,698		(147,217)
	Matvey Shekhovtsov	(1,582)		(16,800)		1,582		(16,800)
	Graham Woolfman	-		(6,236)		-		(6,236)
	Jamison Firestone	-		(4,698)		-		(4,698)
	Richard Collett	-		(14,673)		-		(14,673)
	Neil Rafferty	(312)		(4,698)		312		(4,698)

 

          The following movement on Director (payables) and receivables with the Company took place during the year ended 31 December 2023.

		(Payable)/ receivable at 1 January 2023		Increase in payables and received from director		Increase in receivables and paid to director		(Payable)/ receivable at 31 December 2023
		€		€		€		€
	Ilya Merenzon	(238)		(637,777)		620,000		(18,015)
	Matvey Shekhovtsov	(2,818)		(1,582)		2,818		(1,582)
	Neil Rafferty	-		(312)		-		(312)

 

          The following balances remained outstanding at 31 December 2024 with related parties.

          Included in trade and other payables

		Group					Company
	Related party	2024		2023				2024		2023
		€		€				€		€
	Group undertakings
	World Chess Events Ltd	n/a		n/a				-		-
	World Chess Europe GmbH	n/a		n/a				-		-
	World Chess US Inc.	n/a		n/a				156,552		212,044
	World Chess Sakartvelo LLC	n/a		n/a				-		-
	Directors
	Ilya Merenzon	253,760		133,186				147,217		18,015
	Matvey Shekhovtsov	16,800		1,582				16,800		1,582
	Graham Woolfman	6,236		-				6,236		-
	Jamison Firestone	4,698		-				4,698		-
	Richard Collett	14,673		-				14,673		-
	Neil Rafferty	4,698		312				4,698		312

 

          Included in trade and other receivables

		Group					Company
	Related party	2024		2023				2024		2023
		€		€				€		€
	Group undertakings
	World Chess Events Ltd	n/a		n/a				4,713,473		3,290,077
	World Chess Europe GmbH	n/a		n/a				-		2,479,904

 

28.  ULTIMATE CONTROLLING PARTY

          The ultimate controlling party is Ilya Merenzon by virtue of his shareholding in the Company.

29.  SHARE-BASED PAYMENT TRANSACTIONS

On 9 February 2024 the Company issued 2,867,152 to a development partner of the Group, Engiscent PTE LTD. The total value of the shares issued was €200,000, at fair value based on the prevailing market price.

On 4 August 2023 the Company issued 288,000 new ordinary shares to its sole broker, Novum Securities Limited, in settlement of its first year's fees. The total value of the shares issued was €20,160, at fair value based on the initial listing price.

30.  SUBSEQUENT EVENTS

On 14 January 2025, 717,948 new ordinary shares were issued at a price of €0.0462 per ordinary share to a senior consultant in lieu of compensation.

On 24 February 2025 12,000,000 new ordinary shares were issued at a price of €0.10 per ordinary share and a further 10,666,672 new ordinary shares were issued at a price of €0.0375 per ordinary share.

On 17 April 2025, World Chess PLC announced the planned closure of its Berlin venue, which had opened in 2023 as a concept space. Despite developing a loyal chess clientele, the venue did not achieve its commercial objectives. Following a detailed operational and strategic review, the Company will close the site at the end of April 2025 and use the findings of the review to establish a revised venue model. This is not considered to be an adjusting event and the operations of the club are included as a continuing operation in these financial statements.

On 28 April 2025 the Group agreed a variation to an existing loan facility, as detailed in note 20, extending the maturity date of the facility to 31 December 2026 at an increased rate of 12% per annum.

31.  PRIOR YEAR ADJUSTMENT

During the year ended 31 December 2024, the Group identified a classification error in its previously issued financial statements for the year ended 31 December 2023.

An amount of €1,508,737 received in accordance with a binding subscription agreement for the issue of new shares was incorrectly presented within Trade and Other Payables, however given the binding nature of the subscription agreement, this amount should have been classified as Share capital to be issued in the consolidated and company statements of financial position. The comparative figures have been restated accordingly.

The effect of this restatement on the consolidated Statement of Financial Position as at 31 December 2023:

		2023 as previously reported		adjustment		2023 as restated
		€		€		€
	Trade and Other Payables	1,867,250		(1,508,737)		358,513
	Reserves - Equity pending issuance	-		1,508,737		1,508,737
	Total Equity	4,251,966		1,508,737		5,760,703

 

The effect of this restatement on the Consolidated Statement of Cash Flows for the year ended 31 December 2023:

		2023 as previously reported		adjustment		2023 as restated
		€		€		€
	Received in advance of share issuance	-		1,508,737		1,508,737
	Loan advanced in the year	1.508.737		(1,508,737)		-

 

There was no impact on the Consolidated Statement of Profit or Loss and Other Comprehensive Income.