Silverfin false 31/12/2022 01/01/2022 31/12/2022 J C Bae 06/11/2019 D Klochkov 13/12/2017 11 October 2023 The principal activity of the Company continued to be the wholesale of coffee, tea, cocoa, spices and selling of books during the year. 11109809 2022-12-31 11109809 bus:Director1 2022-12-31 11109809 bus:Director2 2022-12-31 11109809 2021-12-31 11109809 core:CurrentFinancialInstruments 2022-12-31 11109809 core:CurrentFinancialInstruments 2021-12-31 11109809 core:Non-currentFinancialInstruments 2022-12-31 11109809 core:Non-currentFinancialInstruments 2021-12-31 11109809 core:ShareCapital 2022-12-31 11109809 core:ShareCapital 2021-12-31 11109809 core:SharePremium 2022-12-31 11109809 core:SharePremium 2021-12-31 11109809 core:RetainedEarningsAccumulatedLosses 2022-12-31 11109809 core:RetainedEarningsAccumulatedLosses 2021-12-31 11109809 core:OtherResidualIntangibleAssets 2021-12-31 11109809 core:OtherResidualIntangibleAssets 2022-12-31 11109809 core:OfficeEquipment 2021-12-31 11109809 core:OfficeEquipment 2022-12-31 11109809 core:CurrentFinancialInstruments 10 2022-12-31 11109809 core:CurrentFinancialInstruments 10 2021-12-31 11109809 2022-01-01 2022-12-31 11109809 bus:FullAccounts 2022-01-01 2022-12-31 11109809 bus:SmallEntities 2022-01-01 2022-12-31 11109809 bus:AuditExemptWithAccountantsReport 2022-01-01 2022-12-31 11109809 bus:PrivateLimitedCompanyLtd 2022-01-01 2022-12-31 11109809 bus:Director1 2022-01-01 2022-12-31 11109809 bus:Director2 2022-01-01 2022-12-31 11109809 core:OtherResidualIntangibleAssets core:TopRangeValue 2022-01-01 2022-12-31 11109809 core:OfficeEquipment core:TopRangeValue 2022-01-01 2022-12-31 11109809 2021-01-01 2021-12-31 11109809 core:OtherResidualIntangibleAssets 2022-01-01 2022-12-31 iso4217:GBP xbrli:pure

Company No: 11109809 (England and Wales)

AND FLAVOUR LIMITED

Unaudited Financial Statements
For the financial year ended 31 December 2022
Pages for filing with the registrar

AND FLAVOUR LIMITED

Unaudited Financial Statements

For the financial year ended 31 December 2022

Contents

AND FLAVOUR LIMITED

COMPANY INFORMATION

For the financial year ended 31 December 2022
AND FLAVOUR LIMITED

COMPANY INFORMATION (continued)

For the financial year ended 31 December 2022
DIRECTORS J C Bae
D Klochkov
REGISTERED OFFICE Hill House
1 Little New Street
London
EC4A 3TR
United Kingdom
COMPANY NUMBER 11109809 (England and Wales)
ACCOUNTANT Gravita Business Services Limited
Finsgate
5-7 Cranwood Street
London
EC1V 9EE
United Kingdom

ACCOUNTANT'S REPORT TO THE BOARD OF DIRECTORS ON THE PREPARATION OF
THE UNAUDITED STATUTORY FINANCIAL STATEMENTS OF AND FLAVOUR LIMITED

For the financial year ended 31 December 2022

ACCOUNTANT'S REPORT TO THE BOARD OF DIRECTORS ON THE PREPARATION OF
THE UNAUDITED STATUTORY FINANCIAL STATEMENTS OF AND FLAVOUR LIMITED (continued)

For the financial year ended 31 December 2022

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of And Flavour Limited for the financial year ended 31 December 2022 which comprise the Balance Sheet and the related notes 1 to 10 from the Company’s accounting records and from information and explanations you have given us.

