Cover
Cover - shares | 12 Months Ended | |
Mar. 31, 2022 | Jul. 21, 2022 | |
Entity Addresses [Line Items] | ||
Document Type | 20-F | |
Amendment Flag | false | |
Document Registration Statement | false | |
Document Annual Report | true | |
Document Transition Report | false | |
Document Shell Company Report | false | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Period Focus | FY | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --03-31 | |
Entity File Number | 001-41386 | |
Entity Registrant Name | OKYO Pharma Limited | |
Entity Central Index Key | 0001849296 | |
Entity Incorporation, State or Country Code | Y7 | |
Entity Address, Address Line One | Martello Court | |
Entity Address, Address Line Two | Admiral Park | |
Entity Address, City or Town | St. Peter Port | |
Entity Address, Country | GG | |
Entity Address, Postal Zip Code | GY1 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | Yes | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Document Accounting Standard | International Financial Reporting Standards | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 1,374,415,468 | |
Auditor Firm ID | 1401 | |
Auditor Name | Mazars LLP | |
Auditor Location | London, England | |
Business Contact [Member] | ||
Entity Addresses [Line Items] | ||
Entity Address, Address Line One | 107 Cheapside | |
Entity Address, City or Town | London | |
Entity Address, Country | GB | |
Entity Address, Postal Zip Code | EC2V 6DN | |
City Area Code | +44 | |
Local Phone Number | 20 7495 2379 | |
Contact Personnel Name | Chief Financial Officer |
Consolidated Balance Sheets
Consolidated Balance Sheets £ in Millions | Mar. 31, 2022 USD ($) | Mar. 31, 2021 USD ($) |
Current assets: | ||
Cash and cash equivalents | $ 2,700,724 | $ 6,889,329 |
Related party receivables | 27,664 | |
Current taxation receivable | 781,688 | 26,322 |
Other receivables | 812,956 | 43,371 |
Total current assets | 4,295,368 | 6,986,686 |
Property and Equipment, net | 5,225 | 6,057 |
Right of use asset | 98,579 | |
Total non-current assets | 5,225 | 104,636 |
Total assets | 4,300,593 | 7,091,322 |
Current liabilities: | ||
Trade and other payables | 1,306,150 | 1,673,154 |
Related party payable | 47,041 | |
Lease liabilities - current | 34,148 | |
Total current liabilities | 1,353,191 | 1,707,302 |
Lease liabilities - non current | 64,612 | |
Total liabilities | 1,353,191 | 1,771,914 |
Shareholders’ Equity: | ||
Share premium | 123,976,510 | 111,629,173 |
Share options reserve | 2,355,040 | 636,313 |
Warrants reserve | 53,413 | 861,214 |
Convertible Loan Note reserve | 8,370,836 | |
Foreign currency translation reserve | (11,011,527) | (10,174,375) |
Retained deficit | (112,426,034) | (106,003,753) |
Total shareholders’ equity | 2,947,402 | 5,319,408 |
Total liabilities and shareholders’ equity | $ 4,300,593 | $ 7,091,322 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss £ in Millions | 12 Months Ended | ||
Mar. 31, 2022 USD ($) $ / shares | Mar. 31, 2021 USD ($) $ / shares | Mar. 31, 2020 USD ($) $ / shares | |
Operating expenses: | |||
Research and development | $ (1,301,178) | $ (173,821) | $ (518,098) |
Operating Expenses | (4,916,388) | (3,192,385) | (1,016,548) |
Total operating expenses | (6,217,566) | (3,366,206) | (1,534,646) |
Finance Income | 48,125 | ||
Finance (expense) | (1,123) | (1,158) | |
Impairment of loan | (11,172) | (132,668) | |
Loss from operations before income taxes | (6,217,566) | (3,378,501) | (1,620,347) |
Income tax provision | 786,521 | 24,994 | 76,288 |
Loss for the year | (5,431,045) | (3,353,507) | (1,544,059) |
Other Comprehensive loss: | |||
Exchange differences on translating foreign operations | (837,152) | 346,365 | 86,654 |
Comprehensive loss | $ (6,268,197) | $ (3,007,142) | $ (1,457,405) |
Basic and diluted loss per share attributable to common shareholders | $ / shares | $ (0.01) | $ (0.01) | $ 0 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity £ in Millions | Issued capital [member] USD ($) shares | Other reserves [member] USD ($) | Warrant Reserves [member] USD ($) | Convertible loan note reserve [member] USD ($) | Retained earnings [member] USD ($) | Translation reserve [member] USD ($) | USD ($) | GBP (£) |
Balance at Mar. 31, 2019 | $ 111,741,860 | $ 57,101 | $ 30,242 | $ (100,888,643) | $ (10,607,394) | $ 333,166 | ||
Balance, shares at Mar. 31, 2019 | shares | 524,108,283 | |||||||
IfrsStatementLineItems [Line Items] | ||||||||
Issue of share capital | $ 965,171 | 965,171 | ||||||
Issuance of share capital, shares | shares | 112,188,766 | |||||||
Options charge | 36,340 | 36,340 | ||||||
Warrants charge | (627,047) | 609,661 | (17,386) | |||||
Total transactions | 338,124 | 36,340 | 609,661 | 984,125 | ||||
Loss for the period | (1,544,059) | (1,544,059) | ||||||
Currency translation | 86,654 | 86,654 | ||||||
Total comprehensive income | (1,544,059) | 86,654 | (1,457,405) | |||||
Balance at Mar. 31, 2020 | $ 112,079,984 | 93,441 | 639,903 | (102,432,702) | (10,520,740) | (140,114) | ||
Balance, shares at Mar. 31, 2020 | shares | 636,297,049 | |||||||
IfrsStatementLineItems [Line Items] | ||||||||
Issue of share capital | $ 230,019 | 230,019 | ||||||
Issuance of share capital, shares | shares | 36,269,253 | |||||||
Options charge | 550,138 | 550,138 | ||||||
Options exercised | $ 15,870 | (1,515) | 1,515 | 15,870 | ||||
Options exercised, shares | shares | 250,000 | |||||||
Options forfeiture | (5,751) | (5,751) | ||||||
Warrants charge | (138,305) | 221,311 | 83,006 | |||||
Convertible loan note conversion | (558,396) | 8,151,777 | 7,593,382 | |||||
Convertible loan note interest | 219,059 | (219,059) | ||||||
Total transactions | (450,811) | 542,872 | 221,311 | 8,370,836 | (217,544) | 8,466,664 | ||
Loss for the period | (3,353,507) | (3,353,507) | ||||||
Currency translation | 346,365 | 346,365 | ||||||
Total comprehensive income | (3,353,507) | 346,365 | (3,007,142) | |||||
Balance at Mar. 31, 2021 | $ 111,629,173 | 636,313 | 861,214 | 8,370,836 | (106,003,753) | (10,174,375) | 5,319,408 | |
Balance, shares at Mar. 31, 2021 | shares | 672,816,302 | |||||||
IfrsStatementLineItems [Line Items] | ||||||||
Convertible loan note and warrant interest | 546,318 | 444,918 | (991,236) | |||||
Transfer between equity reserves | 594,190 | (594,190) | ||||||
Options charge | 1,737,876 | 1,737,876 | ||||||
Options forfeiture | (19,149) | (19,149) | ||||||
Warrants Exercised | $ 3,470,940 | (2,010,030) | 1,460,910 | |||||
Warrants exercised, shares | shares | 386,512,756 | |||||||
Warrants charge | 61,721 | 61,721 | ||||||
Convertible loan note conversion | $ 8,876,397 | (8,876,397) | ||||||
Convertible debt conversion, shares | shares | 315,086,410 | |||||||
Total transactions | $ 12,347,337 | 1,718,727 | (807,801) | (8,370,836) | (991,236) | 3,896,191 | ||
Total transactions, shares | shares | 701,599,166 | |||||||
Loss for the period | (5,431,045) | (5,431,045) | £ (4) | |||||
Currency translation | (837,152) | (837,152) | ||||||
Total comprehensive income | (5,431,045) | (837,152) | (6,268,197) | |||||
Currency translation on Convertible Loan note conversion | 654,833 | 654,833 | ||||||
Balance at Mar. 31, 2022 | $ 123,976,510 | $ 2,355,040 | $ 53,413 | $ (112,426,034) | $ (11,011,527) | $ 2,947,402 | ||
Balance, shares at Mar. 31, 2022 | shares | 1,374,415,468 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows £ in Millions | 12 Months Ended | ||
Mar. 31, 2022 USD ($) | Mar. 31, 2021 USD ($) | Mar. 31, 2020 USD ($) | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Loss from operations before income taxes | $ (6,217,566) | $ (3,378,501) | $ (1,620,347) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Share option charge | 1,737,876 | 550,138 | 36,340 |
Warrant charge | 61,721 | 83,006 | 42,846 |
Forfeiture of options | (19,149) | (5,751) | |
Depreciation of fixed assets | 2,331 | 1,510 | 426 |
Amortization of right of use asset | 11,601 | 5,553 | |
(Gain)/Loss on foreign exchange | (9,230) | 4,056 | 13,915 |
Impairment of loan to West African Minerals Ltd | 11,171 | 132,668 | |
Gain on disposal of right of use asset | (179) | (818) | |
Net decrease/(increase) in related party receivables | 27,376 | (3,862) | (543) |
Net increase/(decrease) in related party payables | 48,900 | (46,311) | 38,049 |
Net (increase)/decrease in operating assets/other receivables | (802,154) | 208,931 | (122,190) |
Net (decrease)/increase in trade and other payables | (297,991) | 886,093 | 271,218 |
Cash inflow from taxation | 78,540 | ||
Net cash used in operating activities | (5,468,065) | (1,600,198) | (1,202,066) |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Acquisition of property, plant and equipment | (1,669) | (6,943) | |
Loan to West African Minerals Ltd | (11,171) | (132,668) | |
Net cash used in investing activities | (1,669) | (18,114) | (132,668) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from issuance of ordinary shares | 230,019 | 990,639 | |
Proceeds from issuance of convertible loan notes | 7,593,380 | ||
Processed from options exercised | 15,870 | ||
Processed from warrants exercised | 2,153,270 | ||
Loan to related party | (518,000) | ||
Loan repayment from related party | 496,810 | ||
Repayment of leasing liabilities | (12,331) | (6,139) | |
Net cash provided by financing activities | 2,153,270 | 7,826,938 | 963,310 |
Net (decrease)/increase in cash and cash equivalents | (3,316,464) | 6,208,627 | (371,423) |
Cash and cash equivalent, beginning of period | 6,889,329 | 235,485 | 627,616 |
Exchange difference | (872,141) | 445,217 | (20,708) |
Cash and cash equivalent, end of period | $ 2,700,724 | $ 6,889,329 | $ 235,485 |
Reporting Entity
Reporting Entity | 12 Months Ended |
Mar. 31, 2022 | |
Reporting Entity | |
Reporting Entity | Reporting Entity OKYO Pharma Limited (the “Company” or “OKYO”) is a company domiciled in Guernsey and listed with a standard listing on the main market of the London Stock Exchange (LSE) and on the Nasdaq Capital Market (LSE: OKYO, NASDAQ: OKYO). The Company is developing next-generation therapeutics to improve the lives of patients with inflammatory eye diseases and chronic pain. Our goal is to develop first in class drug candidates that prevent the disease instead of controlling it, and we achieve this through our collaboration with pioneer scientists in the field. The ultimate parent of the group is Panetta Partners Limited, incorporated in the British Virgin Islands. |
ACCOUNTING POLICIES
ACCOUNTING POLICIES | 12 Months Ended |
Mar. 31, 2022 | |
Accounting Policies | |
ACCOUNTING POLICIES | 2. ACCOUNTING POLICIES The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been applied consistently to all the years presented unless otherwise stated. Basis of preparation The consolidated financial statements of the Group and Company have been prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB), IFRIC interpretations and the Companies (Guernsey) Law 2008 as applicable to companies reporting under IFRS. Basis of measurement Going Concern The Group has experienced net losses and significant cash outflows from cash used in operating activities over the past years, and as of March 31, 2022, had an accumulated deficit of £ 76.8 64 4.0 4.0 The Directors have prepared cash flow projections that include the costs associated with the continued clinical trials and additional investment to fund that operation. On the basis of those projections, the directors conclude that the company will not be able to meet its liabilities as they fall due within the next 12 months from the date when these financial statements are issued. The cash balance as at 1 August 2022 is approximately £ 1.5 978 2.4 The Directors are however aware, through their own extensive experience in the sector, that this position is not uncommon in the context of a pre-revenue life sciences company principally involved in cash consuming research and development activity. The Directors took strategic advantage of the opportunity to dual list the Company on NASDAQ in May 2022 in order to be able to access potential liquidity in the US, which is generally a more favorable environment for life sciences companies to raise money and where there are more specialist investors focused on early-stage opportunities. The Directors are also confident that the nature of the OK101 clinical program is such that various inflection points arise over a relatively short period of time which should provide financing opportunities, for example the FDA approval of the IND in December 2022 for OK101 in dry-eye and the return of headline data from the Phase II registration trial to be held between July and December 2023; these pivotal events in the primary clinical program for OK101 have the benefit of being near term events (which is unusual in the context of the normal timeframes for Phase II clinical programs to deliver meaningful data points. The Directors have also consulted the Company’s investment bankers with a view to planning a number of alternative financing strategies to ensure the Company has access to sufficient capital to finance its planned R&D activity in the coming 18 months. To meet the Company’s short-term liquidity needs, the Company has secured a $2m short-term credit facility with a related party in order to bridge any delays in the occurrence of the anticipated clinical milestones for the OK-101 program. The loan is available for a period of 6 months upon first draw-down and carries an interest rate of 16% per annum, with additional default interest of 4% if the loan is not repaid after the 6-month period. The loan will extend the Company’s fixed cost cash burn to April 2023 without the need to raise additional funds. The Directors believe that this facility together with additional working capital management measures will be sufficient to complete the IND application. The Directors also considered any risks to the short-term cash position of the company such as delay in IND filing, and they identified that the risk would be highly unlikely and could be managed within the current cash resources and the additional financing strategies already disclosed. On completion of the IND application the company will be in a position to raise funds on the market, via the financing strategies being discussed with the Company’s investment bankers. The necessary steps are being taken to affect such a fundraise. Until and unless the Group and Company secures sufficient investment to fund their clinical pipeline, there is a significant doubt on the Group and Company’s ability to continue as a going concern, and therefore, that it may be unable to realize its assets and discharge its liabilities in the normal course of business. Despite this significant doubt, the Directors conclude that it is appropriate to continue to adopt the going concern basis of accounting as the Directors are confident, based on the previous fund-raising history as well as additional measures already put in place and being planned, that sufficient funds will be forthcoming and accordingly they have prepared these financial statements on a going concern basis. New and Revised Standards Standards in effect in 2022 There are no new IFRS standards, amendments to standards or interpretations that are mandatory for the financial year beginning on April 1, 2021, that are relevant to the Group or that have had any material impact in the year to March 31, 2022. New standards, amendments to standards and interpretations that are not yet effective, have been deemed by the Group as currently not relevant, and not likely to have a material impact on the Group, and hence are not listed here. Basis of consolidation Subsidiary undertakings are all entities over which the Group exercises control. The Group has control when it can demonstrate all of the following: (a) power over the investee; (b) exposure, or rights, to variable returns from its involvement with the investee; and (c) the ability to use its power over the investee to affect the amount of the investor’s return. The existence and effect of both current voting rights and potential voting rights that are currently exercisable or convertible are considered when assessing whether control of an entity is exercised. Subsidiaries are consolidated from the date at which the Group obtains control and are de-consolidated from the date at which control ceases. Inter-company transactions, balances and unrealised gains on transactions between group companies are eliminated upon consolidation. Unrealised losses are also eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group. Segment reporting Operating segments are reported in a manner consistent with the internal reporting provided to the Board. The Board allocates resources to and assess the performance of the segments. The Board considers there to be only one operating segment being the research and development of biotechnological and pharmaceutical products. Taxation The tax credit for the year represents the total of current taxation and deferred taxation. The credit in respect of current taxation is based on the estimated taxable loss for the year. Taxable profit or loss for the year is based on the profit or loss as shown in the statement of comprehensive income, as adjusted for items of income or expenditure which are not deductible or chargeable for tax purposes. The current tax asset for the year is calculated using tax rates which have either been enacted or substantively enacted at the balance sheet date. Deferred tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and expected to apply when the related deferred tax is realised, or the deferred liability is settled. Deferred tax assets are recognised to the extent that it is probable that the future taxable profit will be available against which the temporary differences can be utilised. Research and Development tax credits are provided for in the year that the costs are incurred. These are estimated based on eligible research and development expenditure. Any difference rebated are recognized when the cash is received from the UK tax authorities. Foreign currency translation Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the functional currency), which is Pounds sterling. The consolidated financial statements are presented in US dollars, which is the Group’s presentation currency. Foreign currency transactions are translated into the functional currency using exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of foreign currency transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the income statement. The financial statements are translated into US dollars on the following basis: ● Assets and liabilities at the rate of exchange ruling at the year-end date. ● Profit and loss account items at the average rate of exchange for the year. Exchange differences arising from the translation of the net investment in foreign entities, borrowings and other currency instruments designated as hedges of such investments, are taken to equity (and recognized in the statement of comprehensive income) on consolidation. License fees Payments related to the acquisition of rights to a product or technology are capitalised as intangible assets if it is probable that future economic benefits from the asset will flow to the Group and the cost of the asset can be reliably measured. Payments made which provide the right to perform research are carefully evaluated to determine whether such payments are to fund research or acquire an asset. Licence fees expenses are recognised as incurred. Research and development All on-going research and development expenditure is currently expensed in the period in which it is incurred. Due to the regulatory environment inherent in the development of the Group’s products, the criteria for development costs to be recognised as an asset, as set out in IAS 38 ‘Intangible Assets’, are not met until a product has been granted regulatory approval and it is probable that future economic benefit will flow to the Group. The Group currently has no such qualifying expenditure. Financial instruments The Group classifies a financial instrument, or its component parts, as a financial liability, a financial asset or an equity instrument in accordance with the substance of the contractual arrangement and the definitions of a financial liability, a financial asset and an equity instrument. The Group evaluates the terms of the financial instrument to determine whether it contains an asset, a liability or an equity component. Such components shall be classified separately as financial assets, financial liabilities or equity instruments. A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity. (a) Financial assets, initial recognition and measurement and subsequent measurement At initial recognition financial assets are measured at their fair value. Subsequent measurement depends on their classification. Financial assets such as receivables, cash and cash equivalents and deposits are subsequently measured at amortized cost using the effective interest method, less loss allowance. The Group does not hold any financial assets at fair value through profit or loss or fair value through other comprehensive income. (b) Financial liabilities, initial recognition and measurement and subsequent measurement At initial recognition, financial liabilities are measured at their fair value minus, if appropriate, any transaction costs that are directly attributable to the issue of the financial liability. All financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss. The Group’s financial liabilities include trade and other payables. Cash and cash equivalents Cash and cash equivalents comprise cash on hand. Impairment Impairment of financial assets measured at amortised cost At each reporting date the Group recognises a loss allowance for expected credit losses on financial assets measured at amortised cost. In establishing the appropriate amount of loss allowance to be recognised, the Group applies either the general approach or the simplified approach, depending on the nature of the underlying group of financial assets. General approach The general approach is applied to the impairment assessment of refundable lease deposits and other refundable lease contributions, restricted cash and cash and cash equivalents. Under the general approach the Group recognises a loss allowance for a financial asset at an amount equal to the 12-month expected credit losses, unless the credit risk on the financial asset has increased significantly since initial recognition, in which case a loss allowance is recognised at an amount equal to the lifetime expected credit losses. Simplified approach The simplified approach is applied to the impairment assessment of trade receivables. Under the simplified approach the Group always recognises a loss allowance for a financial asset at an amount equal to the lifetime expected credit losses. Impairment of non-financial assets i) Non-financial assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. ii) Non-financial assets are impaired when their carrying amount exceeds the recoverable amount. The recoverable amount is measured as the higher of fair value less cost of disposal and value in use. The value in use is calculated as being net projected cash flows based on financial forecasts discounted back to present value. Share capital Ordinary shares of the Company are classified as equity. Property, plant and equipment (i) Recognition and measurement Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. Costs include expenditures that are directly attributable to the acquisition of the asset. Purchased software that is integral to the functionality of the related equipment is capitalised as part of that equipment. When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment. Gains and losses on disposal of an item of property, IT and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, IT and equipment, and are recognized in profit or loss. When revalued assets are sold, the amounts included in the revaluation reserve are transferred to retained earnings. (ii) Depreciation Depreciation is calculated on the depreciable amount, which is the cost of an asset, less its residual value. Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful life of each part of an item of property, plant and equipment. The estimated useful lives for the current period and the comparative period are as follows: DISCLOSURE OF ESTIMATED USEFUL LIVES Fixtures and fittings 5 IT and equipment 3 Depreciation methods, useful lives and residual values are reviewed at each reporting date. Depreciation is allocated to the operating expenses line of the statement of comprehensive income. Leases All leases are accounted for by recognising a right-of-use asset and a lease liability except for: ● Leases of low value assets; and ● Leases with a duration of 12 months or less. The Group has leases for its offices. Each lease is reflected on the balance sheet as a right-of-use asset and a lease liability. The Group does not have any leases of low value assets. Variable lease payments which do not depend on an index or a rate (such as lease payments based on a percentage of Group sales) are excluded from the initial measurement of the lease liability and asset. The Group classifies its right-of-use assets in a consistent manner to its property, plant and equipment (see Note 10). At lease commencement date, the Group recognises a right-of-use asset and a lease liability in its consolidated statement of financial position. The right-of-use asset is measured at cost, which is made up of the initial measurement of the lease liability, any initial direct costs incurred by the Group, an estimate of any costs to dismantle and remove the asset at the end of the lease, and any lease payments made in advance of the lease commencement date (net of any incentives received). The Group depreciates the right-of-use asset on a straight-line basis from the lease commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The Group also assesses the right-of-use asset for impairment when such indicators exist. At the commencement date, the Group measures the lease liability at the present value of the lease payments unpaid at that date, discounted using the Group’s incremental borrowing rate because as the lease contracts are negotiated with third parties it is not possible to determine the interest rate that is implicit in the lease. The incremental borrowing rate is the estimated rate that the Group would have to pay to borrow the same amount over a similar term, and with similar security to obtain an asset of equivalent value. This rate is adjusted should the lessee entity have a different risk profile to that of the Group. Lease payments included in the measurement of the lease liability are made up of fixed payments (including in substance fixed), variable payments based on an index or rate, amounts expected to be payable under a residual value guarantee and payments arising from options reasonably certain to be exercised. Subsequent to initial measurement, the liability will be reduced by lease payments that are allocated between repayments of principal and finance costs. The finance cost is the amount that produces a constant periodic rate of interest on the remaining balance of the lease liability. Short term leases exempt from IFRS 16 are classified as operating leases. Payments made under operating leases are recognised in profit and loss on a straight-line basis over the term of the lease. Share based payments The calculation of the fair value of equity-settled share based awards and the resulting charge to the statement of comprehensive income requires assumptions to be made regarding future events and market conditions. These assumptions include the future volatility of the Company’s share price. These assumptions are then applied to a recognized valuation model in order to calculate the fair value of the awards. Where employees, Directors or advisers are rewarded using share based payments, the fair value of the employees’, Directors’ or advisers’ services are determined by reference to the fair value of the share options/warrants awarded. Their value is appraised at the date of grant and excludes the impact of any nonmarket vesting conditions (for example, profitability and sales growth targets). In accordance with IFRS 2, a charge is made to the statement of comprehensive income for all share-based payments including share options based upon the fair value of the instrument used and warrants issued in return for services. A corresponding credit is made to a share based payment reserve – options, in the case of options awarded to employees, Directors, advisers and other consultants. A corresponding credit is made to a share based payment reserve – warrants, in the case of warrants issued in return for services. Warrants Warrants are issued by the Group in return for services and as part of a financing transaction. Warrants issued in return for services. Warrants issued in return for services fall within scope of IFRS 2 and are classified as a share-based payment. The share-based payment is measured at fair value and charged to the Statement of comprehensive income. There is no remeasurement of fair value. Warrants issued as part of a financing transaction. Warrants issued as part of a financing transaction fall outside the scope of IFRS 2. These are classified as equity instruments because a fixed amount of cash is exchanged for a fixed amount of equity. The relative fair value is recognised within equity and is not remeasured. Classification of these instruments is governed by the so-called ‘fixed’ test for non-derivatives, and the ‘fixed for fixed’ test for derivatives. Under the fixed test, a non-derivative contract will qualify for equity classification only where there is no contractual obligation for the issuer to deliver a variable number of its own equity instruments. Under the fixed for fixed test, a derivative will qualify for equity classification only where it will be settled by the issuer exchanging a fixed amount of cash or another financial asset for a fixed number of its own equity instruments. Warrants issued by the Company as part of a financing transaction, are classified as equity instruments because a fixed amount of cash is exchanged for a fixed amount of equity of the Company. No other features exist that would result in financial liability classification. Convertible loan notes The Group issues Convertible loan notes which can be classified as equity or a liability depending on whether the fixed for fixed condition is met or not. Where the fixed for fixed condition is met The Group classifies convertible loan notes that meet the fixed for fixed condition as equity instruments and records the principal of the loan note as equity in a Convertible loan note reserve. The accrued interest on the principal amount is also recorded in the Convertible loan note reserve as it is convertible into equity. Upon redemption of the instrument and the issue of share capital, the amount is reclassified from the convertible loan note reserve to share capital and share premium. Fair Value Measurement Management have assessed the categorization of the fair value measurements using the IFRS 13 fair value hierarchy. Categorization within the hierarchy has been determined on the basis of the lowest level of input that is significant to the fair value measurement of the relevant asset as follows; Level 1 - valued using quoted prices in active markets for identical assets; Level 2 - valued by reference to valuation techniques using observable inputs other than quoted prices included within Level 1; Level 3 - valued by reference to valuation techniques using inputs that are not based on observable market data. |
CRITICAL ACCOUNTING JUDGEMENTS
CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY | 12 Months Ended |
Mar. 31, 2022 | |
Critical Accounting Judgements And Key Sources Of Estimation Uncertainty | |
CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY | 3. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY The preparation of financial information in accordance with generally accepted accounting practice, in the case of the Group being IFRS as issued by the IASB, requires the directors to make estimates and judgements that affect the reported amount of assets, liabilities, income and expenditure and the disclosures made in the financial statements. Such estimates and judgements must be continually evaluated based on historical experience and other factors, including expectations of future events. The following are considered to be the key sources of estimation uncertainty : Share-based payments The Group accounts for share-based payment transactions for employees in accordance with IFRS 2 Share-based Payment, which requires the measurement of the cost of employee services received in exchange for the options on our ordinary shares, based on the fair value of the award on the grant date. The Directors selected the Black-Scholes-Merton option pricing model as the most appropriate method for determining the estimated fair value of our share-based awards without market conditions. For performance-based options that include vesting conditions relating to the market performance of our ordinary shares, a Monte Carlo pricing model was used in order to reflect the valuation impact of price hurdles that have to be met as conditions to vesting. The Group makes estimates as to the useful life of an option award, the expected price volatility of the underlying share, risk free interest rate for the term of the award and correlations and volatilities of the shares of peer group companies. The Group also makes estimates as to the vesting period for awards that have performance-based criteria. The resulting cost of an equity incentive award is recognised as expense over the requisite service period of the award, which is usually the vesting period. Compensation expense is recognised over the vesting period using the straight-line method. The assumptions used for estimating fair value for share-based payment transactions are disclosed in note 27 to our consolidated financial statements. |
OPERATING EXPENSES
OPERATING EXPENSES | 12 Months Ended |
Mar. 31, 2022 | |
Operating Expenses | |
OPERATING EXPENSES | 4. OPERATING EXPENSES Operating expenses are stated after charging: DISCLOSURE OF DETAILED INFORMATION ABOUT OPERATING EXPENSES EXPLANATORY Group 2022 2021 2020 Year Ended March 31, Group 2022 2021 2020 Director fees including bonus (excluding Chairman’s bonus) 707,385 278,224 122,101 Chairman’s bonus - 1,160,347 - Auditor’s Remuneration (refer to Note 20) * 349,665 131,511 53,402 Legal and Professional fees 1,143,300 343,422 195,433 (Gain)/Loss on disposal of leases (179 ) - - FX Gains and losses (13,577 ) 200,061 200,061 Depreciation 2,423 1,512 212 * This has been restated for presentational purposes only to include audit-related assurance services in addition to fees payable to the company’s auditors for the audit of the parent company (being OKYO Pharma Limited) and consolidated financial statements. Refer to note 20 where details of auditor’s remuneration has been disclosed. This has no impact on the primary financial statements. |
