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REGISTERED NUMBER: 11422145 (England and Wales)















Report of the Director and

Financial Statements for the Year Ended 31 December 2022

for

Aman Products UK Limited

Aman Products UK Limited (Registered number: 11422145)






Contents of the Financial Statements
for the Year Ended 31 December 2022




Page

Company Information 1

Report of the Director 2

Statement of Director's Responsibilities 4

Independent Auditors' Report 5

Income Statement 9

Balance Sheet 10

Notes to the Financial Statements 11


Aman Products UK Limited

Company Information
for the Year Ended 31 December 2022







DIRECTOR: Ms V F Paiva





SECRETARY: Elemental Company Secretary Limited





REGISTERED OFFICE: 63 Brook Street
Mayfair
London
W1K 4HS





REGISTERED NUMBER: 11422145 (England and Wales)





AUDITORS: Mercer & Hole LLP
Chartered Accountants
Statutory Auditor
21 Lombard Street
London
EC3V 9AH

Aman Products UK Limited (Registered number: 11422145)

Report of the Director
for the Year Ended 31 December 2022

The director presents her report with the financial statements of the company for the year ended 31 December 2022.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of wholesale and retail sales of premium spa products.

REVIEW OF BUSINESS
The company's turnover in the period was £1,094,506 (2021: £513,047)
The company's gross profit in the period was £222,927 (2021: £360,914 - gross loss)
The loss before taxation in the period was £835,893 (2021: £878,690)

During the year the company made sales to both third party and group companies. As such, the company's performance (so far as it relates to sales to group companies) is tied to the performance of the overall group and the underlying hotels and resorts.

DIRECTOR
Ms A R Nash was the sole director during the year under review. Ms A R Nash resigned as a director on 2 November 2023.

Ms V F Paiva was appointed as director on 2 November 2023.

The directors holding did not hold any beneficial interest in the issued share capital of the company at 1 January 2022 or 31 December 2022.

GOING CONCERN
The director has prepared forecasts for a period of 12 months from the date of approval of these financial statements which indicate that, taking account of reasonably plausible downsides, the company will have sufficient funds only through funding from Silverlink Resorts Limited to meet its liabilities as they fall due for that period, without which the company would not be able to continue in operation. Silverlink Resorts Limited is an associated company at the balance sheet date.

Those forecasts are dependent on Silverlink Resorts Limited providing additional financial support during that period. Silverlink Resorts Limited has indicated its intention to continue to make available such funds as are needed by the company, for the period covered by the forecasts.

However, whilst the director has a high expectation that such support would be forthcoming, they have been unable to adequately satisfy themselves as to the associated company's ability and commitment to providing this support.

Therefore this represents a material uncertainty related to events or conditions that may cast significant doubt on the entity's ability to continue as a going concern. Notwithstanding this uncertainty, the director has concluded that the going concern basis of preparation remains appropriate

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the director is 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 she has taken all the steps that she ought to have taken as a director in order to make herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

Aman Products UK Limited (Registered number: 11422145)

Report of the Director
for the Year Ended 31 December 2022


AUDITORS
Pursuant to the Companies Act 2006, the auditors were deemed to be reappointed for the year ended 31 December 2022 and Mercer and Hole LLP will therefore continue in office.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:





Ms V F Paiva - Director


1 August 2024

Aman Products UK Limited (Registered number: 11422145)

Statement of Director's Responsibilities
for the Year Ended 31 December 2022

The director is responsible for preparing the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless she is 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 director is 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 director is 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 her to ensure that the financial statements comply with the Companies Act 2006. She is 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.

Independent Auditors' Report to the Members of
Aman Products UK Limited

Opinion
We have audited the financial statements of Aman Products UK Limited (the 'company') for the year ended 31 December 2022 which comprise the Income Statement, Balance Sheet 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 Section 1A 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion except for the possible effects of the matter described in the basis for qualified opinion section of our report, the financial statements:

- give a true and fair view of the state of the company's affairs as at 31 December 2022, 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 qualified opinion
With respect to stocks held on the balance sheet as at 31 December 2022 with a carrying value of £1,239,285, the audit evidence available to us was limited because the company did not retain the related purchase invoices and stock costing details. Due to the nature of the company's records, we were unable to obtain sufficient appropriate audit evidence regarding the stock cost and carrying amount by using other audit procedures. Any adjustments could have a material effect on the company's net assets as at 31 December 2022 and its loss for the period then ended.

