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REGISTERED NUMBER: 12650877 (England and Wales)















STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2023

FOR

MEDICOM HEALTHPRO LIMITED

MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877)






CONTENTS OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2023




Page

Company Information 1

Strategic Report 2

Report of the Directors 5

Report of the Independent Auditors 7

Income Statement 10

Other Comprehensive Income 11

Balance Sheet 12

Statement of Changes in Equity 13

Notes to the Financial Statements 14


MEDICOM HEALTHPRO LIMITED

COMPANY INFORMATION
FOR THE YEAR ENDED 31 JULY 2023







DIRECTORS: G Laverdure
R Reuben





REGISTERED OFFICE: 7 St John's Road
Harrow
Middlesex
HA1 2EY





REGISTERED NUMBER: 12650877 (England and Wales)





AUDITORS: Macalvins Limited
Chartered Accountants
and Statutory Auditors
7 St John's Road
Harrow
Middlesex
HA1 2EY

MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877)

STRATEGIC REPORT
FOR THE YEAR ENDED 31 JULY 2023

The directors present their strategic report for the year ended 31 July 2023.

REVIEW OF THE COMPANY'S BUSINESS
Medicom Healthpro Limited ('Medicom Healthpro') was incorporated on 8 June 2020 and forms part of the Medicom Group, one of the world's leading manufacturers and distributors of medical and respiratory masks and suppliers of infection control products to the dental, industrial and medical sectors. The Company's business objective is dedicated to supplying trusted high-quality infection control and patient care products, delivering the highest levels of customer satisfaction.

Since the beginning of the COVID-19 pandemic, Medicom Group has been committed to doing whatever it takes to ensure ongoing supply of high-quality personal protective equipment ('PPE') for our customers and to help to keep front-line workers around the world safe. As part of the commitment globally Medicom secured an 18 month agreement with the Department of Health and Social Care ('DHSC') to supply medical grade FFP3 and TYPEIIR masks and incorporated Medicom Healthpro to establish a production facility in the UK.

Following the ending of the DHSC contract in February 2022, no new contracts with the DHSC, or other parties, have been agreed and the directors are unsure as to whether or when any significant new contracts will be secured. Accordingly, the directors have not prepared the financial statements on a going concern basis. This has had no effect on the assets or liabilities in the financial statements.

The directors have received confirmation that the group will continue to support the company in order that it can continue to meet its ongoing financial obligations and in this regard the directors are satisfied that the company remains solvent.

Subsequent to the balance sheet date the company has received advances of £1,745,000 from group companies in order to pay outstanding corporation tax liabilities and to pay ongoing financial obligations.

PRINCIPAL RISKS AND UNCERTAINTIES
The UK stockpiles of excess PPE since the second half of 2021 has led to a decline in demand for manufactured medical and respiratory masks. The challenge for the Company now is to secure additional customers outside of the exiting government contract which ended in February 2022.

As a market leader within the industry, the Directors believe that there is significant scope to develop and grow the business in future periods. The challenge is around when the PPE market will recover, stabilise, and commence preparations for potential future pandemic events.

The board has a proactive approach to risk management with the aim of protecting its employees, customers and safeguarding the interests of the Company and its shareholders.

The Company's financial instruments comprise of cash, trade debtors and creditors that arise directly from operations. It has been agreed by the board that during the year under review that no trading in financial instruments would be undertaken. There are no significant risks arising directly from the Company's financial instruments and the directors have considered risk as follows;

Liquidity - cash is managed on a daily basis to ensure the Company has adequate funds to meet its operational needs. The Directors are satisfied that with Group support the Company does not have any significant liquidity exposure.

Credit Risk - the Company has a trading policy that requires a reasonable due diligence on potential customers before sales are made. This includes conducting financial checks before sales are made.

Interest Rate Risk - as the Company is not reliant on external finance outside of the Group and the Company is not exposed to any fluctuations in interest rates.

Foreign Currency Risk - the Company does not enter into forward exchange transactions and therefore the risk is limited to only currency rate fluctuations.


MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877)

STRATEGIC REPORT
FOR THE YEAR ENDED 31 JULY 2023

CORPORATE SOCIAL RESPONSIBILITY
Our Corporate Social Responsibility philosophy is rooted in our core values of Accountability, Empathy, Customer Centricity and Teamwork. This means operating in ways that meet fundamental responsibilities in the areas of human rights, employees, environment, and anti-corruption.