SEGMENTAL REPORTING
SEGMENTAL REPORTING | 12 Months Ended |
Mar. 31, 2022 | |
Segmental Reporting | |
SEGMENTAL REPORTING | 5. SEGMENTAL REPORTING During the year under review management identified the Group’s only operating segment as the research and development of biotechnological and pharmaceutical products. This one segment is monitored, and strategic decisions are made based upon it and other non-financial data collated from industry intelligence. The form of financial reporting reported to the Board is consistent with those presented in the annual financial statements. |
EMPLOYEES INCLUDING OFFICERS
EMPLOYEES INCLUDING OFFICERS | 12 Months Ended |
Mar. 31, 2022 | |
Employees Including Officers | |
EMPLOYEES INCLUDING OFFICERS | 6. EMPLOYEES INCLUDING OFFICERS DISCLOSURE OF EMPLOYEES COST AND NUMBER OF EMPLOYEES EXPLANATORY 2022 $ 2021 $ 2020 $ Year ended March 31, 2022 $ 2021 $ 2020 $ Group Staff costs comprised: Directors’ salaries 707,385 1,438,571 122,101 Wages and salaries 323,186 121,702 229,347 Social security costs 84,449 9,543 68,740 Recruitment Costs 14,259 12,922 - Total employee benefits expense 1,129,279 1,582,739 420,188 The average monthly number of employees, including directors, employed by the group during the years ending March 31, 2021, and March 31, 2020 were: Research and Development 2 1 1 Corporate and administration 5 5 3 7 6 4 The Group and Company made $ 2,622 2,904 2,774 |
REMUNERATION OF KEY MANAGEMENT
REMUNERATION OF KEY MANAGEMENT PERSONNEL | 12 Months Ended |
Mar. 31, 2022 | |
Remuneration Of Key Management Personnel | |
REMUNERATION OF KEY MANAGEMENT PERSONNEL | 7. REMUNERATION OF KEY MANAGEMENT PERSONNEL Directors of the Group and Company received the following remuneration during the years ending March 31 2021 and 2020: SCHEDULE OF REMUNERATION OF DIRECTORS Year ended March 31, 2022 2021 Directors’ Bonus Salary Share based payment expenses Directors’ Bonus Salary Share based payment expenses G. Cerrone (1) 164 - - - 35 1,160 - - G Jacob (2) - 75 350 1,579 - 41 85 468 W Simon 44 - - 1 42 - - 2 K. Shailubhai (6) 18 - - (15 ) 37 - - 17 J Brancaccio (3) 42 - - 20 31 - - 16 G Macrae (4) - - - - 13 - - - B Denoyer (5) 15 - - 4 - - - - 283 75 350 1,589 158 1,201 85 503 Year ended March 31, $’000 2020 Directors Bonus Salary Share based W Simon 41 - - 4 K. Shailubhai (6) 38 - - 31 G Macrae (4) 8 - - - L Zambeletti (7) 36 - - 6 122 - - 41 (1) Gabriele Cerrone’s bonus awarded for $ 1,160 (2) Gary Jacob became an employee and Director of the Company on 7 January 2021 (3) John Brancaccio was appointed as Director on 10 June 2020 (4) Gregor Macrae was appointed as Director on 18 December 2019 and resigned on 10 June 2020 (5) Bernard Denoyer was appointed as Director on 24 November 2021 (6) K Shailubhai resigned as Director on 17 June 2021 (7) Leopoldo Zambeletti resigned as Director on 18 December 2019 The following share options were granted to Directors in the year: SCHEDULE OF SHARE OPTIONS GRANTED TO DIRECTORS 2022 2021 2020 Number of Number of Number of J Brancaccio 325,000 450,000 - G Jacob 3,250,000 40,000,000 - B Denoyer 1,000,000 - - 4,575,000 40,450,000 - No director has yet benefitted from any increase in the value of share capital since issuance of the options and no director exercised share options in the year. The Key Management Personnel of the Group are members of the leadership team who have the authority and responsibility for planning, directing and controlling the activities of the Group either directly or indirectly. They include all Directors of the Board (executive and non-executive). Key Management Personnel compensation is set out below. SCHEDULE OF KEY MANAGEMENT PERSONNEL COMPENSATION 2022 2021 2020 $ ’000 $’000 $ ’000 Short-term employee benefits 1,026 1,455 351 Share based payments 1,815 515 41 Total 2,841 1,970 392 |
TAXATION
TAXATION | 12 Months Ended |
Mar. 31, 2022 | |
Taxation | |
TAXATION | 8. TAXATION SCHEDULE OF TAX CREDIT PERIOD 2022 $ 2021 $ 2020 $ Year ended March 31, 2022 $ 2021 $ 2020 $ Group Current year tax (credit) (509,282 ) (24,952 ) - Adjustments in respect of prior periods (277,239 ) (42 ) (76,289 ) Deferred tax Origination and reversal of timing differences - - - Total tax (credit) for the period (786,521 ) (24,994 ) (76,289 ) The tax charge for the year is different from the standard rate of corporation tax in the United Kingdom of 19%. The difference can be reconciled as follows: Loss before taxation (6,045,372 ) (3,378,501 ) (1,620,347 ) Loss charged at standard rate of corporation tax 19% (1,181,337 ) (641,915 ) (307,866 ) Tax losses arising in the year not recognized 524,870 660,594 340,114 Tax losses surrendered for Research and Development 667,335 - - Expenses not deductible for taxation 370,306 - 145 Tax increase from effect of capital allowances and depreciation (3 ) (334 ) 81 Research and Development tax claim (509,282 ) (43,432 ) - Research and Development enhanced expenditure (377,187 ) - - Research and Development tax credits claimed in respect of previous periods (277,240 ) (42 ) (76,289 ) Consolidation adjustment in relation to foreign exchange movements (3,983 ) 135 (32,504 ) Loans written off - - - Total tax (credit) for the period (786,521 ) (24,994 ) (76,289 ) No deferred tax asset has been recognized in respect of trading losses carried forward because of uncertainty as to when these losses will be recoverable. The Group has tax losses of $ 15,870,525 9,411,521 4,421,886 . |
FINANCE INCOME AND COSTS
FINANCE INCOME AND COSTS | 12 Months Ended |
Mar. 31, 2022 | |
Finance Income And Costs | |
FINANCE INCOME AND COSTS | 9. FINANCE INCOME AND COSTS SCHEDULE OF FINANCE COST Year ended March 31, 2022 $ 2021 $ 2020 $ Finance Income Interest income - - 48,125 Total finance income - - 48,125 Finance Expenses Interest expense on lease liabilities - (1,122 ) (1,158 ) Total finance expenses - (1,123 ) (1,158 ) |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 12 Months Ended |
Mar. 31, 2022 | |
Property Plant And Equipment | |
PROPERTY, PLANT AND EQUIPMENT | 10. PROPERTY, PLANT AND EQUIPMENT Details of the Group’s property, plant and equipment are as follows: SCHEDULE OF PROPERTY PLANT AND EQUIPMENT $ IT equipment Total Cost At 1 April 2021 8,343 8,343 Additions 1,669 1,669 Disposals - - Foreign exchange (233 ) (233 ) At 31 March 2022 9,779 9,779 Depreciation At 1 April 2021 2,286 2,286 Charge in year 2,331 2,331 Foreign exchange (63 ) (63 ) At 31 March 2022 4,554 4,554 Net Book Value as at 31 March 2022 5,225 5,225 $ IT equipment Total Cost At 1 April 2020 1,257 1,257 Additions 6,944 6,944 Disposals — — Foreign exchange 142 142 At 31 March 2021 8,343 8,343 Depreciation At 1 April 2020 622 622 Charge in year 1,593 1,593 Foreign exchange 71 71 At 31 March 2021 2,286 2,286 Net Book Value as at 31 March 2021 6,057 6,057 The Group’s property, plant and equipment is located in the following operating segments: SCHEDULE OF PROPERTY PLANT AND EQUIPMENT LOCATED OPERATING SEGMENT Group Net Book Value $ UK 2,937 US 2,289 Total 5,225 Property, plant and equipment 5,225 |
OTHER RECEIVABLES
OTHER RECEIVABLES | 12 Months Ended |
Mar. 31, 2022 | |
Other Receivables | |
OTHER RECEIVABLES | 11. OTHER RECEIVABLES DISCLOSURE OF DETAILED TRADE AND OTHER RECEIVABLES EXPLANATORY $ 2022 2021 Year ended March 31, $ 2022 2021 Group Other receivables 19,130 4,499 VAT receivable 82,617 17,799 Prepayments 711,209 21,072 Trade and other receivables 812,956 43,370 There are no differences between the carrying amount and fair value of any of the trade and other receivables above. Prepayments include $ 639,635 |
TRADE AND OTHER PAYABLES
TRADE AND OTHER PAYABLES | 12 Months Ended |
Mar. 31, 2022 | |
Trade And Other Payables | |
TRADE AND OTHER PAYABLES | 12. TRADE AND OTHER PAYABLES DISCLOSURE OF DETAILED INFORMATION ABOUT PAYABLES AND ACCRUED LIABILITIES EXPLANATORY $000 2022 2021 Year ended March 31, $000 2022 2021 Group Trade payable 741,807 210,992 Accruals 457,773 71,093 Bonus accrual 106,570 1,391,069 Trade and other payables 1,306,150 1,673,154 |
CAPITAL AND RESERVES
CAPITAL AND RESERVES | 12 Months Ended |
Mar. 31, 2022 | |
Capital And Reserves | |
CAPITAL AND RESERVES | 13. CAPITAL AND RESERVES Capital Management For the purpose of the Company’s capital management, capital includes called up share capital, share premium, share based payments for options, share based payments for warrants and all other equity reserves attributable to the equity holders of the parent as reflected in the statement of financial position. The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern and to maximise shareholder value through the optimisation of the debt and equity balance. The Company manages its capital to maximise the return to the shareholders through the optimisation of equity. The capital structure of the Company as at 31 March 2022 consists of equity attributable to equity holders of the Company, comprising issued capital, reserves and retained deficit as disclosed. The Company manages its capital structure and makes adjustments to it, in light of economic conditions and the strategy approved by shareholders. To maintain or adjust the capital structure, the Group may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares and release the Company’s share premium account. No changes were made in the objectives, policies or processes during the year ended 31 March 2022 and 31 March 2021. Share capital and premium The Company is authorized to issue an unlimited number of nil par value shares of a single class. The Company may issue fractional shares and a fractional share shall have the corresponding fractional rights, obligations and liabilities of a whole share of the same class or series of shares. Shares may be issued in one or more series of shares as the Directors may by resolution determine from time to time. Each share in the Company confers upon the shareholder: ● the right to one vote at a meeting of the shareholders or on any resolution of shareholders; ● the right to an equal share in any dividend paid by the Company; and ● the right to an equal share in the distribution of the surplus assets of the Company on its liquidation. The Company may by resolution of the Directors redeem, purchase or otherwise acquire all or any of the shares in the Company subject to regulations set out in the Company’s Articles of Incorporation. Authorized The Company is authorized to issue an unlimited number of nil par value shares of a single class. SCHEDULE OF AUTHORIZED ISSUE UNLIMITED NUMBER OF PAR VALUE SHARES Shares Share capital Issued ordinary shares of US$0.00 each Number $ At 31 March 2020 636,297,049 112,079,984 Shares issued - private placement 36,269,253 230,019 Relative Fair value charge for warrants issued in conjunction with private placement (138,305 ) CLNs issued in lieu of fundraising commission (558,395 ) Options exercised 250,000 15,870 At 31 March 2021 672,816,302 111,629,173 Exercise of warrants 386,512,756 3,470,940 Conversion of CLN 315,086,410 8,876,397 At 31 March 2022 1,374,415,468 123,976,510 Issuance of ordinary shares In May 2019, 36,363,636 1.1 In March 2020, 75,825,130 1.1 In June 2020, 36,269,253 0.005 In March 2021, 250,000 0.045 In May 2021, 36,363,636 0.0135 In May 2021, 72,000,000 0.0055 In May 2021, 76,605,760 0.004 In May 2021, 73,304,650 0.085 In May 2021, 39,605,760 0.004 In February 2022, 165,176,000 0.004 In February 2022, 238,543,360 Share options reserve The share-based payment reserve for options represents the cost to issue share-based compensation, primarily share options, based on their grant date fair value. Share warrants reserve The share-based payment reserve for warrants represent the cost to issue warrants based on their grant date fair value. Convertible Loan Note reserve The convertible loan note reserve represents the proceeds received on issuance of convertible loan notes classified as equity instruments, accrued interest and any relative fair value adjustments. . Retained Deficit reserve Retained deficit represent the cumulative profits/(losses) of the entity which have not been distributed to shareholders. Translation reserve The translation reserve represents the unrealised gains or losses from the foreign currency translation of Companies within the Group. Dividends The Directors paid no Transfer between equity reserves The company affected a transfer between reserves in equity in order to align the values of the equity reserves on a relative fair value basis. The total amount recorded in equity remains unaltered. |
SHARE OPTIONS AND WARRANTS
SHARE OPTIONS AND WARRANTS | 12 Months Ended |
Mar. 31, 2022 | |
Share Options And Warrants | |
SHARE OPTIONS AND WARRANTS | 14. SHARE OPTIONS AND WARRANTS Options The Company operates share-based payment arrangements to remunerate Directors and key employees in the form of a share option scheme. It also issues options in lieu of fees to key suppliers and collaborators. The exercise price of the option is normally equal to the market price of an ordinary share in the Company at the date of grant. SCHEDULE OF OPTIONS OUTSTANDING AND WEIGHTED AVERAGE EXERCISE PRICE 2022 2021 Options Weighted Options Weighted Outstanding at 1 April 60,750,000 6.90 19,500,000 5.58 Granted 28,150,000 8.41 42,250,000 7.31 Forfeited (16,500,000 ) 5.91 (750,000 ) 6.21 Exercised - - (250,000 ) 6.21 Outstanding at 31 March 72,400,000 7.49 60,750,000 6.90 Exercisable at 31 March 14,437,500 7.36 9,250,000 6.21 2020 Weighted Options Outstanding at 1 April 5.58 23,000,000 Granted - - Forfeited (5.58 ) (3,500,000 ) Exercised - - Outstanding at 31 March 5.58 19,500,000 Exercisable at 31 March 5.58 4,875,000 During the year ending 31 March 2022, no 250,000 The total outstanding fair value charge of the share option instruments is deemed to be approximately $ 2,072,515 2,682,050 1,718,727 545,582 19,149 The weighted average contractual life of options outstanding at March 31, 2022 is 7.77 8.07 Share options outstanding at the end of the year have the following expiry dates and exercise prices: SCHEDULE OF SHARE OPTIONS OUTSTANDING EXPIRY DATES AND EXERCISE PRICES Grant Date Expiry Date Exercise Price Share Options as at 31 March 2022 6 July 2018 6 July 2025 4.5p 2,000 20 August 2020 19 August 2028 15.5p 750 6 January 2021 5 January 2031 5p 40,000 12 January 2021 11 January 2031 7.9p 1,500 15 April 2021 15 April 2031 7.88p 5,000 31 August 2021 31 August 2031 4.9p 14,400 31 January 2022 30 January 2032 8.0p 8,750 Total 72,400 Fair value of options granted The Directors have used the Black-Scholes option pricing model to estimate the fair value of most of the options applying the assumptions below. Historical volatility relies in part on the historical volatility of a group of peer companies that management believes is generally comparable to the Company. The Company has not paid any dividends on share capital since its inception and does not anticipate paying dividends on its share capital in the foreseeable future. The Company has estimated a forfeiture rate of zero. The model inputs for options granted during the year ended 31 March 2022 valued under the Black Scholes Valuation model are: SCHEDULE OF SHARE BASED PAYMENT AWARD MODEL INPUTS OPTIONS GRANTED Grant Date 15 April 2021 31 August 2021 31 January 2022 Grant date share price 7.7 p 4.9 p 4.8 p Exercise share price 7.9 p 4.9 p 8.0 p Vesting periods 25% each year 25% each year 1.25m options vest 33% each year and 7.5m options have developmental milestone performance conditions Risk free rate 0.35 % 0.30 % 0.97 % Expected volatility 80.20 % 77.7 % 83.0 % Option life 5 5 5 The model inputs for options granted during the year ended 31 March 2021 valued under the Black Scholes Valuation model included: 20 August 2020 6 January 2021 12 January Grant date share price 15.5 p 0.8 p 0.79 p Exercise share price 15.5 p 0.5 p 0.79 p Vesting periods 25% each year 25% each year 33% in 6 months and 67% in 1 year Risk free rate 0.15 % -0.01 % 0.4 0.6 % Expected volatility 77.4 % 77.5 % 66.7 83.7 % Expected option life 5 5 6 1 Warrants As part of the acquisition of the OK-101 project, the underlying scientific founders of the OK-101 Project (inukshuk Holdings), who will continue to be involved in the development of the Project, received 35,000,000 4.5 17 July 2023 In May 2019, warrants were granted over 36,363,636 1.35 In March 2020, warrants were granted over 40,000,000 0.55 0.012 39,400,000 In March 2020, warrants were granted over 35,825,130 0.55 In April 2020, warrants were granted over 36,174,870 0.55 In May 2020, warrants were granted over 909,090 2.75 In July 2020, warrants were granted over 750,000 14 In May 2021, warrants were granted over 76,605,760 0.4 39,605,760 37,000,000 0.012 36,445,000 In February 2022, warrants were granted over 165,176,000 0.4 165,176,000 0.012 162,698,360 In summary, during the year, 147,969,396 1,045,332 147,969,396 242,716,000 238,543,360 SCHEDULE OF WARRANTS OUTSTANDING AND WEIGHTED AVERAGE EXERCISE PRICE 31 March 2022 31 March 2021 Warrants Weighted Average exercise price (cents) Warrants Weighted Average exercise price (cents) Outstanding at 1 April 185,022,726 2.1 147,188,766 2.1 Granted 241,781,760 0.5 37,833,960 1.2 Exercised (390,145,396 ) 0.7 - - Outstanding at 31 March 36,659,090 6.11 185,022,726 2.1 Exercisable at 31 March 1,659,090 10.30 149,568,181 1.1 The Directors have estimated the fair value of the warrants in services provided using the Black-Scholes valuation model based on the assumptions below. The model inputs for warrants granted during the year ended 31 March 2022 valued under the Black Scholes Valuation model included: SCHEDULE OF INPUTS FOR WARRANTS GRANTED 29 May 2020 Grant date share price 1.75 p Exercise share price 0.4 p Risk free rate 0.25 % Expected volatility 79.6 % Expected life 3 The Directors have estimated the fair value of the warrants in services provided during the year ending 31 March 2021 using the Black-Scholes valuation model based on the assumptions below. SCHEDULE OF FAIR VALUE OF WARRANTS IN SERVICES July 2020 May 2020 April 2020 Grant date share price 8.3p 2.8p 1.8p Exercise share price 14p 2.8p 0.5p Vesting periods Fully vested 50% of these warrants shall only vest if the 5-day VWAP of the Company exceeds a 100% premium to the Exercise Price, and the remainder shall only vest if the 5-day VWAP of the Company exceeds a 200% premium to the Exercise Price (conditions have been met) Fully vested Risk free rate 0.68% 0.95% 0.22% Expected volatility 88.1% 79.6% 82.4% Expected life 2 3 5 The remaining fair value of the warrant instruments is deemed to be approximately $ 43,348 108,873 61,721 81,914 |