We are subject to the ethical and other professional requirements of the Institute of Chartered Accountants in England and Wales (ICAEW) which are detailed at _http://www.icaew.com/en/members/regulations-standards-and-guidance_.

It is your duty to ensure that And Flavour Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and loss of And Flavour Limited. You consider that And Flavour Limited is exempt from the statutory audit requirement for the financial year.

We have not been instructed to carry out an audit or a review of the financial statements of And Flavour Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.

This report is made solely to the Board of Directors of And Flavour Limited, as a body, in accordance with the terms of our engagement letter dated 14 February 2020. Our work has been undertaken solely to prepare for your approval the financial statements of And Flavour Limited and state those matters that we have agreed to state to the Board of Directors of And Flavour Limited, as a body, in this report in accordance with ICAEW Technical Release 07/16 AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than And Flavour Limited and its Board of Directors as a body for our work or for this report.

Gravita Business Services Limited
Accountant

Finsgate
5-7 Cranwood Street
London
EC1V 9EE
United Kingdom

12 October 2023

AND FLAVOUR LIMITED

BALANCE SHEET

As at 31 December 2022
AND FLAVOUR LIMITED

BALANCE SHEET (continued)

As at 31 December 2022
Note 2022 2021
£ £
Fixed assets
Intangible assets 3 1,471 12,243
1,471 12,243
Current assets
Stocks 5 0 438,407
Debtors 6 129,093 343,517
Cash at bank and in hand 83,880 257,969
212,973 1,039,893
Creditors: amounts falling due within one year 7 ( 41,098) ( 45,166)
Net current assets 171,875 994,727
Total assets less current liabilities 173,346 1,006,970
Creditors: amounts falling due after more than one year 8 ( 3,272,679) ( 3,208,387)
Net liabilities ( 3,099,333) ( 2,201,417)
Capital and reserves
Called-up share capital 11 11
Share premium account 383,087 383,087
Profit and loss account ( 3,482,431 ) ( 2,584,515 )
Total shareholders' deficit ( 3,099,333) ( 2,201,417)

For the financial year ending 31 December 2022 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

The financial statements of And Flavour Limited (registered number: 11109809) were approved and authorised for issue by the Board of Directors on 11 October 2023. They were signed on its behalf by:

J C Bae
Director
AND FLAVOUR LIMITED

NOTES TO THE FINANCIAL STATEMENTS

For the financial year ended 31 December 2022
AND FLAVOUR LIMITED

NOTES TO THE FINANCIAL STATEMENTS

For the financial year ended 31 December 2022
1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

And Flavour Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is Hill House, 1 Little New Street, London, EC4A 3TR, United Kingdom.

The financial statements have been prepared under the historical cost convention, and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council.

The functional currency of And Flavour Limited is considered to be pounds sterling because that is the currency of the primary economic environment in which the Company operates.

Going concern

The directors have assessed the Balance Sheet and likely future cash flows at the date of approving these financial statements. The directors note that the business has net liabilities of £3,099,333 which is due to the loans in place to support the Company. These loans were due to be repaid in tranches between 2023 and 2025, however the directors are satisfied that based on latest discussions no loans are required to be repaid within 12 months of the financial statements being signed unless the Company has the funds to do so. The Company has paused trade and as a consequence costs have been minimised with ongoing expenditure being met out of existing cash reserves.

The directors are of the opinion that the matters described above are material uncertainties related to events or conditions that may cast significant doubt upon the Company’s ability to continue as a going concern. However, the directors have a reasonable expectation that the loans will not be required to be repaid within 12 months of the financial statements being signed. Therefore, the directors have a reasonable expectation that the Company will continue in operational existence for a period of at least 12 months from the date of approval of these financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Balance Sheet date are reported at the rates of exchange prevailing at that date.

Exchange differences are recognised in the Profit and Loss Account in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.