Medicom Group is focussed on safeguarding the well-being of people around the world, be it by providing quality personal protective equipment, maintaining safe work environments, or contributing to community development through our philanthropic work.

We fulfil this commitment by;

- Manufacturing and distributing only high-quality products to healthcare professionals and consumers.
- Fostering an environment of psychological and physical well-being for all our employees and partners, free of discrimination or
harassment and upholding the highest standards of safety.
- Promoting a diverse and inclusive culture where employees know they are valued, respected, and empowered to bring forward
different perspectives.
- Developing a learning organization that supports employee development.
- Building up and supporting our communities through donations of time, products, and financial support.

The Directors recognise that they have an important role in assessing and monitoring that the desired culture is imbedded in the values, attitudes and behaviours we demonstrate.

RESEARCH AND DEVELOPMENT
Research and Development activities are focused on raw material research, continuous improvement and new machine development projects. This knowledge is shared at Group level. Research and Development costs are incurred by other group companies. There were no material research and development costs incurred by the company in the period.

FINANCIAL PERFORMANCE
The turnover for the year amounted to £335,406 (2022: £153,529,810) with an operating loss of £2,139,291 (2022: operating profit of £108,114,618) and with a loss for the financial year of £2,045,670 (2021: profit of £86,568,318).

Establishing the UK manufacturing facility and the installation of the infrastructure, machinery, equipment and operational facilities has required an investment of £14,745,630 in fixed assets during the period. These have now been fully depreciated.

At the balance sheet date the Company had net liabilities of £595,447 (2022: net assets of £1,450,223).

The Company has not required external credit facilities and has been funded by Group loans and facilities. At the balance sheet date the Company owed £190,990 to Group companies (2022: £3,530,554).

KEY PERFORMANCE INDICATORS
Sales revenues:
2023 - £335,406
2022 - £153,529,810

Operating profit/loss:
2023 - £2,139,291 (loss)
2022 - £108,837,301 (profit)

Cash and cash equivalents:
2023 - £755,360
2022 - £2,842,256

Net assets/liabilities:
2023 - £595,447 (net liabilities)
2022 - £1,450,223 (net assets)


MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877)

STRATEGIC REPORT
FOR THE YEAR ENDED 31 JULY 2023

OUTLOOK
The government contract secured in 2020 was phased over an 18 months period which ended in February 2022 after which the Company expected a significant decrease in trading as the peak of the pandemic crisis has passed. Medicom was awarded a place on the NHS framework agreement which means the Company is positioned to bid for supplier agreements with individual NHS healthcare providers.

With the significant decrease in the demand for personal protective equipment since the end of the COVID-19 pandemic, management is looking for new sales opportunities. To date no new contracts with the DHSC or other parties have been agreed and the directors are unsure as to whether and when any significant new contracts will be secured.

The manufacturing site has now been closed and any future orders secured will be fulfilled through supplies acquired from other group companies.

ON BEHALF OF THE BOARD:





R Reuben - Director


29 July 2024

MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 JULY 2023

The directors present their report with the financial statements of the company for the year ended 31 July 2023.

PRINCIPAL ACTIVITY
Medicom Healthpro Limited is a supplier of personal protective equipment (PPE) and was established as part of the expansion plan of the Medicom Group, one of the world's leading manufacturers and distributors of high-quality, single-use, preventive and infection control products for the medical, dental, industrial, animal health, laboratory, retail and health and wellness markets. The COVID-19 pandemic highlighted the importance of securing local supply of personal protective equipment, and the British Government was one of a number of countries seeking to partner directly with Medicom.

Since the demand for personal protective equipment has declined since the peak of the COVID-19 pandemic, management is looking for new sales opportunities. Following the end of the Department of Health and Social Care ("DHSC") contract in February 2022, to date no new contracts with the DHSC or other parties have been agreed and the directors are unsure as to whether and when any significant new contracts will be secured.

The manufacturing site has now been closed and any future orders secured will be fulfilled through supplies acquired from other group companies.

DIVIDENDS
No dividends will be distributed for the year ended 31 July 2023.

EVENTS SINCE THE END OF THE YEAR
Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 August 2022 to the date of this report.