CONVERTIBLE INSTRUMENTS CLASSIF
CONVERTIBLE INSTRUMENTS CLASSIFIED AS EQUITY | 12 Months Ended |
Mar. 31, 2022 | |
Convertible Instruments Classified As Equity | |
CONVERTIBLE INSTRUMENTS CLASSIFIED AS EQUITY | 15. CONVERTIBLE INSTRUMENTS CLASSIFIED AS EQUITY The Company has raised convertible equity finance via the issuance of convertible loan notes as per the table below. All notes are not convertible into cash and are convertible on the fourth anniversary of the date of issue of the Notes, or at the election of the noteholder on completion of the next non-qualifying equity financing or on the making of a takeover offer for the Company (as defined in the City Code on Takeovers and Mergers), and such election may be made on an immediate basis or conditional on any such takeover offer being declared, or becoming, unconditional. SCHEDULE OF ISSUANCE OF CONVERTIBLE LOAN Date Terms Amount $ 29 May 2020 ● 20 0.4 0.4 5 years 541,239 Fees relating to equity fundraise 29 May 2020 issued as CLN ● 20 0.4 0.4 5 years 32,474 27 July 2020 ● 2.15 8.5 4,506,446 17 August 2020 ● 2.15 8.5 1,882,641 3 September 2020 ● 2.15 8.5 663,055 Fees relating to all other equity fundraise issued as CLN ● 2.15 8.5 525,922 8,151,777 All noteholders were offered the option to convert during the year and any conversions took place on May 7, 2021 and February 21, 2022. Loan note holders were offered conversions including the full interest that would have been accrued had the note reached its full term. |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 12 Months Ended |
Mar. 31, 2022 | |
Financial Instruments | |
FINANCIAL INSTRUMENTS | 16. FINANCIAL INSTRUMENTS The main risks arising from the Group’s financial instruments are liquidity risk, interest rate risk and credit risk. The Directors regularly review and agree policies for managing each of these risks which are summarized below. Liquidity risk The Group’s policy is to regularly monitor current and expected liquidity requirements to ensure that it maintains sufficient reserves of cash to meet its liquidity requirements in the short and long term. The Group ordinarily finances its activities through cash generated from by private and public offerings of equity and debt securities. The table below summarizes the maturity profile of the Group’s financial liabilities based on contractual undiscounted payments: SUMMARY OF FINANCIAL LIABILITIES BASED ON CONTRACTUAL UNDISCOUNTED PAYMENTS $ Less than 3 3 to 12 Total Group 2022 $ Less than 3 3 to 12 Total Trade and other payables 649,624 92,186 741,810 Related party payables 47,041 - 47,041 Total 696,665 92,186 788,851 $ Less than 3 3 to 12 Total Group 2021 $ Less than 3 3 to 12 Total Trade and other payables 110,179 100,813 210,992 Related party payables - - - Total 110,179 100,813 210,992 Credit risk Credit risk is managed on a Group basis. Credit risk arises principally from cash and cash equivalents and deposits with banks and financial institutions.as well as outstanding receivables. The Group reviews its banking arrangements carefully to minimize such risks and currently has no customers and therefore this risk is viewed as minimal. Management monitor loans between members of the Group as part of their internal reporting and assess outstanding receivables for ability to be repaid. Interest rate risk The Group has limited exposure to interest-rate risk arising from its bank deposits and convertible loan note instruments. These deposit accounts are held at variable interest rates based on Barclays bank & Penn base rates. The Directors do not consider the impact of possible interest rate changes based on current market conditions to be material to the net result for the year or the equity position at the year-end for either the year ended 31 March 2022 or 31 March 2021. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions | |
RELATED PARTY TRANSACTIONS | 17. RELATED PARTY TRANSACTIONS All related party transactions occurred in the normal course of operations. West African Minerals Limited (“WAML”) In 2018, the Group disposed of its Cameroon operations by way of an in-specie distribution of all of its shares in West African Minerals Limited (formerly Ferrum Resources Limited) to shareholders. As part of this transaction, the Group had agreed to a deed of release with WAML whereby it agreed to write off $ 17,056,070 3,400,000 3,400,000 600,000 0 11,172 600,000 Tiziana Life Sciences Ltd Tiziana Life Sciences Ltd is a related party as the entity is controlled by a person that has significant influence over the Group. The Company shares premises and other resources with Tiziana Life Sciences Ltd and there is a shared services agreement in place between the Company and Tiziana Life Sciences PLC. As at 31 st 107,132 86,567 47,041 27,664 |
BASIC AND DILUTED LOSS PER SHAR
BASIC AND DILUTED LOSS PER SHARE | 12 Months Ended |
Mar. 31, 2022 | |
Basic And Diluted Loss Per Share | |
BASIC AND DILUTED LOSS PER SHARE | 18. BASIC AND DILUTED LOSS PER SHARE Basic loss per share is calculated by dividing the loss attributable to equity holders of the Group by the weighted average number of ordinary shares in issue during the year. SUMMARY OF INCOME AND SHARE DATA USED IN THE BASIC AND DILUTED LOSS PER SHARE COMPUTATIONS Year ended 2022 2021 (Loss) attributable to equity holders of the company ($) (6,268,197 ) (3,353,507 ) Weighted average number of ordinary shares in issue 979,212,888 672,767,629 Basic and dilutive loss per share (cents per share) (0.01 ) (0.01 ) Year ended 2020 (Loss) attributable to equity holders of the company ($) (1,544,059 ) Weighted average number of ordinary shares in issue 595,474,039 Basic and dilutive loss per share (cents per share) (0.00 ) As the Group is reporting a loss from continuing operations for the year then, in accordance with IAS 33, the share options are not considered dilutive because the exercise of the share options would have an anti-dilutive effect. The basic and diluted earnings per share as presented on the face of the Statement of comprehensive income are therefore identical. |
Leases
Leases | 12 Months Ended |
Mar. 31, 2022 | |
Leases | |
Leases | 19. Leases The Group is a lessee and does not have any leases as a lessor. All leases are accounted for by recognising a right-of-use asset and a lease liability except for: ● Leases of low value assets; and Leases with a duration of 12 months or less. The Group has leases for its offices. Each lease is reflected on the balance sheet as a right-of-use asset and a lease liability. The Group does not have leases of low value assets. Variable lease payments which do not depend on an index or a rate (such as lease payments based on a percentage of Group sales) are excluded from the initial measurement of the lease liability and asset. The Group classifies its right-of-use assets in a consistent manner to its property, plant and equipment. For leases over office buildings and factory premises the Group must keep those properties in a good state of repair and return the properties in their original condition at the end of the lease. During the year to March 31, 2022, the Group entered into new lease agreement on its existing office. The new leases has a term shorter than 12 months, so the Group has applied the exemption allowed by paragraph 5a in IFRS 16 in respect of short term leases. During the year to March 31, 2021, the group terminated from its lease early resulting in the right of use asset of $ 27,069 27,887 104,377 SCHEDULE OF RIGHT OF USE ASSETS AND LEASE LIABILITY Right-of-use assets Property At 1 April 2021 98,579 Derecognition of right of use asset (97,553 ) Impact of Foreign exchange (1,026 ) At 31 March 2022 - $ At 1 April 2020 30,099 Depreciation of early terminated lease (4,060 ) Early Termination write off (27,069 ) Impact of Foreign exchange 1,030 Additions 104,377 Depreciation of new lease (5,799 ) At 31 March 2021 98,579 Lease Liabilities 31 March 2022 31 March 2021 $ $ At 1 April 98,760 31,689 Lease Liabilities, balance as at the beginning of the year 98,760 31,689 Interest expense 740 Lease payments - (4,542 ) Impact of foreign exchange (1,207 ) - Derecognition of lease liability (97,553 ) - Early Termination write off - (27,887 ) Additions - 104,378 Interest expense - 382 Lease payments - (6,000 ) At 30 April - 98,760 Lease Liabilities, balance as at the beginning of the year - 98,760 Lease liabilities are presented in the statement of financial position as follows: SCHEDULE OF LEASE LIABILITIES BY CLASSIFICATION 31 March 2022 31 March 2021 $ $ Current - 34,148 Non-current - 64,612 Total - 98,760 Operating leases At March 31, 2022 and March 31, 2021, the company had annual commitments under non-cancellable operating leases: SCHEDULE OF CONTRACTUAL MATURITIES OF LEASE LIABILITIES Operating leases which expire: 31 March 2022 31 March 2021 $ $ Within one year 18,713 - Total 18,713 - |
Auditor_s Remuneration
Auditor’s Remuneration | 12 Months Ended |
Mar. 31, 2022 | |
Auditor’s Remuneration | 20. Auditor’s Remuneration During the period, the group obtained the following services from the company’s auditors: SCHEDULE OF COMPANY AUDITORS FEES 31 March 2022 31 March 2021 $ $ Fees payable to the company’s auditors for the audit of the parent company and consolidated financial statements 200,773 58,874 Fees payable to the company’s auditors for other services: Audit-related assurance services 148,892 72,637 Total auditor’s remuneration 349,665 131,511 |
Cash and Cash Equivalents
Cash and Cash Equivalents | 12 Months Ended |
Mar. 31, 2022 | |
Cash And Cash Equivalents | |
Cash and Cash Equivalents | 21. Cash and Cash Equivalents Cash and cash equivalents consist of the following: SCHEDULE OF CASH AND CASH EQUIVALENT 31 March 2022 31 March 2021 $ $ Cash at bank and in hand: GBP 2,400,817 4,344,740 USD 299,907 2,544,589 2,700,724 6,889,329 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Mar. 31, 2022 | |
Commitments And Contingencies | |
Commitments and Contingencies | 22. Commitments and Contingencies The Group’s main financial commitments relate to the contractual payments in respect of its licensing agreements. Due to the uncertain nature of scientific research and development and the length of time required to reach commercialisation of the products of this research and development, pre-clinical, clinical and commercial milestone obligations are not detailed until there is a reasonable certainty that the obligation will become payable. Contractual commitments are detailed where amounts are known and certain. ● OK-101 – We are obligated to pay to On Target Therapeutics the following additional amounts in respect of the first licensed product or service which achieves the stated development milestones: (a) First Patient Enrolled in a Phase I Human Clinical trial $ 300,000 (b) First Patient Enrolled in a Phase II Human Clinical trial $ 600,000 (c) First Patient Enrolled in a Phase III Human Clinical trial $ 1,500,000 ● BAM8 – The Group are committed to paying an annual license maintenance fee until the first commercial sale. The annual license maintenance fee is $ 15,000 10,000 |
Post Balance Sheet Events
Post Balance Sheet Events | 12 Months Ended |
Mar. 31, 2022 | |
Post Balance Sheet Events | |
Post Balance Sheet Events | 23. Post Balance Sheet Events On May 19, 2022, OKYO announced the closing of its underwritten public offering of 625,000 4.00 2.5 On May 19, 2022, the Remuneration committee awarded the Non-Executive Chairman a bonus of $ 150,000 . The committee noted that in order to support the offering the Non-Executive Chairman participated in the offering. It was noted that the offering may have failed without this subscription, so it was agreed to compensate Mr Cerrone for this transaction. In August 2022, the Group secured a short-term credit facility from Tiziana Life Sciences, a related party, for $ 2 m in order to support short term liquidity. The loan is available for a period of 6 months upon first draw-down and carries an interest rate of 16 4 |
ACCOUNTING POLICIES (Policies)
ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Mar. 31, 2022 | |
Accounting Policies | |
Basis of preparation | Basis of preparation The consolidated financial statements of the Group and Company have been prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB), IFRIC interpretations and the Companies (Guernsey) Law 2008 as applicable to companies reporting under IFRS. |
Basis of measurement | Basis of measurement |
Going Concern | Going Concern The Group has experienced net losses and significant cash outflows from cash used in operating activities over the past years, and as of March 31, 2022, had an accumulated deficit of £ 76.8 64 4.0 4.0 The Directors have prepared cash flow projections that include the costs associated with the continued clinical trials and additional investment to fund that operation. On the basis of those projections, the directors conclude that the company will not be able to meet its liabilities as they fall due within the next 12 months from the date when these financial statements are issued. The cash balance as at 1 August 2022 is approximately £ 1.5 978 2.4 The Directors are however aware, through their own extensive experience in the sector, that this position is not uncommon in the context of a pre-revenue life sciences company principally involved in cash consuming research and development activity. The Directors took strategic advantage of the opportunity to dual list the Company on NASDAQ in May 2022 in order to be able to access potential liquidity in the US, which is generally a more favorable environment for life sciences companies to raise money and where there are more specialist investors focused on early-stage opportunities. The Directors are also confident that the nature of the OK101 clinical program is such that various inflection points arise over a relatively short period of time which should provide financing opportunities, for example the FDA approval of the IND in December 2022 for OK101 in dry-eye and the return of headline data from the Phase II registration trial to be held between July and December 2023; these pivotal events in the primary clinical program for OK101 have the benefit of being near term events (which is unusual in the context of the normal timeframes for Phase II clinical programs to deliver meaningful data points. The Directors have also consulted the Company’s investment bankers with a view to planning a number of alternative financing strategies to ensure the Company has access to sufficient capital to finance its planned R&D activity in the coming 18 months. To meet the Company’s short-term liquidity needs, the Company has secured a $2m short-term credit facility with a related party in order to bridge any delays in the occurrence of the anticipated clinical milestones for the OK-101 program. The loan is available for a period of 6 months upon first draw-down and carries an interest rate of 16% per annum, with additional default interest of 4% if the loan is not repaid after the 6-month period. The loan will extend the Company’s fixed cost cash burn to April 2023 without the need to raise additional funds. The Directors believe that this facility together with additional working capital management measures will be sufficient to complete the IND application. The Directors also considered any risks to the short-term cash position of the company such as delay in IND filing, and they identified that the risk would be highly unlikely and could be managed within the current cash resources and the additional financing strategies already disclosed. On completion of the IND application the company will be in a position to raise funds on the market, via the financing strategies being discussed with the Company’s investment bankers. The necessary steps are being taken to affect such a fundraise. Until and unless the Group and Company secures sufficient investment to fund their clinical pipeline, there is a significant doubt on the Group and Company’s ability to continue as a going concern, and therefore, that it may be unable to realize its assets and discharge its liabilities in the normal course of business. Despite this significant doubt, the Directors conclude that it is appropriate to continue to adopt the going concern basis of accounting as the Directors are confident, based on the previous fund-raising history as well as additional measures already put in place and being planned, that sufficient funds will be forthcoming and accordingly they have prepared these financial statements on a going concern basis. New and Revised Standards Standards in effect in 2022 There are no new IFRS standards, amendments to standards or interpretations that are mandatory for the financial year beginning on April 1, 2021, that are relevant to the Group or that have had any material impact in the year to March 31, 2022. New standards, amendments to standards and interpretations that are not yet effective, have been deemed by the Group as currently not relevant, and not likely to have a material impact on the Group, and hence are not listed here. |
