Årsrapport34209936Grant Thornton, Statsautoriseret RevisionspartnerselskabStockholmsgade, 452100, København Ø2021-01-012021-12-312022-01-012022-12-3134598460Founders A/SSkelbækgade2, 6th1717CopenhagenKøbenhavnwww.founders.asGrant Thornton, Statsautoriseret RevisionspartnerselskabGrant Thornton, Statsautoriseret Revisionspartnerselskab3420993634209936Michael Winther RasmussenJacob Helly Juell-Hansenstatsautoriseret revisorstatsautoriseret revisormne28708mne36169StockholmsgadeStockholmsgade454521002100København ØKøbenhavn ØDanmarkDanmark+45 33 110 220+45 33 110 220info@dk.gt.cominfo@dk.gt.com2023-07-04Christoffer GalboRegnskabsklasse BRevisionspåtegningCaseWare fra Revisorgruppen DanmarkaktionærerneKøbenhavn2023-07-04Copenhagen2023-07-04Grundlag for konklusionKonklusion0053339744574611-5333974-4574611791590210889990-13249876-15464601709808127602930281236269-793890481013491231018471803567161411629-24543600176882007159642809-245436001090000002400000007050642809-2645436007000002967039870149465178590540252153499798800082359651476783673631820610428627187737907653907081212461509246143882192461509246143882190297460226975016586737809891765532330755448164381174418526075369043378503225407160812702930028686700564141751905725729679718977225553966549216789282811262628935766934118220333962332116597204055743124817534055743124817532868670056414175197873123107870554277910293579159021088999040077293304794247500270000425522935747947103101847180356310184718035630872574468954551-19054115096116509239771193373062924012725214308725744-12021757-3773920-182689091-82478371826856340-12025214-12021757700000296703987Tempo ApSApSCopenhagen68.5-2115407-78315Pipetop ApSApSCopenhagen100-34051672886Dixie Software ApSApSCopenhagen100-6190129-166805717695-147449942431964223044201524243196266163167267925938-6697801200500000961165092262771103068646266163167-14009668-14009668-104684380-24478106-1400966878590540252153499LifeX ApSCopenhagen30.1317367336-15644999Tailor Shaped ApSCopenhagen29.462960344-11621451Lernen ApSCopenhagen33.5130558561123781714914029798800022902029667806482359651491402979880003631820636904963-88973850162197019145186521451865214767836718773790599362812871567-1467224104286271042862770812157269765390765390797189776002500030030029973981227619811028000457257296797189772999970071814403472630583322365202007233058632-4816238345492167893321365557159642809-24543600109000000240000000-7233058632481623834-1412470000225553966549216789040200000040200000Today, the Board of Directors and the Executive Board have approved the annual report of Founders A/S for the financial year 1 January - 31 December 2022. The annual report has been prepared in accordance with the Danish Financial Statements Act. We consider the chosen accounting policy to be appropriate, and in our opinion, the financial statements give a true and fair view of the financial position of the Company at 31 December 2022 and of the results of the Company's operations for the financial year 1 January – 31 December 2022. Further, in our opinion, the Management's review gives a true and fair review of the matters discussed in the Management's review. We recommend that the annual report be approved at the Annual General Meeting. Stefano ZorziSimon Sylvest RasmussenSebastian StockmarrJoshua Karjala-SvendsenChristoffer GalboUlrik TrolleStefano ZorziWe have audited the financial statements of Founders A/S for the financial year 1 January - 31 December 2022, which comprise a summary of significant accounting policies, income statement, balance sheet, statement of changes in equity and notes, for the Company. The financial statements are prepared under the Danish Financial Statements Act. In our opinion, the financial statements give a true and fair view of the financial position of the Company at 31 December 2022, and of the results of the Company's operations for the financial year 1 January - 31 December 2022 in accordance with the Danish Financial Statements Act. Basis for Opinion We conducted our audit in accordance with International Standards on Auditing (ISAs) and the additional requirements applicable in Denmark. Our responsibilities under those standards and requirements are further described in the “Auditor’s Responsibilities for the Audit of the Financial Statements” section of our report. We are independent of the Company in accordance with the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (IESBA Code) and the additional ethical requirements applicable in Denmark, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Management is responsible for the preparation of financial statements that give a true and fair view in accordance with the Danish Financial Statements Act, and for such internal control as Management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, Management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting in preparing the financial statements unless Management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. As part of an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by Management. Conclude on the appropriateness of Management’s use of the going concern basis of accounting in preparing the financial statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern. Evaluate the overall presentation, structure and contents of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that gives a true and fair view. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. Statement on Management’s Review Management is responsible for Management’s Review. Our opinion on the financial statements does not cover Management’s Review, and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read Management’s Review and, in doing so, consider whether Management’s Review is materially inconsistent with the financial statements or our knowledge obtained during the audit, or otherwise appears to be materially misstated. Moreover, it is our responsibility to consider whether Management’s Review provides the information required under the Danish Financial Statements Act. Based on the work we have performed, we conclude that Management’s Review is in accordance with the financial statements and has been prepared in accordance with the requirements of the Danish Financial Statement Act. We did not identify any material misstatement of Management’s Review. Description of key activities of the company Founders is a startup studio. We build companies from scratch and attract talented individuals to join and eventually run them. Our mission is to be synonymous with early-stage company building and the ultimate partner for the best people who want to build ambitious, innovative companies. Our partners are either Co-Founders who develop and ultimately lead companies created in our studio, or early-stage teams we invest in and work with applying our platform of expertise. At our core, we are company builders and therefore Founders is a development company rather than an investment company. The company’s owners have a combined tradition of doing business with the priority of long-term value without targeted exit strategies. It is the company’s aim to maintain this mindset in Founders. In addition to Founders, the group consists of portfolio companies where technology is the common denominator. Development in activities and financial matters Income from ordinary activities after tax totals TDKK 7.159.643 against TDKK -24.544 last year. Management considers the net profit for the year satisfactory. The result for the year is significantly impacted by a fair value adjustment of investments in group enterprises, for the purpose of doing a capital decrease for payment to shareholders in values other than cash. Treasury shares During the year, the company acquired 56.857.296 treasury shares. The purchase price amounts to TDKK 141.247. The reason for the purchase was due to a restructuring in ownership. Events occurring after the end of the financial year No events have occurred subsequent to the balance sheet date, which would have material impact on the financial position of the company. The annual report for Founders A/S has been presented in accordance with the Danish Financial Statements Act regulations concerning reporting class B enterprises. Furthermore, the company has decided to comply with certain rules applying to reporting class C enterprises. The accounting policies are unchanged from last year, and the annual report is presented in DKK. No consolidated financial statements have been prepared pursuant to section 112 (1) of the Danish Financial Statements Act. The financial statements of Founders A/S and its group enterprises are included in the consolidated financial statements for Founders Management ApS, København, CVR nr. 34596026. Revenue Revenue comprises the value of services provided during the year, including outlay for customers less VAT and price concessions directly associated with the sale. Revenue is recognised in the income statement on the completion of sales. This is generally considered to be the case when: The service has been provided before the end of the financial year A binding sales agreement exists The sales price has been determined Payment has been received, or is anticipated with a reasonable degree of certainty. This ensures that recognition does not take place until the total income and costs and stage of completion at the reporting date can be reliably validated and it seems probable that the economic benefits, including payments, will flow to the enterprise. Cost of sales Cost of sales comprises costs and consumables less discounts. Other operating income Other operating income comprises items of a secondary nature as regards the principal activities of the enterprise. Other external costs Other external costs comprise costs incurred for distribution, sales, advertising, administration, premises, loss on receivables, and operational leasing costs. Staff costs Staff costs include salaries and wages, including holiday allowances, pensions, and other social security costs, etc., for staff members. Staff costs are less government reimbursements. Depreciation, amortisation, and write-down for impairment Depreciation, amortisation, and write-down for impairment comprise depreciation, amortisation, and write-down for the year and profit and loss on the disposal of intangible and tangible assets. Other operating costs Other operating costs comprise items of secondary nature as regards the principal activities of the enterprise. Financial income and expenses Financial income and expenses are recognised in the income statement with the amounts concerning the financial year. Financial income and expenses comprise interest income and expenses, realised and unrealised gains and losses relating transactions in foreign currency, as well as surcharges and reimbursements under the advance tax scheme, etc. Results from investments in group enterprises and participating interest Dividend from investments in group enterprises and participating interest is recognised in the financial year in which the dividend is declared. Tax on net profit or loss for the year Tax for the year comprises the current income tax for the year and changes in deferred tax and is recognised in the income statement with the share attributable to the net profit or loss for the year and directly in equity with the share attributable to entries directly in equity. The company is subject to Danish rules on compulsory joint taxation of Danish group enterprises. The company acts as an administration company in relation to the joint taxation. This means that the total Danish tax payable by the Danish consolidated companies is paid to the tax authorities by the company. The current Danish income tax is allocated among the jointly taxed companies proportional to their respective taxable income (full allocation with reimbursement of tax losses). Impairment loss relating to non-current assets The carrying amount of fixed assets as well as equity investments in group enterprises og participating interest are subject to annual impairment tests in order to disclose any indications of impairment beyond those