G Laverdure
R Reuben

Other changes in directors holding office are as follows:

Ms V Longden - resigned 10 December 2022

GOING CONCERN
Following the ending of the Department of Health & Social Care ("DHSC") contract in February 2022, no new contracts with the DHSC, or other parties, have been agreed and the directors are unsure as to whether or when any significant new contract will be secured. Accordingly, the directors have not prepared the financial statements on a going concern basis. This has had no effect on the assets or liabilities in the financial statements.

The directors have received confirmation that the group will continue to support the company in order that it can continue to meet its ongoing financial obligations and in this regard the directors are satisfied that the company remains solvent.

Subsequent to the balance sheet date the company has received advances of £1,745,000 from group companies in order to pay outstanding corporation tax liabilities and to pay ongoing financial obligations.

ENGAGEMENT WITH EMPLOYEES
The Company operates a policy of transparency to consult and discuss with employees information on matters of concern which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the Company's performance.

Communication is through regular briefings, meetings and written notices on matters likely to affect the employees interests

ENGAGEMENT WITH CUSTOMERS, SUPPLIERS AND OTHERS
The Directors believe that fostering business relationships with suppliers and customers is key to the ongoing success and growth of the business. The Board ensures they have visibility and involvement in all key stakeholder relationships so that proper consideration of those relationships can be taken account of when making decisions.


MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 JULY 2023

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS
The auditors, Macalvins Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





R Reuben - Director


29 July 2024

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
MEDICOM HEALTHPRO LIMITED

Opinion
We have audited the financial statements of Medicom Healthpro Limited (the 'company') for the year ended 31 July 2023 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the company's affairs as at 31 July 2023 and of its loss for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Emphasis of matter - non-going concern basis of preparation
We draw attention to the disclosures made in notes 2 and 21 to the financial statements which explain that the financial statements are not prepared on the going concern basis.

As stated in those notes, following the ending of the Department of Health & Social Care ("DHSC") contract in February 2022, no new contracts with the DHSC, or other parties, have been agreed and the directors are unsure as to whether or when any significant new contract will be secured. Accordingly, the directors have not prepared the financial statements on a going concern basis.

Our opinion is not modified in respect of this matter.

Other information
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
- the financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
MEDICOM HEALTHPRO LIMITED


Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page six, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine 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, the directors are 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 unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements
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 a Report of the Auditors 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 (UK) 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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

- the nature of the industry and sector, control environment and business performance including the design of the
company's remuneration policies, key drivers for directors’ remuneration, bonus levels and performance targets;
- results of our enquiries of management about their own identification and assessment of the risks of irregularities;
- identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of
non compliance;
- detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or
alleged fraud;
- the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;

These matters were discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

We also obtained an understanding of the legal and regulatory frameworks that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act and local tax legislation.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it.

In addition, as with any audit, there remained a higher risk of non-detection of fraud, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
MEDICOM HEALTHPRO LIMITED


Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.




Colin D. Ford B Com FCA (Senior Statutory Auditor)
for and on behalf of Macalvins Limited
Chartered Accountants
and Statutory Auditors
7 St John's Road
Harrow
Middlesex
HA1 2EY

30 July 2024

MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877)

INCOME STATEMENT
FOR THE YEAR ENDED 31 JULY 2023

31.7.23 31.7.22
Notes £    £   

TURNOVER 4 335,406 153,529,810

Cost of sales 1,662,822 34,586,930
GROSS (LOSS)/PROFIT (1,327,416 ) 118,942,880

Administrative expenses 811,875 10,828,262
OPERATING (LOSS)/PROFIT 6 (2,139,291 ) 108,114,618

Interest receivable and similar income - 722,683
(2,139,291 ) 108,837,301

Interest payable and similar expenses 7 86,361 145
(LOSS)/PROFIT BEFORE TAXATION (2,225,652 ) 108,837,156

Tax on (loss)/profit 8 (179,982 ) 22,268,838
(LOSS)/PROFIT FOR THE FINANCIAL
YEAR

(2,045,670

)

86,568,318

MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877)

OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JULY 2023

31.7.23 31.7.22
Notes £    £   

(LOSS)/PROFIT FOR THE YEAR (2,045,670 ) 86,568,318


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

(2,045,670

)

86,568,318

MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877)