Basis of consolidation | Basis of consolidation Subsidiary undertakings are all entities over which the Group exercises control. The Group has control when it can demonstrate all of the following: (a) power over the investee; (b) exposure, or rights, to variable returns from its involvement with the investee; and (c) the ability to use its power over the investee to affect the amount of the investor’s return. The existence and effect of both current voting rights and potential voting rights that are currently exercisable or convertible are considered when assessing whether control of an entity is exercised. Subsidiaries are consolidated from the date at which the Group obtains control and are de-consolidated from the date at which control ceases. Inter-company transactions, balances and unrealised gains on transactions between group companies are eliminated upon consolidation. Unrealised losses are also eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group. |
Segment reporting | Segment reporting Operating segments are reported in a manner consistent with the internal reporting provided to the Board. The Board allocates resources to and assess the performance of the segments. The Board considers there to be only one operating segment being the research and development of biotechnological and pharmaceutical products. |
Taxation | Taxation The tax credit for the year represents the total of current taxation and deferred taxation. The credit in respect of current taxation is based on the estimated taxable loss for the year. Taxable profit or loss for the year is based on the profit or loss as shown in the statement of comprehensive income, as adjusted for items of income or expenditure which are not deductible or chargeable for tax purposes. The current tax asset for the year is calculated using tax rates which have either been enacted or substantively enacted at the balance sheet date. Deferred tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and expected to apply when the related deferred tax is realised, or the deferred liability is settled. Deferred tax assets are recognised to the extent that it is probable that the future taxable profit will be available against which the temporary differences can be utilised. Research and Development tax credits are provided for in the year that the costs are incurred. These are estimated based on eligible research and development expenditure. Any difference rebated are recognized when the cash is received from the UK tax authorities. |
Foreign currency translation | Foreign currency translation Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the functional currency), which is Pounds sterling. The consolidated financial statements are presented in US dollars, which is the Group’s presentation currency. Foreign currency transactions are translated into the functional currency using exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of foreign currency transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the income statement. The financial statements are translated into US dollars on the following basis: ● Assets and liabilities at the rate of exchange ruling at the year-end date. ● Profit and loss account items at the average rate of exchange for the year. Exchange differences arising from the translation of the net investment in foreign entities, borrowings and other currency instruments designated as hedges of such investments, are taken to equity (and recognized in the statement of comprehensive income) on consolidation. |
License fees | License fees Payments related to the acquisition of rights to a product or technology are capitalised as intangible assets if it is probable that future economic benefits from the asset will flow to the Group and the cost of the asset can be reliably measured. Payments made which provide the right to perform research are carefully evaluated to determine whether such payments are to fund research or acquire an asset. Licence fees expenses are recognised as incurred. |
Research and development | Research and development All on-going research and development expenditure is currently expensed in the period in which it is incurred. Due to the regulatory environment inherent in the development of the Group’s products, the criteria for development costs to be recognised as an asset, as set out in IAS 38 ‘Intangible Assets’, are not met until a product has been granted regulatory approval and it is probable that future economic benefit will flow to the Group. The Group currently has no such qualifying expenditure. |
Financial instruments | Financial instruments The Group classifies a financial instrument, or its component parts, as a financial liability, a financial asset or an equity instrument in accordance with the substance of the contractual arrangement and the definitions of a financial liability, a financial asset and an equity instrument. The Group evaluates the terms of the financial instrument to determine whether it contains an asset, a liability or an equity component. Such components shall be classified separately as financial assets, financial liabilities or equity instruments. A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity. (a) Financial assets, initial recognition and measurement and subsequent measurement At initial recognition financial assets are measured at their fair value. Subsequent measurement depends on their classification. Financial assets such as receivables, cash and cash equivalents and deposits are subsequently measured at amortized cost using the effective interest method, less loss allowance. The Group does not hold any financial assets at fair value through profit or loss or fair value through other comprehensive income. (b) Financial liabilities, initial recognition and measurement and subsequent measurement At initial recognition, financial liabilities are measured at their fair value minus, if appropriate, any transaction costs that are directly attributable to the issue of the financial liability. All financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss. The Group’s financial liabilities include trade and other payables. |
Cash and cash equivalents | Cash and cash equivalents Cash and cash equivalents comprise cash on hand. |
Impairment | Impairment Impairment of financial assets measured at amortised cost At each reporting date the Group recognises a loss allowance for expected credit losses on financial assets measured at amortised cost. In establishing the appropriate amount of loss allowance to be recognised, the Group applies either the general approach or the simplified approach, depending on the nature of the underlying group of financial assets. General approach The general approach is applied to the impairment assessment of refundable lease deposits and other refundable lease contributions, restricted cash and cash and cash equivalents. Under the general approach the Group recognises a loss allowance for a financial asset at an amount equal to the 12-month expected credit losses, unless the credit risk on the financial asset has increased significantly since initial recognition, in which case a loss allowance is recognised at an amount equal to the lifetime expected credit losses. Simplified approach The simplified approach is applied to the impairment assessment of trade receivables. Under the simplified approach the Group always recognises a loss allowance for a financial asset at an amount equal to the lifetime expected credit losses. Impairment of non-financial assets i) Non-financial assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. ii) Non-financial assets are impaired when their carrying amount exceeds the recoverable amount. The recoverable amount is measured as the higher of fair value less cost of disposal and value in use. The value in use is calculated as being net projected cash flows based on financial forecasts discounted back to present value. |
Share capital | Share capital Ordinary shares of the Company are classified as equity. |
Property, plant and equipment | Property, plant and equipment (i) Recognition and measurement Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. Costs include expenditures that are directly attributable to the acquisition of the asset. Purchased software that is integral to the functionality of the related equipment is capitalised as part of that equipment. When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment. Gains and losses on disposal of an item of property, IT and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, IT and equipment, and are recognized in profit or loss. When revalued assets are sold, the amounts included in the revaluation reserve are transferred to retained earnings. (ii) Depreciation Depreciation is calculated on the depreciable amount, which is the cost of an asset, less its residual value. Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful life of each part of an item of property, plant and equipment. The estimated useful lives for the current period and the comparative period are as follows: DISCLOSURE OF ESTIMATED USEFUL LIVES Fixtures and fittings 5 IT and equipment 3 Depreciation methods, useful lives and residual values are reviewed at each reporting date. Depreciation is allocated to the operating expenses line of the statement of comprehensive income. |
Leases | Leases All leases are accounted for by recognising a right-of-use asset and a lease liability except for: ● Leases of low value assets; and ● Leases with a duration of 12 months or less. The Group has leases for its offices. Each lease is reflected on the balance sheet as a right-of-use asset and a lease liability. The Group does not have any leases of low value assets. Variable lease payments which do not depend on an index or a rate (such as lease payments based on a percentage of Group sales) are excluded from the initial measurement of the lease liability and asset. The Group classifies its right-of-use assets in a consistent manner to its property, plant and equipment (see Note 10). At lease commencement date, the Group recognises a right-of-use asset and a lease liability in its consolidated statement of financial position. The right-of-use asset is measured at cost, which is made up of the initial measurement of the lease liability, any initial direct costs incurred by the Group, an estimate of any costs to dismantle and remove the asset at the end of the lease, and any lease payments made in advance of the lease commencement date (net of any incentives received). The Group depreciates the right-of-use asset on a straight-line basis from the lease commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The Group also assesses the right-of-use asset for impairment when such indicators exist. At the commencement date, the Group measures the lease liability at the present value of the lease payments unpaid at that date, discounted using the Group’s incremental borrowing rate because as the lease contracts are negotiated with third parties it is not possible to determine the interest rate that is implicit in the lease. The incremental borrowing rate is the estimated rate that the Group would have to pay to borrow the same amount over a similar term, and with similar security to obtain an asset of equivalent value. This rate is adjusted should the lessee entity have a different risk profile to that of the Group. Lease payments included in the measurement of the lease liability are made up of fixed payments (including in substance fixed), variable payments based on an index or rate, amounts expected to be payable under a residual value guarantee and payments arising from options reasonably certain to be exercised. Subsequent to initial measurement, the liability will be reduced by lease payments that are allocated between repayments of principal and finance costs. The finance cost is the amount that produces a constant periodic rate of interest on the remaining balance of the lease liability. Short term leases exempt from IFRS 16 are classified as operating leases. Payments made under operating leases are recognised in profit and loss on a straight-line basis over the term of the lease. |
Share based payments | Share based payments The calculation of the fair value of equity-settled share based awards and the resulting charge to the statement of comprehensive income requires assumptions to be made regarding future events and market conditions. These assumptions include the future volatility of the Company’s share price. These assumptions are then applied to a recognized valuation model in order to calculate the fair value of the awards. Where employees, Directors or advisers are rewarded using share based payments, the fair value of the employees’, Directors’ or advisers’ services are determined by reference to the fair value of the share options/warrants awarded. Their value is appraised at the date of grant and excludes the impact of any nonmarket vesting conditions (for example, profitability and sales growth targets). In accordance with IFRS 2, a charge is made to the statement of comprehensive income for all share-based payments including share options based upon the fair value of the instrument used and warrants issued in return for services. A corresponding credit is made to a share based payment reserve – options, in the case of options awarded to employees, Directors, advisers and other consultants. A corresponding credit is made to a share based payment reserve – warrants, in the case of warrants issued in return for services. |
Warrants | Warrants Warrants are issued by the Group in return for services and as part of a financing transaction. Warrants issued in return for services. Warrants issued in return for services fall within scope of IFRS 2 and are classified as a share-based payment. The share-based payment is measured at fair value and charged to the Statement of comprehensive income. There is no remeasurement of fair value. Warrants issued as part of a financing transaction. Warrants issued as part of a financing transaction fall outside the scope of IFRS 2. These are classified as equity instruments because a fixed amount of cash is exchanged for a fixed amount of equity. The relative fair value is recognised within equity and is not remeasured. Classification of these instruments is governed by the so-called ‘fixed’ test for non-derivatives, and the ‘fixed for fixed’ test for derivatives. Under the fixed test, a non-derivative contract will qualify for equity classification only where there is no contractual obligation for the issuer to deliver a variable number of its own equity instruments. Under the fixed for fixed test, a derivative will qualify for equity classification only where it will be settled by the issuer exchanging a fixed amount of cash or another financial asset for a fixed number of its own equity instruments. Warrants issued by the Company as part of a financing transaction, are classified as equity instruments because a fixed amount of cash is exchanged for a fixed amount of equity of the Company. No other features exist that would result in financial liability classification. |
Convertible loan notes | Convertible loan notes The Group issues Convertible loan notes which can be classified as equity or a liability depending on whether the fixed for fixed condition is met or not. Where the fixed for fixed condition is met The Group classifies convertible loan notes that meet the fixed for fixed condition as equity instruments and records the principal of the loan note as equity in a Convertible loan note reserve. The accrued interest on the principal amount is also recorded in the Convertible loan note reserve as it is convertible into equity. Upon redemption of the instrument and the issue of share capital, the amount is reclassified from the convertible loan note reserve to share capital and share premium. |
Fair Value Measurement | Fair Value Measurement Management have assessed the categorization of the fair value measurements using the IFRS 13 fair value hierarchy. Categorization within the hierarchy has been determined on the basis of the lowest level of input that is significant to the fair value measurement of the relevant asset as follows; Level 1 - valued using quoted prices in active markets for identical assets; Level 2 - valued by reference to valuation techniques using observable inputs other than quoted prices included within Level 1; Level 3 - valued by reference to valuation techniques using inputs that are not based on observable market data. |