expressed by amortisation and depreciation respectively. If indications of impairment are disclosed, impairment tests are carried out for each individual asset or group of assets, respectively. write-down for impairment is done to the recoverable amount if this value is lower than the carrying amount. The recoverable amount is the higher value of value in use and selling price less expected selling cost. The value in use is calculated as the present value of the expected net cash flows from the use of the asset or the asset group and expected net cash flows from the sale of the asset or the asset group after the end of their useful life. Investments in group enterprises and participating interest Investments in group enterprises and participating interest are recognised and measured at cost. If the recoverable amount is lower than the cost price, it shall be written down for impairment to this lower value. Other equity investments Other equity investments are measured at cost. Write-down for impairment is done to the recoverable amount if this value is lower than the carrying amount. Deposits Deposits are measured at amortised cost and represent lease deposits, etc. Receivables Receivables are measured at amortised cost, which usually corresponds to nominal value. In order to meet expected losses, impairment takes place at the net realisable value. Prepayments and accrued income Prepayments and accrued income recognised under assets comprise incurred costs concerning the following financial year. Cash and cash equivalents Cash and cash equivalents comprise cash at bank and on hand. EquityDividend Dividend expected to be distributed for the year is recognised as a separate item under equity. Income tax and deferred tax As administration company, Founders A/S is liable to the tax authorities for the subsidiaries' corporate income taxes. Current tax liabilities and current tax receivable are recognised in the statement of financial position as calculated tax on the taxable income for the year, adjusted for tax of previous years' taxable income and for tax paid on account. The company is jointly taxed with consolidated Danish companies. The current corporate income tax is distributed between the jointly taxed companies in proportion to their taxable income and with full distribution with reimbursement as to tax losses. The jointly taxed companies are comprised by the Danish tax prepayment scheme. Joint taxation contributions payable and receivable are recognised in the statement of financial position as ”Income tax receivable” or “Income tax payable”. Deferred tax is measured on the basis of temporary differences in assets and liabilities with a focus on the statement of financial position. Deferred tax is measured at net realisable value. Adjustments take place in relation to deferred tax concerning elimination of unrealised intercompany gains and losses. Deferred tax is measured based on the tax rules and tax rates applying under the legislation prevailing in the respective countries on the reporting date when the deferred tax is expected to be released as current tax. Changes in deferred tax due to changed tax rates are recognised in the income statement, except for items included directly in the equity. Deferred tax assets, including the tax value of tax losses allowed for carryforward, are recognised at the value at which they are expected to be realisable, either by settlement against tax of future earnings or by set-off in deferred tax liabilities within the same legal tax unit. Any deferred net tax assets are measured at net realisable value. Liabilities other than provisions Other liabilities concerning payables to suppliers, group enterprises, and other payables are measured at amortised cost which usually corresponds to the nominal value. 1. Uncertainties concerning recognition and measurement In the 2022 financial statements of Founders A/S the investments in group enterprises, participating interests and other financial assets comprise investments in unlisted companies within the venture environment. The book value of investment in and receivable from above mentioned investments, amount to DKK 245.386 thousand measured at cost. The valuation is associated with uncertainty as the companies are in a growth phase focusing on scaling the business rather than profit generation. Due to this, there is particular uncertainty linked to the measurement of part of these assets with a book value of DKK 79.586 thousand. The uncertainty is due to binary factors of expected success or risk of failure of the investments. Financial assets are measured at cost less impairments. If any of the companies fail to meet expectations and get further growth investments, the value of each investment is expected to be less than book value and the investment will get impaired. As we have no indications that any of the investments will fail, we believe that it is true and fair not to make any further impairments. Measuring the book value of financial assets at cost less impairments, is purely a result of a prudent mindset, rather than a reflection of our expectations for the development of the assets. 17. Contingencies Contingent liabilities The company has entered into operational lease contracts concerning the it's offices, with an avarage annual lease payment of TDKK 1.697. The lease has 8 months left to run, and the total outstanding lease payment is TDKK 1.312. The company has provided security of TDKK 980 in order to secure credit facilities regarding participating interest Tailor Shaped ApS. Joint taxation The company acts as administration company for the group of companies subject to the Danish scheme of joint taxation and is unlimitedly, jointly, and severally liable, along with the other jointly taxed companies, to pay the total corporation tax. The company is unlimitedly, jointly, and severally liable, along with the other jointly taxed companies, for any obligations to withhold tax on interest, royalties, and dividends. 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