BALANCE SHEET
31 JULY 2023

31.7.23 31.7.22
Notes £    £   
CURRENT ASSETS
Stocks 11 - 496,188
Debtors 12 433,361 6,457,351
Cash and cash equivalents 755,360 2,842,256
1,188,721 9,795,795
CREDITORS
Amounts falling due within one year 13 1,784,168 8,345,572
NET CURRENT (LIABILITIES)/ASSETS (595,447 ) 1,450,223
TOTAL ASSETS LESS CURRENT
LIABILITIES

(595,447

)

1,450,223

CAPITAL AND RESERVES
Called up share capital 15 1,000 1,000
Retained earnings 16 (596,447 ) 1,449,223
SHAREHOLDERS' FUNDS (595,447 ) 1,450,223

The financial statements were approved by the Board of Directors and authorised for issue on 29 July 2024 and were signed on its behalf by:





R Reuben - Director


MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877)

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JULY 2023

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 August 2021 1,000 72,735,240 72,736,240

Changes in equity
Dividends - (157,854,335 ) (157,854,335 )
Total comprehensive income - 86,568,318 86,568,318
Balance at 31 July 2022 1,000 1,449,223 1,450,223

Changes in equity
Total comprehensive income - (2,045,670 ) (2,045,670 )
Balance at 31 July 2023 1,000 (596,447 ) (595,447 )

MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877)

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2023

1. STATUTORY INFORMATION

Medicom Healthpro Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. ACCOUNTING POLICIES

Accounting convention
These financial statements have been prepared in accordance with FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" ("FRS 102") and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The principal accounting policies adopted are set out below.

Financial Reporting Standard 102 - reduced disclosure exemptions
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions o from the following disclosure requirements:

Section 7 'Statement of Cash Flows': Presentation of a statement of cash flow and related notes and disclosures;
Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instrument Issues': Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 'Share based Payment': Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 'Related Party Disclosures': Compensation for key management personnel, transactions with wholly owned subsidiaries within the group.

Going concern
Following the ending of the Department of Health & Social Care ("DHSC") contract in February 2022, no new contracts with the DHSC, or other parties, have been agreed and the directors are unsure as to whether or when any significant new contract will be secured. Accordingly, the directors have not prepared the financial statements on a going concern basis. This has had no effect on the assets or liabilities in the financial statements.

Turnover
Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates and value added tax. Turnover is recognised when goods are shipped and when the customer takes ownership and assumes risk of loss, collection of the related receivable is probable, persuasive evidence of an arrangement exists and the sales price is fixed or determinable. Sales incentives for which there are no identifiable benefits received are recorded as a reduction of turnover.

Prepayments for goods not shipped are recorded as deferred income.

MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 JULY 2023

2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Tangible fixed assets are stated at cost, less accumulated depreciation.

Depreciation is provided using the straight-line method, over the length of the Government Contract:

Leasehold improvements - 18 months
Machinery and equipment - 18 months
Furniture and fixtures - 18 months
Computer equipment - 18 months

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.

Tangible fixed assets, which are subject to depreciation, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability is measured by a comparison of the asset's carrying amount to the estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of the asset exceeds its estimated future cash flows, an impairment charge is recognised for the amount by which the carrying amount of the asset exceeds the fair value of the asset. When quoted market prices are not available, the Company uses the expected future cash flows discounted at a rate commensurate with the risks associated with the recovery of the asset as an estimate of fair value.

Stocks
Raw Material stocks are estimated at the lower of cost and net realisable value. Cost is based on the average cost of purchase. At the balance sheet date, stocks are assessed for impairment, the impairment loss is recognised in the profit and loss account immediately.

Finished Goods stocks are estimated at the lower of standard cost and net realisable value. At the balance sheet date, stocks are assessed for impairment, if the stock is impaired, the carrying amount is reduced to selling price less costs to complete and sell. The impairment loss is recognised in the profit and loss account immediately.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

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

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

The Company operates a defined contribution plan for its employees. The Company pays fixed contributions into a separate entity, once the contributions have been paid the Company has no further payment obligations.

The contributions are recognized as an expense in the profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 JULY 2023

2. ACCOUNTING POLICIES - continued

Financial instruments
The company only enters into basic financial instrument transactions that result in the recognition of the financial assets and liabilities like trade and other debtors and creditors. Debt instruments are classified according to whether they are payable or receivable within one year.

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at the annual board meeting.