ACCOUNTING POLICIES (Tables)
ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Mar. 31, 2022 | |
Accounting Policies | |
DISCLOSURE OF ESTIMATED USEFUL LIVES | The estimated useful lives for the current period and the comparative period are as follows: DISCLOSURE OF ESTIMATED USEFUL LIVES Fixtures and fittings 5 IT and equipment 3 |
OPERATING EXPENSES (Tables)
OPERATING EXPENSES (Tables) | 12 Months Ended |
Mar. 31, 2022 | |
Operating Expenses | |
DISCLOSURE OF DETAILED INFORMATION ABOUT OPERATING EXPENSES EXPLANATORY | Operating expenses are stated after charging: DISCLOSURE OF DETAILED INFORMATION ABOUT OPERATING EXPENSES EXPLANATORY Group 2022 2021 2020 Year Ended March 31, Group 2022 2021 2020 Director fees including bonus (excluding Chairman’s bonus) 707,385 278,224 122,101 Chairman’s bonus - 1,160,347 - Auditor’s Remuneration (refer to Note 20) * 349,665 131,511 53,402 Legal and Professional fees 1,143,300 343,422 195,433 (Gain)/Loss on disposal of leases (179 ) - - FX Gains and losses (13,577 ) 200,061 200,061 Depreciation 2,423 1,512 212 * This has been restated for presentational purposes only to include audit-related assurance services in addition to fees payable to the company’s auditors for the audit of the parent company (being OKYO Pharma Limited) and consolidated financial statements. Refer to note 20 where details of auditor’s remuneration has been disclosed. This has no impact on the primary financial statements. |
EMPLOYEES INCLUDING OFFICERS (T
EMPLOYEES INCLUDING OFFICERS (Tables) | 12 Months Ended |
Mar. 31, 2022 | |
Employees Including Officers | |
DISCLOSURE OF EMPLOYEES COST AND NUMBER OF EMPLOYEES EXPLANATORY | DISCLOSURE OF EMPLOYEES COST AND NUMBER OF EMPLOYEES EXPLANATORY 2022 $ 2021 $ 2020 $ Year ended March 31, 2022 $ 2021 $ 2020 $ Group Staff costs comprised: Directors’ salaries 707,385 1,438,571 122,101 Wages and salaries 323,186 121,702 229,347 Social security costs 84,449 9,543 68,740 Recruitment Costs 14,259 12,922 - Total employee benefits expense 1,129,279 1,582,739 420,188 The average monthly number of employees, including directors, employed by the group during the years ending March 31, 2021, and March 31, 2020 were: Research and Development 2 1 1 Corporate and administration 5 5 3 7 6 4 |
REMUNERATION OF KEY MANAGEMEN_2
REMUNERATION OF KEY MANAGEMENT PERSONNEL (Tables) | 12 Months Ended |
Mar. 31, 2022 | |
Remuneration Of Key Management Personnel | |
SCHEDULE OF REMUNERATION OF DIRECTORS | Directors of the Group and Company received the following remuneration during the years ending March 31 2021 and 2020: SCHEDULE OF REMUNERATION OF DIRECTORS Year ended March 31, 2022 2021 Directors’ Bonus Salary Share based payment expenses Directors’ Bonus Salary Share based payment expenses G. Cerrone (1) 164 - - - 35 1,160 - - G Jacob (2) - 75 350 1,579 - 41 85 468 W Simon 44 - - 1 42 - - 2 K. Shailubhai (6) 18 - - (15 ) 37 - - 17 J Brancaccio (3) 42 - - 20 31 - - 16 G Macrae (4) - - - - 13 - - - B Denoyer (5) 15 - - 4 - - - - 283 75 350 1,589 158 1,201 85 503 Year ended March 31, $’000 2020 Directors Bonus Salary Share based W Simon 41 - - 4 K. Shailubhai (6) 38 - - 31 G Macrae (4) 8 - - - L Zambeletti (7) 36 - - 6 122 - - 41 (1) Gabriele Cerrone’s bonus awarded for $ 1,160 (2) Gary Jacob became an employee and Director of the Company on 7 January 2021 (3) John Brancaccio was appointed as Director on 10 June 2020 (4) Gregor Macrae was appointed as Director on 18 December 2019 and resigned on 10 June 2020 (5) Bernard Denoyer was appointed as Director on 24 November 2021 (6) K Shailubhai resigned as Director on 17 June 2021 (7) Leopoldo Zambeletti resigned as Director on 18 December 2019 |
SCHEDULE OF SHARE OPTIONS GRANTED TO DIRECTORS | The following share options were granted to Directors in the year: SCHEDULE OF SHARE OPTIONS GRANTED TO DIRECTORS 2022 2021 2020 Number of Number of Number of J Brancaccio 325,000 450,000 - G Jacob 3,250,000 40,000,000 - B Denoyer 1,000,000 - - 4,575,000 40,450,000 - |
SCHEDULE OF KEY MANAGEMENT PERSONNEL COMPENSATION | SCHEDULE OF KEY MANAGEMENT PERSONNEL COMPENSATION 2022 2021 2020 $ ’000 $’000 $ ’000 Short-term employee benefits 1,026 1,455 351 Share based payments 1,815 515 41 Total 2,841 1,970 392 |
TAXATION (Tables)
TAXATION (Tables) | 12 Months Ended |
Mar. 31, 2022 | |
Taxation | |
SCHEDULE OF TAX CREDIT PERIOD | SCHEDULE OF TAX CREDIT PERIOD 2022 $ 2021 $ 2020 $ Year ended March 31, 2022 $ 2021 $ 2020 $ Group Current year tax (credit) (509,282 ) (24,952 ) - Adjustments in respect of prior periods (277,239 ) (42 ) (76,289 ) Deferred tax Origination and reversal of timing differences - - - Total tax (credit) for the period (786,521 ) (24,994 ) (76,289 ) The tax charge for the year is different from the standard rate of corporation tax in the United Kingdom of 19%. The difference can be reconciled as follows: Loss before taxation (6,045,372 ) (3,378,501 ) (1,620,347 ) Loss charged at standard rate of corporation tax 19% (1,181,337 ) (641,915 ) (307,866 ) Tax losses arising in the year not recognized 524,870 660,594 340,114 Tax losses surrendered for Research and Development 667,335 - - Expenses not deductible for taxation 370,306 - 145 Tax increase from effect of capital allowances and depreciation (3 ) (334 ) 81 Research and Development tax claim (509,282 ) (43,432 ) - Research and Development enhanced expenditure (377,187 ) - - Research and Development tax credits claimed in respect of previous periods (277,240 ) (42 ) (76,289 ) Consolidation adjustment in relation to foreign exchange movements (3,983 ) 135 (32,504 ) Loans written off - - - Total tax (credit) for the period (786,521 ) (24,994 ) (76,289 ) |
FINANCE INCOME AND COSTS (Table
FINANCE INCOME AND COSTS (Tables) | 12 Months Ended |
Mar. 31, 2022 | |
Finance Income And Costs | |
SCHEDULE OF FINANCE COST | SCHEDULE OF FINANCE COST Year ended March 31, 2022 $ 2021 $ 2020 $ Finance Income Interest income - - 48,125 Total finance income - - 48,125 Finance Expenses Interest expense on lease liabilities - (1,122 ) (1,158 ) Total finance expenses - (1,123 ) (1,158 ) |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 12 Months Ended |
Mar. 31, 2022 | |
Property Plant And Equipment | |
SCHEDULE OF PROPERTY PLANT AND EQUIPMENT | Details of the Group’s property, plant and equipment are as follows: SCHEDULE OF PROPERTY PLANT AND EQUIPMENT $ IT equipment Total Cost At 1 April 2021 8,343 8,343 Additions 1,669 1,669 Disposals - - Foreign exchange (233 ) (233 ) At 31 March 2022 9,779 9,779 Depreciation At 1 April 2021 2,286 2,286 Charge in year 2,331 2,331 Foreign exchange (63 ) (63 ) At 31 March 2022 4,554 4,554 Net Book Value as at 31 March 2022 5,225 5,225 $ IT equipment Total Cost At 1 April 2020 1,257 1,257 Additions 6,944 6,944 Disposals — — Foreign exchange 142 142 At 31 March 2021 8,343 8,343 Depreciation At 1 April 2020 622 622 Charge in year 1,593 1,593 Foreign exchange 71 71 At 31 March 2021 2,286 2,286 Net Book Value as at 31 March 2021 6,057 6,057 |
SCHEDULE OF PROPERTY PLANT AND EQUIPMENT LOCATED OPERATING SEGMENT | The Group’s property, plant and equipment is located in the following operating segments: SCHEDULE OF PROPERTY PLANT AND EQUIPMENT LOCATED OPERATING SEGMENT Group Net Book Value $ UK 2,937 US 2,289 Total 5,225 Property, plant and equipment 5,225 |
OTHER RECEIVABLES (Tables)
OTHER RECEIVABLES (Tables) | 12 Months Ended |
Mar. 31, 2022 | |
Other Receivables | |
DISCLOSURE OF DETAILED TRADE AND OTHER RECEIVABLES EXPLANATORY | DISCLOSURE OF DETAILED TRADE AND OTHER RECEIVABLES EXPLANATORY $ 2022 2021 Year ended March 31, $ 2022 2021 Group Other receivables 19,130 4,499 VAT receivable 82,617 17,799 Prepayments 711,209 21,072 Trade and other receivables 812,956 43,370 |
TRADE AND OTHER PAYABLES (Table
TRADE AND OTHER PAYABLES (Tables) | 12 Months Ended |
Mar. 31, 2022 | |
Trade And Other Payables | |
DISCLOSURE OF DETAILED INFORMATION ABOUT PAYABLES AND ACCRUED LIABILITIES EXPLANATORY | DISCLOSURE OF DETAILED INFORMATION ABOUT PAYABLES AND ACCRUED LIABILITIES EXPLANATORY $000 2022 2021 Year ended March 31, $000 2022 2021 Group Trade payable 741,807 210,992 Accruals 457,773 71,093 Bonus accrual 106,570 1,391,069 Trade and other payables 1,306,150 1,673,154 |
CAPITAL AND RESERVES (Tables)
CAPITAL AND RESERVES (Tables) | 12 Months Ended |
Mar. 31, 2022 | |
Capital And Reserves | |
SCHEDULE OF AUTHORIZED ISSUE UNLIMITED NUMBER OF PAR VALUE SHARES | The Company is authorized to issue an unlimited number of nil par value shares of a single class. SCHEDULE OF AUTHORIZED ISSUE UNLIMITED NUMBER OF PAR VALUE SHARES Shares Share capital Issued ordinary shares of US$0.00 each Number $ At 31 March 2020 636,297,049 112,079,984 Shares issued - private placement 36,269,253 230,019 Relative Fair value charge for warrants issued in conjunction with private placement (138,305 ) CLNs issued in lieu of fundraising commission (558,395 ) Options exercised 250,000 15,870 At 31 March 2021 672,816,302 111,629,173 Exercise of warrants 386,512,756 3,470,940 Conversion of CLN 315,086,410 8,876,397 At 31 March 2022 1,374,415,468 123,976,510 |
SHARE OPTIONS AND WARRANTS (Tab
SHARE OPTIONS AND WARRANTS (Tables) | 12 Months Ended |
Mar. 31, 2022 | |
Share Options And Warrants | |
SCHEDULE OF OPTIONS OUTSTANDING AND WEIGHTED AVERAGE EXERCISE PRICE | The Company operates share-based payment arrangements to remunerate Directors and key employees in the form of a share option scheme. It also issues options in lieu of fees to key suppliers and collaborators. The exercise price of the option is normally equal to the market price of an ordinary share in the Company at the date of grant. SCHEDULE OF OPTIONS OUTSTANDING AND WEIGHTED AVERAGE EXERCISE PRICE 2022 2021 Options Weighted Options Weighted Outstanding at 1 April 60,750,000 6.90 19,500,000 5.58 Granted 28,150,000 8.41 42,250,000 7.31 Forfeited (16,500,000 ) 5.91 (750,000 ) 6.21 Exercised - - (250,000 ) 6.21 Outstanding at 31 March 72,400,000 7.49 60,750,000 6.90 Exercisable at 31 March 14,437,500 7.36 9,250,000 6.21 2020 Weighted Options Outstanding at 1 April 5.58 23,000,000 Granted - - Forfeited (5.58 ) (3,500,000 ) Exercised - - Outstanding at 31 March 5.58 19,500,000 Exercisable at 31 March 5.58 4,875,000 |
SCHEDULE OF SHARE OPTIONS OUTSTANDING EXPIRY DATES AND EXERCISE PRICES | Share options outstanding at the end of the year have the following expiry dates and exercise prices: SCHEDULE OF SHARE OPTIONS OUTSTANDING EXPIRY DATES AND EXERCISE PRICES Grant Date Expiry Date Exercise Price Share Options as at 31 March 2022 6 July 2018 6 July 2025 4.5p 2,000 20 August 2020 19 August 2028 15.5p 750 6 January 2021 5 January 2031 5p 40,000 12 January 2021 11 January 2031 7.9p 1,500 15 April 2021 15 April 2031 7.88p 5,000 31 August 2021 31 August 2031 4.9p 14,400 31 January 2022 30 January 2032 8.0p 8,750 Total 72,400 |
SCHEDULE OF SHARE BASED PAYMENT AWARD MODEL INPUTS OPTIONS GRANTED | The model inputs for options granted during the year ended 31 March 2022 valued under the Black Scholes Valuation model are: SCHEDULE OF SHARE BASED PAYMENT AWARD MODEL INPUTS OPTIONS GRANTED Grant Date 15 April 2021 31 August 2021 31 January 2022 Grant date share price 7.7 p 4.9 p 4.8 p Exercise share price 7.9 p 4.9 p 8.0 p Vesting periods 25% each year 25% each year 1.25m options vest 33% each year and 7.5m options have developmental milestone performance conditions Risk free rate 0.35 % 0.30 % 0.97 % Expected volatility 80.20 % 77.7 % 83.0 % Option life 5 5 5 The model inputs for options granted during the year ended 31 March 2021 valued under the Black Scholes Valuation model included: 20 August 2020 6 January 2021 12 January Grant date share price 15.5 p 0.8 p 0.79 p Exercise share price 15.5 p 0.5 p 0.79 p Vesting periods 25% each year 25% each year 33% in 6 months and 67% in 1 year Risk free rate 0.15 % -0.01 % 0.4 0.6 % Expected volatility 77.4 % 77.5 % 66.7 83.7 % Expected option life 5 5 6 1 |
SCHEDULE OF WARRANTS OUTSTANDING AND WEIGHTED AVERAGE EXERCISE PRICE | SCHEDULE OF WARRANTS OUTSTANDING AND WEIGHTED AVERAGE EXERCISE PRICE 31 March 2022 31 March 2021 Warrants Weighted Average exercise price (cents) Warrants Weighted Average exercise price (cents) Outstanding at 1 April 185,022,726 2.1 147,188,766 2.1 Granted 241,781,760 0.5 37,833,960 1.2 Exercised (390,145,396 ) 0.7 - - Outstanding at 31 March 36,659,090 6.11 185,022,726 2.1 Exercisable at 31 March 1,659,090 10.30 149,568,181 1.1 |
SCHEDULE OF INPUTS FOR WARRANTS GRANTED | SCHEDULE OF INPUTS FOR WARRANTS GRANTED 29 May 2020 Grant date share price 1.75 p Exercise share price 0.4 p Risk free rate 0.25 % Expected volatility 79.6 % Expected life 3 |
SCHEDULE OF FAIR VALUE OF WARRANTS IN SERVICES | The Directors have estimated the fair value of the warrants in services provided during the year ending 31 March 2021 using the Black-Scholes valuation model based on the assumptions below. SCHEDULE OF FAIR VALUE OF WARRANTS IN SERVICES July 2020 May 2020 April 2020 Grant date share price 8.3p 2.8p 1.8p Exercise share price 14p 2.8p 0.5p Vesting periods Fully vested 50% of these warrants shall only vest if the 5-day VWAP of the Company exceeds a 100% premium to the Exercise Price, and the remainder shall only vest if the 5-day VWAP of the Company exceeds a 200% premium to the Exercise Price (conditions have been met) Fully vested Risk free rate 0.68% 0.95% 0.22% Expected volatility 88.1% 79.6% 82.4% Expected life 2 3 5 |
CONVERTIBLE INSTRUMENTS CLASS_2
CONVERTIBLE INSTRUMENTS CLASSIFIED AS EQUITY (Tables) | 12 Months Ended |
Mar. 31, 2022 | |
Convertible Instruments Classified As Equity | |
SCHEDULE OF ISSUANCE OF CONVERTIBLE LOAN | SCHEDULE OF ISSUANCE OF CONVERTIBLE LOAN Date Terms Amount $ 29 May 2020 ● 20 0.4 0.4 5 years 541,239 Fees relating to equity fundraise 29 May 2020 issued as CLN ● 20 0.4 0.4 5 years 32,474 27 July 2020 ● 2.15 8.5 4,506,446 17 August 2020 ● 2.15 8.5 1,882,641 3 September 2020 ● 2.15 8.5 663,055 Fees relating to all other equity fundraise issued as CLN ● 2.15 8.5 525,922 8,151,777 |
FINANCIAL INSTRUMENTS (Tables)
FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Mar. 31, 2022 | |
Financial Instruments | |
SUMMARY OF FINANCIAL LIABILITIES BASED ON CONTRACTUAL UNDISCOUNTED PAYMENTS | The table below summarizes the maturity profile of the Group’s financial liabilities based on contractual undiscounted payments: SUMMARY OF FINANCIAL LIABILITIES BASED ON CONTRACTUAL UNDISCOUNTED PAYMENTS $ Less than 3 3 to 12 Total Group 2022 $ Less than 3 3 to 12 Total Trade and other payables 649,624 92,186 741,810 Related party payables 47,041 - 47,041 Total 696,665 92,186 788,851 $ Less than 3 3 to 12 Total Group 2021 $ Less than 3 3 to 12 Total Trade and other payables 110,179 100,813 210,992 Related party payables - - - Total 110,179 100,813 210,992 |
BASIC AND DILUTED LOSS PER SH_2
BASIC AND DILUTED LOSS PER SHARE (Tables) | 12 Months Ended |
Mar. 31, 2022 | |
Basic And Diluted Loss Per Share | |
SUMMARY OF INCOME AND SHARE DATA USED IN THE BASIC AND DILUTED LOSS PER SHARE COMPUTATIONS | Basic loss per share is calculated by dividing the loss attributable to equity holders of the Group by the weighted average number of ordinary shares in issue during the year. SUMMARY OF INCOME AND SHARE DATA USED IN THE BASIC AND DILUTED LOSS PER SHARE COMPUTATIONS Year ended 2022 2021 (Loss) attributable to equity holders of the company ($) (6,268,197 ) (3,353,507 ) Weighted average number of ordinary shares in issue 979,212,888 672,767,629 Basic and dilutive loss per share (cents per share) (0.01 ) (0.01 ) Year ended 2020 (Loss) attributable to equity holders of the company ($) (1,544,059 ) Weighted average number of ordinary shares in issue 595,474,039 Basic and dilutive loss per share (cents per share) (0.00 ) |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Mar. 31, 2022 | |
Leases | |
SCHEDULE OF RIGHT OF USE ASSETS AND LEASE LIABILITY | SCHEDULE OF RIGHT OF USE ASSETS AND LEASE LIABILITY Right-of-use assets Property At 1 April 2021 98,579 Derecognition of right of use asset (97,553 ) Impact of Foreign exchange (1,026 ) At 31 March 2022 - $ At 1 April 2020 30,099 Depreciation of early terminated lease (4,060 ) Early Termination write off (27,069 ) Impact of Foreign exchange 1,030 Additions 104,377 Depreciation of new lease (5,799 ) At 31 March 2021 98,579 Lease Liabilities 31 March 2022 31 March 2021 $ $ At 1 April 98,760 31,689 Lease Liabilities, balance as at the beginning of the year 98,760 31,689 Interest expense 740 Lease payments - (4,542 ) Impact of foreign exchange (1,207 ) - Derecognition of lease liability (97,553 ) - Early Termination write off - (27,887 ) Additions - 104,378 Interest expense - 382 Lease payments - (6,000 ) At 30 April - 98,760 Lease Liabilities, balance as at the beginning of the year - 98,760 |
SCHEDULE OF LEASE LIABILITIES BY CLASSIFICATION | Lease liabilities are presented in the statement of financial position as follows: SCHEDULE OF LEASE LIABILITIES BY CLASSIFICATION 31 March 2022 31 March 2021 $ $ Current - 34,148 Non-current - 64,612 Total - 98,760 |
SCHEDULE OF CONTRACTUAL MATURITIES OF LEASE LIABILITIES | At March 31, 2022 and March 31, 2021, the company had annual commitments under non-cancellable operating leases: SCHEDULE OF CONTRACTUAL MATURITIES OF LEASE LIABILITIES Operating leases which expire: 31 March 2022 31 March 2021 $ $ Within one year 18,713 - Total 18,713 - |
Auditor_s Remuneration (Tables)