Turnover

Turnover is stated net of VAT and trade discounts and is recognised when the significant risks and rewards are considered to have been transferred to the buyer. Turnover from the sale of goods is recognised when the goods are physically delivered to the customer.

Finance costs

Finance costs are charged to the Profit and Loss Account over the term of the debt using the effective interest method so the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Intangible assets

Intangible assets are initially recognised at cost. After recognition, intangible assets are stated at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are amortised on a straight line basis over their estimated useful life, which is considered to be 3 years. The intangible assets relate to brand asset development, trademarks and website costs.

Other intangible assets 3 years straight line
Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets, other than investment properties and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line basis over its expected useful life, as follows:

Office equipment 3 years straight line

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Leases

The Company as lessee
Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.

Non-financial assets
At each balance sheet date, the company reviews its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss.

If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Financial assets
An asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

For financial assets carried at amortised cost, the amount of impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to the net realisable value. Cost includes materials, direct labour and an attributable proportion of manufacturing overheads based on normal levels of activity. Cost is calculated using the FIFO (first-in, first-out) method. Provision is made for obsolete, slow-moving or defective items where appropriate.

Financial instruments

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Financial assets are derecognised when and only when the contractual rights to the cash flows from the financial asset expire or are settled, or the Company transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or the Company, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.

Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

Government grants

Government grants are recognised based on the accrual model and are measured at the fair value of the asset received or receivable. Grants are classified as relating either to revenue or to assets. Grants relating to revenue are recognised in income over the period in which the related costs are recognised. Grants relating to assets are recognised over the expected useful life of the asset. Where part of a grant relating to an asset is deferred, it is recognised as deferred income.

2. Employees

2022 2021
Number Number
Monthly average number of persons employed by the Company during the year, including directors 2 5

3. Intangible assets

Other intangible assets Total
£ £
Cost
At 01 January 2022 123,615 123,615
At 31 December 2022 123,615 123,615
Accumulated amortisation
At 01 January 2022 111,372 111,372
Charge for the financial year 10,772 10,772
At 31 December 2022 122,144 122,144
Net book value
At 31 December 2022 1,471 1,471
At 31 December 2021 12,243 12,243

4. Tangible assets

Office equipment Total
£ £
Cost
At 01 January 2022 8,626 8,626
At 31 December 2022 8,626 8,626
Accumulated depreciation
At 01 January 2022 8,626 8,626
At 31 December 2022 8,626 8,626
Net book value
At 31 December 2022 0 0
At 31 December 2021 0 0

5. Stocks

2022 2021
£ £
Finished goods 0 438,407

Post year end the stock was distributed to charities on behalf of And Flavour Limited, and as such the stock has been written down to a nil value at the year end.

6. Debtors

2022 2021
£ £
Trade debtors 43,517 49,795
Other taxation and social security 7,439 19,691
Other debtors 78,137 274,031
129,093 343,517

7. Creditors: amounts falling due within one year

2022 2021
£ £
Bank loans 9,909 9,702
Trade creditors 13,578 17,343
Other taxation and social security 2,673 6,133
Other creditors 14,938 11,988
41,098 45,166

8. Creditors: amounts falling due after more than one year

2022 2021
£ £
Bank loans 23,231 34,086
Other loans 3,249,448 3,174,301
3,272,679 3,208,387

9. Related party transactions

Remuneration was paid to the directors of £78,333 (2021: £130,000). The directors are the only key management personnel of this Company.

Included within other debtors is an amount of £77,846 (2021: £77,846) owed by And Flavour Korea, a company under common control. This amount is unsecured, interest free and repayable on demand.

Included within other debtors is an amount of £nil (2021: £95,772) relating to services provided by Pharmapack, a shareholder of And Flavour Limited.

Included within other creditors is an amount of £8,748 (2021: £8,748) owed to a director of the Company. This amount is unsecured, interest free and repayable on demand.

10. Ultimate controlling party

Mr D Klochkov is the ultimate controlling party by virtue of his shareholdings.