Foreign exchange
Monetary items denominated in a foreign currency and non-monetary items carried at market value are adjusted at the balance sheet date to reflect the exchange rate in effect at that date. Exchange gains and losses are included in the determination of net earnings for the year.

Monetary related party transactions and non-monetary related party transactions that have commercial substance are measured at the exchange amount when they are in the normal course of business, except when the transaction is not of a product or property held for sale in the normal course of operations. Where the transaction is not in the normal course of operations, it is measured at the exchange amount when there is a substantive change in the ownership of the item transferred and there is independent evidence of the exchange amount. All other related party transactions are measured at the carrying amount.

3. JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Company's accounting policies, management is required to make judgements, estimates and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

There are no key sources of estimation uncertainty that have a significant effect on the amount recognised in the financial statements.

4. TURNOVER

The turnover and loss (2022 - profit) before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

31.7.23 31.7.22
£    £   
Sales of goods 335,406 153,529,810
335,406 153,529,810

An analysis of turnover by geographical market is given below:

31.7.23 31.7.22
£    £   
United Kingdom 335,406 153,290,193
France - 239,617
335,406 153,529,810

MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 JULY 2023

5. EMPLOYEES AND DIRECTORS
31.7.23 31.7.22
£    £   
Wages and salaries 554,676 4,254,382
Social security costs 74,894 400,503
Other pension costs 54,345 243,019
683,915 4,897,904

The average number of employees during the year was as follows:
31.7.23 31.7.22

Manufacturing 2 99
Sales and administration 9 34
11 133

None of the directors received any payments during the period in relation to their services as statutory directors of the Company. The directors are employed by other companies within the Medicom Group and therefore received no remuneration (including emoluments, long term incentive schemes and contributions to pension schemes) from Medicom Healthpro Limited, and the Directors consider that their services to the Company are inconsequential to attract a notional charge.

6. OPERATING (LOSS)/PROFIT

The operating loss (2022 - operating profit) is stated after charging/(crediting):

31.7.23 31.7.22
£    £   
Depreciation - owned assets - 7,212,368
Profit on disposal of fixed assets (198,000 ) (18,000 )
Auditors' remuneration 10,000 117,487
Auditors' remuneration for non audit work 4,550 12,137
Foreign exchange differences (13,126 ) (12,292,736 )

7. INTEREST PAYABLE AND SIMILAR EXPENSES
31.7.23 31.7.22
£    £   
Loan & other interest 86,361 145

8. TAXATION

Analysis of the tax (credit)/charge
The tax (credit)/charge on the loss for the year was as follows:
31.7.23 31.7.22
£    £   
Current tax:
UK corporation tax (718,358 ) 21,285,246
Corporation tax adjustment to prior period 538,376 102,397
Total current tax (179,982 ) 21,387,643

Deferred tax - 881,195
Tax on (loss)/profit (179,982 ) 22,268,838

MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 JULY 2023

8. TAXATION - continued

Reconciliation of total tax (credit)/charge included in profit and loss
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

31.7.23 31.7.22
£    £   
(Loss)/profit before tax (2,225,652 ) 108,837,156
(Loss)/profit multiplied by the standard rate of corporation tax in the UK of 19%
(2022 - 19%)

(422,874

)

20,679,060

Effects of:
Expenses not deductible for tax purposes - 106
Capital allowances in excess of depreciation (286,907 ) -
Depreciation in excess of capital allowances - 984,062
Adjustments to tax charge in respect of previous periods 538,376 102,397
Impact of rate difference between deferred and current tax - (384,774 )
Deferred tax asset derecognised - 881,195
Other timing differences (8,577 ) 6,792
Total tax (credit)/charge (179,982 ) 22,268,838

9. DIVIDENDS
31.7.23 31.7.22
£    £   
Ordinary shares of £1 each
Interim - 157,854,335

10. TANGIBLE FIXED ASSETS
Improvements Fixtures
to Plant and and Computer
property machinery fittings equipment Totals
£    £    £    £    £   
COST
At 1 August 2022 4,590,843 9,731,951 206,357 216,479 14,745,630
Disposals (4,590,843 ) (1,106,376 ) - - (5,697,219 )
At 31 July 2023 - 8,625,575 206,357 216,479 9,048,411
DEPRECIATION
At 1 August 2022 4,590,843 9,731,951 206,357 216,479 14,745,630
Eliminated on disposal (4,590,843 ) (1,106,376 ) - - (5,697,219 )
At 31 July 2023 - 8,625,575 206,357 216,479 9,048,411
NET BOOK VALUE
At 31 July 2023 - - - - -
At 31 July 2022 - - - - -

11. STOCKS
31.7.23 31.7.22
£    £   
Raw materials - 901,896
Finished goods 321,092 592,862
Stock provision (321,092 ) (998,570 )
- 496,188

There was no significant difference between the replacement cost of stocks and their carrying value.

MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 JULY 2023

12. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.7.23 31.7.22
£    £   
Trade debtors 25,431 2,319,389
Amounts owed by group undertakings 209,569 670,000
VAT 142,074 3,192,504
Prepayments and accrued income 56,287 275,458
433,361 6,457,351

13. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.7.23 31.7.22
£    £   
Trade creditors 239,082 1,652,633
Amounts owed to group undertakings 190,990 3,530,554
Corporation Tax payable 883,202 976,823
Social security and other taxes 70,565 17,756
Accruals and deferred income 400,329 2,167,806
1,784,168 8,345,572

14. LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:
31.7.23 31.7.22
£    £   
Within one year - 754,499
Between one and five years - 730,622
- 1,485,121

The company's lease at Brackmills Industrial Estate, Northampton terminated on 31 July 2023 following the exercise of a break clause in the lease.

15. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.7.23 31.7.22
value: £    £   
1,000 Ordinary £1 1,000 1,000

16. RESERVES
Retained
earnings
£   

At 1 August 2022 1,449,223
Deficit for the year (2,045,670 )
At 31 July 2023 (596,447 )

17. PENSION COMMITMENTS

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the Company in an independently administered fund.

The charge to profit or loss in respect of defined contribution schemes was £54,345 (2022: £243,019).

The pension charge for the year represents contributions payable by them company to the scheme. Outstanding contributions at the end of the period amounted to £12,799 (2022: £5,403).

MEDICOM HEALTHPRO LIMITED (REGISTERED NUMBER: 12650877)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 JULY 2023

18. ULTIMATE CONTROLLING PARTY

The parent of the smallest group of undertakings of which this Company is a member, and for which consolidated financial statements are prepared is Medicom Healthcare Holding BV, a company incorporated in the Netherlands. The financial statements are available from the company's registered office, Parallelweg 80A, 3931 MT Woudenberg, Netherlands.

The parent of the largest group of undertakings of which this Company is a member, and for which consolidated financial statements are prepared is Medicom Group Inc. The Company's ultimate controlling party is Medicom Group Inc, a company incorporated in Canada. The financial statements are available from the company's registered office, 2555 Chemin de l'Aviation, Point-Claire, Quebec, H9P 2Z2, Canada.

19. RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

The company has taken advantage of the exemption under paragraph 33.1A from the provisions of FRS 102 and it has not disclosed any transactions with any fellow wholly-owned subsidiary undertaking, on the grounds that consolidated financial statements are prepared by the ultimate parent company.

In the period service fees of £nil were incurred to Excelsior Development Limited under the terms of a consultancy arrangement made between the Company and Medicom Healthpro Limited in May 2020 (2022: £583,162). Excelsior Development Limited is considered a related party as Hughes Bourgeois, who was a statutory director of the Company until 26 July 2022, was also a Director of Excelsior Development Limited. There were no amounts due to Excelsior Development Limited at 31 July 2023 or at 31 July 2022.

20. POST BALANCE SHEET EVENTS

Subsequent to the balance sheet date the company has received advances of £1,745,000 from group companies in order to pay outstanding corporation tax liabilities and to pay ongoing financial obligations.

Subsequent to the balance sheet date the company has sold most items of plant and machinery to group companies.

21. GOING CONCERN

Following the ending of the Department of Health & Social Care ("DHSC") contract in February 2022, no new contracts with the DHSC, or other parties, have been agreed and the directors are unsure as to whether or when any significant new contract will be secured. Accordingly, the directors have not prepared the financial statements on a going concern basis. This has had no effect on the assets or liabilities in the financial statements.

The directors have received confirmation that the group will continue to support the company in order that it can continue to meet its ongoing financial obligations and in this regard the directors are satisfied that the company remains solvent.

Subsequent to the balance sheet date the company has received advances of £1,745,000 from group companies in order to pay outstanding corporation tax liabilities and to pay ongoing financial obligations.