Auditor’s Remuneration (Tables) | 12 Months Ended |
Mar. 31, 2022 | |
SCHEDULE OF COMPANY AUDITORS FEES | During the period, the group obtained the following services from the company’s auditors: SCHEDULE OF COMPANY AUDITORS FEES 31 March 2022 31 March 2021 $ $ Fees payable to the company’s auditors for the audit of the parent company and consolidated financial statements 200,773 58,874 Fees payable to the company’s auditors for other services: Audit-related assurance services 148,892 72,637 Total auditor’s remuneration 349,665 131,511 |
Cash and Cash Equivalents (Tabl
Cash and Cash Equivalents (Tables) | 12 Months Ended |
Mar. 31, 2022 | |
Cash And Cash Equivalents | |
SCHEDULE OF CASH AND CASH EQUIVALENT | Cash and cash equivalents consist of the following: SCHEDULE OF CASH AND CASH EQUIVALENT 31 March 2022 31 March 2021 $ $ Cash at bank and in hand: GBP 2,400,817 4,344,740 USD 299,907 2,544,589 2,700,724 6,889,329 |
DISCLOSURE OF ESTIMATED USEFUL
DISCLOSURE OF ESTIMATED USEFUL LIVES (Details) | 12 Months Ended |
Mar. 31, 2022 | |
Furniture and fixtures [member] | |
IfrsStatementLineItems [Line Items] | |
Estimated useful lives | 5 years |
Computer equipment [member] | |
IfrsStatementLineItems [Line Items] | |
Estimated useful lives | 3 years |
ACCOUNTING POLICIES (Details Na
ACCOUNTING POLICIES (Details Narrative) £ in Thousands | 5 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2022 GBP (£) | Mar. 31, 2022 USD ($) | Mar. 31, 2022 GBP (£) | Mar. 31, 2021 USD ($) | Mar. 31, 2020 USD ($) | Aug. 01, 2022 GBP (£) | Mar. 31, 2022 GBP (£) | Mar. 31, 2019 USD ($) | Dec. 31, 2018 GBP (£) | |
IfrsStatementLineItems [Line Items] | |||||||||
Accumulated deficit | $ 112,426,034 | $ 106,003,753 | £ 76,800 | £ 64,000 | |||||
Net loss | 5,431,045 | £ 4,000 | 3,353,507 | $ 1,544,059 | |||||
Net cash used in operating activities | 5,468,065 | £ 4,000 | 1,600,198 | 1,202,066 | |||||
Cash | $ | 2,700,724 | 6,889,329 | $ 235,485 | $ 627,616 | |||||
Current liabilities | $ | $ 1,353,191 | $ 1,707,302 | |||||||
Non-adjusting event [member] | |||||||||
IfrsStatementLineItems [Line Items] | |||||||||
Cash | £ 1,500 | ||||||||
Current liabilities | £ 978 | ||||||||
Rate of cash burn/spend | £ 2,400 |
DISCLOSURE OF DETAILED INFORMAT
DISCLOSURE OF DETAILED INFORMATION ABOUT OPERATING EXPENSES EXPLANATORY (Details) - USD ($) | 12 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2020 | ||
Operating Expenses | ||||
Director fees including bonus (excluding Chairman’s bonus) | $ 707,385 | $ 278,224 | $ 122,101 | |
Chairman’s bonus | 1,160,347 | |||
Auditor’s Remuneration (refer to Note 20) | [1] | 349,665 | 131,511 | 53,402 |
Legal and Professional fees | 1,143,300 | 343,422 | 195,433 | |
(Gain)/Loss on disposal of leases | (179) | |||
FX Gains and losses | (13,577) | 200,061 | 200,061 | |
Depreciation | $ 2,423 | $ 1,512 | $ 212 | |
[1]This has been restated for presentational purposes only to include audit-related assurance services in addition to fees payable to the company’s auditors for the audit of the parent company (being OKYO Pharma Limited) and consolidated financial statements. Refer to note 20 where details of auditor’s remuneration has been disclosed. This has no impact on the primary financial statements. |
DISCLOSURE OF EMPLOYEES COST AN
DISCLOSURE OF EMPLOYEES COST AND NUMBER OF EMPLOYEES EXPLANATORY (Details) | 12 Months Ended | ||
Mar. 31, 2022 USD ($) Integer | Mar. 31, 2021 USD ($) Integer | Mar. 31, 2020 USD ($) Integer | |
IfrsStatementLineItems [Line Items] | |||
Directors’ salaries | $ 707,385 | $ 1,438,571 | $ 122,101 |
Wages and salaries | 323,186 | 121,702 | 229,347 |
Social security costs | 84,449 | 9,543 | 68,740 |
Recruitment Costs | 14,259 | 12,922 | |
Total employee benefits expense | $ 1,129,279 | $ 1,582,739 | $ 420,188 |
Total number of employees | Integer | 7 | 6 | 4 |
Research and development [member] | |||
IfrsStatementLineItems [Line Items] | |||
Total number of employees | Integer | 2 | 1 | 1 |
Corporate and administration [member] | |||
IfrsStatementLineItems [Line Items] | |||
Total number of employees | Integer | 5 | 5 | 3 |
EMPLOYEES INCLUDING OFFICERS (D
EMPLOYEES INCLUDING OFFICERS (Details Narrative) - USD ($) | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2020 | |
Employees Including Officers | |||
Pension contribution | $ 2,622 | $ 2,904 | $ 2,774 |
SCHEDULE OF REMUNERATION OF DIR
SCHEDULE OF REMUNERATION OF DIRECTORS (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2020 | ||
IfrsStatementLineItems [Line Items] | ||||
Directors' fees | $ 283 | $ 158 | $ 122 | |
Bonus | 75 | 1,201 | ||
[custom:DirectorsSalary] | 350 | 85 | ||
Share based payment expenses | 1,589 | 503 | 41 | |
G Cerrone [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Directors' fees | [1] | 164 | 35 | |
Bonus | [1] | 1,160 | ||
[custom:DirectorsSalary] | [1] | |||
Share based payment expenses | [1] | |||
G Jacob [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Directors' fees | [2] | |||
Bonus | [2] | 75 | 41 | |
[custom:DirectorsSalary] | [2] | 350 | 85 | |
Share based payment expenses | [2] | 1,579 | 468 | |
W Simon [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Directors' fees | 44 | 42 | 41 | |
Bonus | ||||
[custom:DirectorsSalary] | ||||
Share based payment expenses | 1 | 2 | 4 | |
K Shailubhai [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Directors' fees | [3] | 18 | 37 | 38 |
Bonus | [3] | |||
[custom:DirectorsSalary] | [3] | |||
Share based payment expenses | [3] | (15) | 17 | 31 |
J Brancaccio [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Directors' fees | [4] | 42 | 31 | |
Bonus | [4] | |||
[custom:DirectorsSalary] | [4] | |||
Share based payment expenses | [4] | 20 | 16 | |
G Macrae [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Directors' fees | [5] | 13 | 8 | |
Bonus | [5] | |||
[custom:DirectorsSalary] | [5] | |||
Share based payment expenses | [5] | |||
B Denoyer [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Directors' fees | [6] | 15 | ||
Bonus | [6] | |||
[custom:DirectorsSalary] | [6] | |||
Share based payment expenses | [6] | $ 4 | ||
L Z ambeletti [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Directors' fees | [7] | 36 | ||
Bonus | [7] | |||
[custom:DirectorsSalary] | [7] | |||
Share based payment expenses | [7] | $ 6 | ||
[1]Gabriele Cerrone’s bonus awarded for $ 1,160 |
SCHEDULE OF REMUNERATION OF D_2
SCHEDULE OF REMUNERATION OF DIRECTORS (Details) (Parenthetical) $ in Thousands | 12 Months Ended |
Mar. 31, 2022 USD ($) | |
G Cerrone [member] | |
IfrsStatementLineItems [Line Items] | |
Bonus awarded | $ 1,160 |
SCHEDULE OF SHARE OPTIONS GRANT
SCHEDULE OF SHARE OPTIONS GRANTED TO DIRECTORS (Details) - shares | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2020 | |
IfrsStatementLineItems [Line Items] | |||
Number of options | 28,150,000 | 42,250,000 | |
Directors [member] | |||
IfrsStatementLineItems [Line Items] | |||
Number of options | 4,575,000 | 40,450,000 | |
Directors [member] | J Brancaccio [member] | |||
IfrsStatementLineItems [Line Items] | |||
Number of options | 325,000 | 450,000 | |
Directors [member] | G Jacob [member] | |||
IfrsStatementLineItems [Line Items] | |||
Number of options | 3,250,000 | 40,000,000 | |
Directors [member] | B Denoyer [member] | |||
IfrsStatementLineItems [Line Items] | |||
Number of options | 1,000,000 |
SCHEDULE OF KEY MANAGEMENT PERS
SCHEDULE OF KEY MANAGEMENT PERSONNEL COMPENSATION (Details) - Key management personnel of entity or parent [member] - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2020 | |
IfrsStatementLineItems [Line Items] | |||
Short-term employee benefits | $ 1,026 | $ 1,455 | $ 351 |
Share based payments | 1,815 | 515 | 41 |
Total | $ 2,841 | $ 1,970 | $ 392 |
SCHEDULE OF TAX CREDIT PERIOD (
SCHEDULE OF TAX CREDIT PERIOD (Details) - USD ($) | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2020 | |
Taxation | |||
Current year tax (credit) | $ (509,282) | $ (24,952) | |
Adjustments in respect of prior periods | (277,239) | (42) | (76,289) |
Origination and reversal of timing differences | |||
Total tax (credit) for the period | (786,521) | (24,994) | (76,289) |
Loss before taxation | (6,045,372) | (3,378,501) | (1,620,347) |
Loss charged at standard rate of corporation tax 19% | (1,181,337) | (641,915) | (307,866) |
Tax losses arising in the year not recognized | 524,870 | 660,594 | 340,114 |
Tax losses surrendered for Research and Development | 667,335 | ||
Expenses not deductible for taxation | 370,306 | 145 | |
Tax increase from effect of capital allowances and depreciation | (3) | (334) | 81 |
Research and Development tax claim | (509,282) | (43,432) | |
Research and Development enhanced expenditure | (377,187) | ||
Research and Development tax credits claimed in respect of previous periods | (277,240) | (42) | (76,289) |
Consolidation adjustment in relation to foreign exchange movements | (3,983) | 135 | (32,504) |
Loans written off |
SCHEDULE OF TAX CREDIT PERIOD_2
SCHEDULE OF TAX CREDIT PERIOD (Details) (Parenthetical) | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2020 | |
Taxation | |||
Corporation tax rate | 19% | 19% | 19% |
TAXATION (Details Narrative)
TAXATION (Details Narrative) - USD ($) | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2020 | |
Taxation | |||
Tax effect of tax losses | $ 15,870,525 | $ 9,411,521 | $ 4,421,886 |
SCHEDULE OF FINANCE COST (Detai
SCHEDULE OF FINANCE COST (Details) - USD ($) | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2020 | |
Finance Income And Costs | |||
Interest income | $ 48,125 | ||
Finance income | 48,125 | ||
Interest expense on lease liabilities | (1,122) | (1,158) | |
Finance costs | $ (1,123) | $ (1,158) |
SCHEDULE OF PROPERTY PLANT AND
SCHEDULE OF PROPERTY PLANT AND EQUIPMENT (Details) - USD ($) | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
IfrsStatementLineItems [Line Items] | ||
Property and equipment, cost, beginning balance | $ 8,343 | $ 1,257 |
Additions | 1,669 | 6,944 |
Disposals | ||
Foreign exchange | (233) | 142 |
Property and equipment, cost, ending balance | 9,779 | 8,343 |
Depreciation, beginning balance | 2,286 | 622 |
Charge in year | 2,331 | 1,593 |
Foreign exchange | (63) | 71 |
Depreciation, ending balance | 4,554 | 2,286 |
Depreciation, net book value | 5,225 | 6,057 |
IT equipment [member] | ||
IfrsStatementLineItems [Line Items] | ||
Property and equipment, cost, beginning balance | 8,343 | 1,257 |
Additions | 1,669 | 6,944 |
Disposals | ||
Foreign exchange | (233) | 142 |
Property and equipment, cost, ending balance | 9,779 | 8,343 |
Depreciation, beginning balance | 2,286 | 622 |
Charge in year | 2,331 | 1,593 |
Foreign exchange | (63) | 71 |
Depreciation, ending balance | 4,554 | 2,286 |
Depreciation, net book value | $ 5,225 | $ 6,057 |
SCHEDULE OF PROPERTY PLANT AN_2
SCHEDULE OF PROPERTY PLANT AND EQUIPMENT LOCATED OPERATING SEGMENT (Details) - USD ($) | Mar. 31, 2022 | Mar. 31, 2021 |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate, Write-down or Reserve [Line Items] | ||
Property, plant and equipment | $ 5,225 | $ 6,057 |
UK [member] | ||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate, Write-down or Reserve [Line Items] | ||
Property, plant and equipment | 2,937 | |
US [member] | ||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate, Write-down or Reserve [Line Items] | ||
Property, plant and equipment | $ 2,289 |
DISCLOSURE OF DETAILED TRADE AN
DISCLOSURE OF DETAILED TRADE AND OTHER RECEIVABLES EXPLANATORY (Details) - USD ($) | Mar. 31, 2022 | Mar. 31, 2021 |
Other Receivables | ||
Other receivables | $ 19,130 | $ 4,499 |
VAT receivable | 82,617 | 17,799 |
Prepayments | 711,209 | 21,072 |
Trade and other receivables | $ 812,956 | $ 43,370 |
OTHER RECEIVABLES (Details Narr
OTHER RECEIVABLES (Details Narrative) | Mar. 31, 2022 USD ($) |
Other Receivables | |
Prepayments receivables | $ 639,635 |
DISCLOSURE OF DETAILED INFORM_2
DISCLOSURE OF DETAILED INFORMATION ABOUT PAYABLES AND ACCRUED LIABILITIES EXPLANATORY (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Mar. 31, 2021 |
Trade And Other Payables | ||
Trade payable | $ 741,807 | $ 210,992 |
Accruals | 457,773 | 71,093 |
Bonus accrual | 106,570 | 1,391,069 |
Trade and other payables | $ 1,306,150 | $ 1,673,154 |
SCHEDULE OF AUTHORIZED ISSUE UN
SCHEDULE OF AUTHORIZED ISSUE UNLIMITED NUMBER OF PAR VALUE SHARES (Details) - USD ($) | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
IfrsStatementLineItems [Line Items] | ||
Balance | $ 5,319,408 | $ (140,114) |
Options exercised | 15,870 | |
Exercise of warrants | 1,460,910 | |
Balance | $ 2,947,402 | $ 5,319,408 |
Issued capital [member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance, shares | 672,816,302 | 636,297,049 |
Balance | $ 111,629,173 | $ 112,079,984 |
Shares issued - private placement, shares | 36,269,253 | |
Shares issued - private placement | $ 230,019 | |
Relative Fair value charge for warrants issued in conjunction with private placement | (138,305) | |
CLNs issued in lieu of fundraising commission | $ (558,395) | |
Options exercised, shares | 250,000 | |
Options exercised | $ 15,870 | |
Exercise of warrants, shares | 386,512,756 | |
Exercise of warrants | $ 3,470,940 | |
Conversion of CLN, shares | 315,086,410 | |
Conversion of CLN | $ 8,876,397 | |
Balance, shares | 1,374,415,468 | 672,816,302 |
Balance | $ 123,976,510 | $ 111,629,173 |
CAPITAL AND RESERVES (Details N
CAPITAL AND RESERVES (Details Narrative) | Mar. 31, 2022 USD ($) shares | Feb. 28, 2022 shares $ / shares | May 31, 2021 shares $ / shares | Mar. 31, 2021 USD ($) shares $ / shares | Jun. 30, 2020 shares $ / shares | Mar. 31, 2020 shares $ / shares | May 31, 2019 shares $ / shares | Mar. 31, 2019 shares |
IfrsStatementLineItems [Line Items] | ||||||||
Ordinary shares were issued | 72,400,000 | 60,750,000 | 19,500,000 | 23,000,000 | ||||
Payment of dividend | $ | $ 0 | $ 0 | ||||||
Loan notes [member] | ||||||||
IfrsStatementLineItems [Line Items] | ||||||||
Ordinary shares were issued | 165,176,000 | 76,605,760 | ||||||
Ordinary shares were issued, per share | $ / shares | $ 0.004 | $ 0.004 | ||||||
Loan notes one [member] | ||||||||
IfrsStatementLineItems [Line Items] | ||||||||
Ordinary shares were issued | 73,304,650 | |||||||
Ordinary shares were issued, per share | $ / shares | $ 0.085 | |||||||
Warrant reserve [member] | ||||||||
IfrsStatementLineItems [Line Items] | ||||||||
Ordinary shares were issued | 238,543,360 | 36,363,636 | ||||||
Ordinary shares were issued, per share | $ / shares | $ 0.0135 | |||||||
Warrant reserve one [member] | ||||||||
IfrsStatementLineItems [Line Items] | ||||||||
Ordinary shares were issued | 72,000,000 | |||||||
Ordinary shares were issued, per share | $ / shares | $ 0.0055 | |||||||
Warrant reserve two [member] | ||||||||
IfrsStatementLineItems [Line Items] | ||||||||
Ordinary shares were issued | 39,605,760 | |||||||
Ordinary shares were issued, per share | $ / shares | $ 0.004 | |||||||
Ordinary shares [member] | ||||||||
IfrsStatementLineItems [Line Items] | ||||||||
Ordinary shares were issued | 250,000 | 36,269,253 | 75,825,130 | 36,363,636 | ||||
Ordinary shares were issued, per share | $ / shares | $ 0.045 | $ 0.005 | $ 1.1 | $ 1.1 |
SCHEDULE OF OPTIONS OUTSTANDING
SCHEDULE OF OPTIONS OUTSTANDING AND WEIGHTED AVERAGE EXERCISE PRICE (Details) | 12 Months Ended | ||
Mar. 31, 2022 shares $ / shares | Mar. 31, 2021 shares $ / shares | Mar. 31, 2020 shares $ / shares | |
Share Options And Warrants | |||
Beginning balance, Options outstanding | shares | 60,750,000 | 19,500,000 | 23,000,000 |
Beginning balance, Weighted Average Exercise price, outstanding | $ / shares | $ 6.90 | $ 5.58 | $ 5.58 |
Options, granted | shares | 28,150,000 | 42,250,000 | |
Weighted Average Exercise price, Granted | $ / shares | $ 8.41 | $ 7.31 | |
Options, forfeited | shares | (16,500,000) | (750,000) | (3,500,000) |
Weighted Average Exercise price, Forfeited | $ / shares | $ 5.91 | $ 6.21 | $ 5.58 |
Options, exercised | shares | (250,000) | ||
Weighted Average Exercise price, Exercised | $ / shares | $ 6.21 | ||
Ending balance, Options outstanding | shares | 72,400,000 | 60,750,000 | 19,500,000 |
Ending balance, Weighted Average Exercise price, outstanding | $ / shares | $ 7.49 | $ 6.90 | $ 5.58 |
Options, Exercisable | shares | 14,437,500 | 9,250,000 | 4,875,000 |
Ending balance, Weighted Average Exercise price, Exercisable | $ / shares | $ 7.36 | $ 6.21 | $ 5.58 |
Weighted average exercise price of share options forfeited in share-based payment arrangement | $ / shares | $ (5.91) | $ (6.21) | $ (5.58) |
Number of share options exercised in share-based payment arrangement | shares | 250,000 |
SCHEDULE OF SHARE OPTIONS OUTST
SCHEDULE OF SHARE OPTIONS OUTSTANDING EXPIRY DATES AND EXERCISE PRICES (Details) | 12 Months Ended | |||||||||
Jan. 31, 2022 $ / shares | Aug. 31, 2021 $ / shares | Apr. 15, 2021 $ / shares | Jan. 12, 2021 $ / shares | Jan. 06, 2021 $ / shares | Aug. 20, 2020 $ / shares | Mar. 31, 2022 shares $ / shares | Mar. 31, 2021 shares | Mar. 31, 2020 shares | Mar. 31, 2019 shares | |
IfrsStatementLineItems [Line Items] | ||||||||||
Exercise Price | $ / shares | $ 8 | $ 4.9 | $ 7.9 | $ 0.79 | $ 0.5 | $ 15.5 | ||||
Share Options, Outstanding | shares | 72,400,000 | 60,750,000 | 19,500,000 | 23,000,000 | ||||||
6 July 2018 [member] | ||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||
Expiration date of outstanding | Jul. 06, 2025 | |||||||||
Exercise Price | $ / shares | $ 4.5 | |||||||||
Share Options, Outstanding | shares | 2,000,000 | |||||||||
20 August 2020 [member] | ||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||
Expiration date of outstanding | Aug. 19, 2028 | |||||||||
Exercise Price | $ / shares | $ 15.5 | |||||||||
Share Options, Outstanding | shares | 750,000 | |||||||||
6 January 2021 [member] | ||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||
Expiration date of outstanding | Jan. 05, 2031 | |||||||||
Exercise Price | $ / shares | $ 5 | |||||||||
Share Options, Outstanding | shares | 40,000,000 | |||||||||
12 January 2021 [member] | ||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||
Expiration date of outstanding | Jan. 11, 2031 | |||||||||
Exercise Price | $ / shares | $ 7.9 | |||||||||
Share Options, Outstanding | shares | 1,500,000 | |||||||||
15 April 2021 [member] | ||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||
Expiration date of outstanding | Apr. 15, 2031 | |||||||||
Exercise Price | $ / shares | $ 7.88 | |||||||||
Share Options, Outstanding | shares | 5,000,000 | |||||||||
31 August 2021 [member] | ||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||
Expiration date of outstanding | Aug. 31, 2031 | |||||||||
Exercise Price | $ / shares | $ 4.9 | |||||||||
Share Options, Outstanding | shares | 14,400,000 | |||||||||
31 January 2022 [member] | ||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||
Expiration date of outstanding | Jan. 30, 2032 | |||||||||
Exercise Price | $ / shares | $ 8 | |||||||||
Share Options, Outstanding | shares | 8,750,000 |
SCHEDULE OF SHARE BASED PAYMENT
SCHEDULE OF SHARE BASED PAYMENT AWARD MODEL INPUTS OPTIONS GRANTED (Details) - $ / shares | Jan. 31, 2022 | Aug. 31, 2021 | Apr. 15, 2021 | Jan. 12, 2021 | Jan. 06, 2021 | Aug. 20, 2020 |
IfrsStatementLineItems [Line Items] | ||||||
Grant date share price | $ 4.8 | $ 4.9 | $ 7.7 | $ 0.79 | $ 0.8 | $ 15.5 |
Exercise share price | $ 8 | $ 4.9 | $ 7.9 | $ 0.79 | $ 0.5 | $ 15.5 |
Vesting periods | 1.25m options vest 33% each year and 7.5m options have developmental milestone performance conditions | 25% each year | 25% each year | 33% in 6 months and 67% in 1 year | 25% each year | 25% each year |
Risk free rate | 0.97% | 0.30% | 0.35% | (0.01%) | 0.15% | |
Expected volatility | 83% | 77.70% | 80.20% | 77.50% | 77.40% | |
Option life | 5 years | 5 years | 5 years | 5 years | 5 years | |
Bottom of range [member] | ||||||
IfrsStatementLineItems [Line Items] | ||||||
Risk free rate | 0.40% | |||||
Expected volatility | 66.70% | |||||
Option life | 6 months | |||||
Top of range [member] | ||||||
IfrsStatementLineItems [Line Items] | ||||||
Risk free rate | 0.60% | |||||
Expected volatility | 83.70% | |||||
Option life | 1 year |
SCHEDULE OF WARRANTS OUTSTANDIN
SCHEDULE OF WARRANTS OUTSTANDING AND WEIGHTED AVERAGE EXERCISE PRICE (Details) | 12 Months Ended | |
Mar. 31, 2022 shares $ / shares | Mar. 31, 2021 shares $ / shares | |
IfrsStatementLineItems [Line Items] | ||
Warrants granted | 147,969,396 | |
Warrants exercised | 147,969,396 | |
Warrant reserve [member] | ||
IfrsStatementLineItems [Line Items] | ||
Warrants outstanding, beginning balance | 185,022,726 | 147,188,766 |
Weighted average exercise price, outstanding beginning balance | $ / shares | $ 2.1 | $ 2.1 |
Warrants granted | 241,781,760 | 37,833,960 |
Weighted average exercise price, granted | $ / shares | $ 0.5 | $ 1.2 |
Warrants exercised | (390,145,396) | |
Weighted average exercise price, exercised | $ / shares | $ 0.7 | |
Warrants outstanding, ending balance | 36,659,090 | 185,022,726 |
Weighted average exercise price, outstanding ending balance | $ / shares | $ 6.11 | $ 2.1 |
Warrants exercisable | 1,659,090 | 149,568,181 |
Weighted average exercise price, exercisable | $ / shares | $ 10.30 | $ 1.1 |
SCHEDULE OF INPUTS FOR WARRANTS
SCHEDULE OF INPUTS FOR WARRANTS GRANTED (Details) - $ / shares | 1 Months Ended | |||||||||
Jan. 31, 2022 | Aug. 31, 2021 | Apr. 15, 2021 | Jan. 12, 2021 | Jan. 06, 2021 | Aug. 20, 2020 | May 29, 2020 | Jul. 31, 2020 | May 31, 2020 | Apr. 30, 2020 | |
IfrsStatementLineItems [Line Items] | ||||||||||
Exercise share price | $ 8 | $ 4.9 | $ 7.9 | $ 0.79 | $ 0.5 | $ 15.5 | ||||
Risk free rate | 0.97% | 0.30% | 0.35% | (0.01%) | 0.15% | |||||
Warrant reserve [member] | ||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||
Grant date share price | $ 1.75 | $ 8.3 | $ 2.8 | $ 1.8 | ||||||
Exercise share price | $ 0.4 | $ 14 | $ 2.8 | $ 0.5 | ||||||
Risk free rate | 25% | 0.68% | 0.95% | 0.22% | ||||||
Expected volatility | 79.60% | 88.10% | 79.60% | 82.40% | ||||||
Expected life | 3 years | 2 years | 3 years | 5 years |
SCHEDULE OF FAIR VALUE OF WARRA
SCHEDULE OF FAIR VALUE OF WARRANTS IN SERVICES (Details) - $ / shares | 1 Months Ended | |||||||||
Jan. 31, 2022 | Aug. 31, 2021 | Apr. 15, 2021 | Jan. 12, 2021 | Jan. 06, 2021 | Aug. 20, 2020 | May 29, 2020 | Jul. 31, 2020 | May 31, 2020 | Apr. 30, 2020 | |
IfrsStatementLineItems [Line Items] | ||||||||||
Exercise price, share options granted | $ 8 | $ 4.9 | $ 7.9 | $ 0.79 | $ 0.5 | $ 15.5 | ||||
Risk free interest rate, share options granted | 0.97% | 0.30% | 0.35% | (0.01%) | 0.15% | |||||
Warrant reserve [member] | ||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||
Weighted average share price, share options granted | $ 1.75 | $ 8.3 | $ 2.8 | $ 1.8 | ||||||
Exercise price, share options granted | $ 0.4 | $ 14 | $ 2.8 | $ 0.5 | ||||||
Vesting periods | Fully vested | 50% of these warrants shall only vest if the 5-day VWAP of the Company exceeds a 100% premium to the Exercise Price, and the remainder shall only vest if the 5-day VWAP of the Company exceeds a 200% premium to the Exercise Price (conditions have been met) | Fully vested | |||||||
Risk free interest rate, share options granted | 25% | 0.68% | 0.95% | 0.22% | ||||||
Expected volatility, share options granted | 79.60% | 88.10% | 79.60% | 82.40% | ||||||
[custom:ExpectedLifeOfWarrants] | 3 years | 2 years | 3 years | 5 years |
SHARE OPTIONS AND WARRANTS (Det
SHARE OPTIONS AND WARRANTS (Details Narrative) | 1 Months Ended | 12 Months Ended | |||||||||
Feb. 28, 2022 shares $ / shares | May 31, 2021 shares $ / shares | Jul. 31, 2020 shares $ / shares | May 31, 2020 shares $ / shares | Apr. 30, 2020 shares $ / shares | Mar. 31, 2020 shares $ / shares | May 31, 2019 shares $ / shares | Mar. 31, 2022 USD ($) shares $ / shares | Mar. 31, 2022 GBP (£) shares | Mar. 31, 2021 USD ($) shares $ / shares | Mar. 31, 2020 shares | |
IfrsStatementLineItems [Line Items] | |||||||||||
Number of option were exercised | 250,000 | ||||||||||
Fair value charge of share option instruments deemed | $ | $ 2,072,515 | $ 2,682,050 | |||||||||
Share based payment charge | $ | 1,718,727 | $ 545,582 | |||||||||
Share based payment charge forfeiture | $ | $ 19,149 | ||||||||||
Weighted average contractual life of options outstanding | 7 years 9 months 7 days | 7 years 9 months 7 days | 8 years 25 days | ||||||||
Warrants granted | 147,969,396 | 147,969,396 | |||||||||
Warrants exercised | 147,969,396 | 147,969,396 | |||||||||
Warrants exercised on cashless basic | 242,716,000 | 242,716,000 | |||||||||
Warrants exercised on issuances | 238,543,360 | 238,543,360 | |||||||||
Proceeds from warrants exercised | £ | £ 1,045,332 | ||||||||||
Convertible loan notes [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Warrants granted | 76,605,760 | ||||||||||
Weighted average exercise price, granted | $ / shares | $ 0.4 | ||||||||||
Warrants exercised | 39,605,760 | ||||||||||
Warrants exercised on cashless basic | 37,000,000 | ||||||||||
Warrants exercised on price reduction offer | $ / shares | $ 0.012 | ||||||||||
Warrants exercised on issuances | 36,445,000 | ||||||||||
Convertible loan notes one [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Warrants granted | 165,176,000 | ||||||||||
Weighted average exercise price, granted | $ / shares | $ 0.4 | ||||||||||
Warrants exercised | 165,176,000 | ||||||||||
Warrants exercised on price reduction offer | $ / shares | $ 0.012 | ||||||||||
Warrants exercised on issuances | 162,698,360 | ||||||||||
Lieu of professional fees [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Warrants granted | 909,090 | ||||||||||
Weighted average exercise price, granted | $ / shares | $ 2.75 | ||||||||||
Lieu of broker-fees [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Warrants granted | 750,000 | ||||||||||
Weighted average exercise price, granted | $ / shares | $ 14 | ||||||||||
Warrant reserve [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Share based payment charge | $ | $ 61,721 | $ 81,914 | |||||||||
Consideration received | $ | $ 35,000,000 | ||||||||||
Warrants exercisable price per share | $ / shares | $ 4.5 | ||||||||||
Warrants exercisable date | Jul. 17, 2023 | Jul. 17, 2023 | |||||||||
Warrants granted | 241,781,760 | 241,781,760 | 37,833,960 | ||||||||
Weighted average exercise price, granted | $ / shares | $ 0.5 | $ 1.2 | |||||||||
Warrants exercised | (390,145,396) | (390,145,396) | |||||||||
Fair value of warrants | $ | $ 43,348 | $ 108,873 | |||||||||
Private placements [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Warrants granted | 39,400,000 | 36,174,870 | 40,000,000 | 36,363,636 | |||||||
Weighted average exercise price, granted | $ / shares | $ 0.012 | $ 0.55 | $ 0.55 | $ 1.35 | |||||||
Private placements one [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Warrants granted | 35,825,130 | ||||||||||
Weighted average exercise price, granted | $ / shares | $ 0.55 |
SCHEDULE OF ISSUANCE OF CONVERT
SCHEDULE OF ISSUANCE OF CONVERTIBLE LOAN (Details) | 12 Months Ended |
Mar. 31, 2022 USD ($) $ / shares | |
IfrsStatementLineItems [Line Items] | |
Issue of convertible instruments | $ | $ 8,151,777 |
29 May 2020 [member] | |
IfrsStatementLineItems [Line Items] | |
Interest rate | 20% |
Conversion price per share | $ 0.4 |
Warrant Exercise per share | $ 0.4 |
Debt term | 5 years |
Issue of convertible instruments | $ | $ 541,239 |
Fees relating to equity fundraise 29 May 2020 issued as CLN [member] | |
IfrsStatementLineItems [Line Items] | |
Interest rate | 20% |
Conversion price per share | $ 0.4 |
Warrant Exercise per share | $ 0.4 |
Issue of convertible instruments | $ | $ 32,474 |
27 July 2020 [member] | |
IfrsStatementLineItems [Line Items] | |
Interest rate | 2.15% |
Conversion price per share | $ 8.5 |
Issue of convertible instruments | $ | $ 4,506,446 |
17 August 2020 [member] | |
IfrsStatementLineItems [Line Items] | |
Interest rate | 2.15% |
Conversion price per share | $ 8.5 |
Issue of convertible instruments | $ | $ 1,882,641 |
03 September 2022 [member] | |
IfrsStatementLineItems [Line Items] | |
Interest rate | 2.15% |
Conversion price per share | $ 8.5 |
Issue of convertible instruments | $ | $ 663,055 |
Fees relating to all other equity fundraise issued as CLN [member] | |
IfrsStatementLineItems [Line Items] | |
Interest rate | 2.15% |
Conversion price per share | $ 8.5 |
Issue of convertible instruments | $ | $ 525,922 |
SUMMARY OF FINANCIAL LIABILITIE
SUMMARY OF FINANCIAL LIABILITIES BASED ON CONTRACTUAL UNDISCOUNTED PAYMENTS (Details) - USD ($) | Mar. 31, 2022 | Mar. 31, 2021 |
IfrsStatementLineItems [Line Items] | ||
Trade and other payables | $ 741,810 | $ 210,992 |
Related party payables | 47,041 | |
Total | 788,851 | 210,992 |
Less Than Three [member] | ||
IfrsStatementLineItems [Line Items] | ||
Trade and other payables | 649,624 | 110,179 |
Related party payables | 47,041 | |
Total | 696,665 | 110,179 |
Three to Twelve Months [member] | ||
IfrsStatementLineItems [Line Items] | ||
Trade and other payables | 92,186 | 100,813 |
Related party payables | ||
Total | $ 92,186 | $ 100,813 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
IfrsStatementLineItems [Line Items] | ||
Loans receivable | $ 0 | $ 11,172 |
Payables to related parties | 47,041 | |
West African Minerals Limited [member] | ||
IfrsStatementLineItems [Line Items] | ||
Write off related party exchange of loan | 17,056,070 | |
Revenue from sale of goods, related party transactions | 3,400,000 | |
Net debt | 3,400,000 | |
Borrowings | 600,000 | |
Payables to related parties | 600,000 | |
Tiziana Life Sciences Ltd [member] | Service agreement [member] | ||
IfrsStatementLineItems [Line Items] | ||
Service received related party transaction | 107,132 | 86,567 |
Amounts Payable related party transaction | $ 47,041 | $ 27,664 |
SUMMARY OF INCOME AND SHARE DAT
SUMMARY OF INCOME AND SHARE DATA USED IN THE BASIC AND DILUTED LOSS PER SHARE COMPUTATIONS (Details) - USD ($) | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2020 | |
Basic And Diluted Loss Per Share | |||
(Loss) attributable to equity holders of the company | $ (6,268,197) | $ (3,353,507) | $ (1,544,059) |
Weighted average number of ordinary shares in issue | 979,212,888 | 672,767,629 | 595,474,039 |
Basic and dilutive loss per share (cents per share) | $ (0.01) | $ (0.01) | $ 0 |
SCHEDULE OF RIGHT OF USE ASSETS
SCHEDULE OF RIGHT OF USE ASSETS AND LEASE LIABILITY (Details) - USD ($) | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Leases | ||
Right-of-use assets, balance as at the beginning of the year | $ 98,579 | $ 30,099 |
Derecognition of right of use asset | (97,553) | 27,069 |
Impact of Foreign exchange | (1,026) | (1,030) |
Right-of-use assets, balance as at the end of the year | 98,579 | |
Depreciation of early terminated lease | (4,060) | |
Early Termination write off | 97,553 | (27,069) |
Impact of Foreign exchange | 1,026 | 1,030 |
Additions | 104,377 | |
Depreciation of new lease | (5,799) | |
Lease Liabilities, balance as at the beginning of the year | 98,760 | 31,689 |
Interest expense | 740 | |
Lease payments | (4,542) | |
Impact of foreign exchange | (1,207) | |
Derecognition of lease liability | (97,553) | |
Early Termination write off | (27,887) | |
Additions | 104,378 | |
Interest expense | 382 | |
Lease payments | (6,000) | |
Lease Liabilities, balance as at the beginning of the year | $ 98,760 |
SCHEDULE OF LEASE LIABILITIES B
SCHEDULE OF LEASE LIABILITIES BY CLASSIFICATION (Details) - USD ($) | Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2020 |
Leases | |||
Current | $ 34,148 | ||
Non-current | 64,612 | ||
Total | $ 98,760 | $ 31,689 |
SCHEDULE OF CONTRACTUAL MATURIT
SCHEDULE OF CONTRACTUAL MATURITIES OF LEASE LIABILITIES (Details) - USD ($) | Mar. 31, 2022 | Mar. 31, 2021 |
IfrsStatementLineItems [Line Items] | ||
Within one year | $ 18,713 | |
Not later than one year [member] | ||
IfrsStatementLineItems [Line Items] | ||
Within one year | $ 18,713 |
Leases (Details Narrative)
Leases (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Leases | ||
Early Termination write off right of use of assets | $ (97,553) | $ 27,069 |
Early Termination write off lease liability | 27,887 | |
initial recognition for right of use asset and lease liability | $ 104,377 |
SCHEDULE OF COMPANY AUDITORS FE
SCHEDULE OF COMPANY AUDITORS FEES (Details) - USD ($) | 12 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2020 | ||
Fees payable to the company’s auditors for the audit of the parent company and consolidated financial statements | $ 200,773 | $ 58,874 | ||
Audit-related assurance services | 148,892 | 72,637 | ||
Total auditor’s remuneration | [1] | $ 349,665 | $ 131,511 | $ 53,402 |
[1]This has been restated for presentational purposes only to include audit-related assurance services in addition to fees payable to the company’s auditors for the audit of the parent company (being OKYO Pharma Limited) and consolidated financial statements. Refer to note 20 where details of auditor’s remuneration has been disclosed. This has no impact on the primary financial statements. |
SCHEDULE OF CASH AND CASH EQUIV
SCHEDULE OF CASH AND CASH EQUIVALENT (Details) - USD ($) | Mar. 31, 2022 | Mar. 31, 2021 |
IfrsStatementLineItems [Line Items] | ||
Cash at bank and in hand | $ 2,700,724 | $ 6,889,329 |
GBP [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Cash at bank and in hand | 2,400,817 | 4,344,740 |
USD [member] | ||
IfrsStatementLineItems [Line Items] | ||
Cash at bank and in hand | $ 299,907 | $ 2,544,589 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) | 12 Months Ended |
Mar. 31, 2022 USD ($) | |
IfrsStatementLineItems [Line Items] | |
Annual license maintenance fee | $ 15,000 |
Annual license maintenance fee, therafter | 10,000 |
Phase I Human Clinical Trial [member] | |
IfrsStatementLineItems [Line Items] | |
Amount of licensed product or service | 300,000 |
Phase II Human Clinical Trial [member] | |
IfrsStatementLineItems [Line Items] | |
Amount of licensed product or service | 600,000 |
Phase III Human Clinical Trial [member] | |
IfrsStatementLineItems [Line Items] | |
Amount of licensed product or service | $ 1,500,000 |
Post Balance Sheet Events (Deta
Post Balance Sheet Events (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | |||
May 19, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2020 | Aug. 15, 2022 | |
IfrsStatementLineItems [Line Items] | |||||
Gross proceeds from public offering | $ 230,019 | $ 990,639 | |||
Non-adjusting event [member] | |||||
IfrsStatementLineItems [Line Items] | |||||
[custom:Bonus-0] | $ 150,000 | ||||
[custom:ShorttermCreditFacility-0] | $ 2,000,000 | ||||
Interest rate | 16% | ||||
Additional interest rate | 4% | ||||
Non-adjusting event [member] | American depository shares [member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Number of shares issued | 625,000 | ||||
Price per share | $ 4 | ||||
Gross proceeds from public offering | $ 2,500,000 |