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 Auditor 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 qualified opinion.

Material uncertainty relating to going concern
We draw attention to note 2 to the financial statements which describes how the ability of the Company to continue as a going concern is reliant on the ongoing financial support from Silverlink Resorts Limited, the Company's previous parent undertaking. Whilst Silverlink Resorts Limited has confirmed that they will continue to provide support to the Company for at least 12 months following the date of approval of these financial statements, it has also confirmed its intention to provide financial support to a number of other entities over the same period, and there is uncertainty over the continued availability of funding from Silverlink Resort Limited and the extent of the support available. The conditions that are set out in note 2 result in a material uncertainty that may cast significant doubt on the Company's ability to continue as a going concern.

Our opinion is not modified in respect of this matter.

Independent Auditors' Report to the Members of
Aman Products UK Limited


Other information
The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The director is responsible for the other information contained within the annual report. 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. 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 course of 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, except for the matter described in the Basis for Qualified Opinion paragraph of our report, based on the work undertaken in the course of the audit:

- the information given in the director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the director's report has 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 Report of the Director.

In respect of the limitation on our work relating to the cost and the carrying amount of stock as described above:
- in our opinion, adequate accounting records have not been kept;
- we have not received all the information and explanations we require for our audit; and
- we were unable to determine whether the financial statements are in agreement with the accounting records and returns.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

- returns adequate for our audit have not been received from branches not visited by us; or
- certain disclosures of director's remuneration specified by law are not made; or
- the director was not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemptions in preparing the director's report and from the requirement to prepare a strategic report.

Responsibilities of director
As explained more fully in the director's responsibilities statement, the director is 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 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, the director 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 unless the director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

Independent Auditors' Report to the Members of
Aman Products UK Limited


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 an Auditors' 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 (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.

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. These included, but were not limited to, the Companies Act 2006 and tax legislation.

We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements and the financial report (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate entries including journals to overstate revenue or understate expenditure, and management bias in accounting estimates.

Audit procedures performed by the engagement team included:
- discussions with management, including considerations of known or suspected instances of non-compliance with laws and regulations and fraud;
- gaining an understanding of management's controls designed to prevent and detect irregularities; and
- identifying and testing journal entries.

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 (irregularities) 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 irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non- compliance 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 Auditors' Report.

Independent Auditors' Report to the Members of
Aman Products UK 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 an Auditors' Report 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.




Andrew Dean (Senior Statutory Auditor)
for and on behalf of Mercer & Hole LLP
Chartered Accountants
Statutory Auditor
21 Lombard Street
London
EC3V 9AH

1 August 2024

Aman Products UK Limited (Registered number: 11422145)

Income Statement
for the Year Ended 31 December 2022

31.12.22 31.12.21
Notes £    £    £    £   

TURNOVER 1,094,506 513,047

Cost of sales 871,579 873,961
GROSS PROFIT/(LOSS) 222,927 (360,914 )

Distribution costs 122,589 -
Administrative expenses 2,206,588 517,776
2,329,177 517,776
OPERATING LOSS (2,106,250 ) (878,690 )

Amounts written off by
related parties 4 1,270,357 -
LOSS BEFORE TAXATION (835,893 ) (878,690 )

Tax on loss - -
LOSS FOR THE FINANCIAL YEAR (835,893 ) (878,690 )

Aman Products UK Limited (Registered number: 11422145)

Balance Sheet
31 December 2022

31.12.22 31.12.21
Notes £    £   
CURRENT ASSETS
Stocks 5 1,239,285 1,220,063
Debtors 6 499,156 383,395
Cash at bank 328,843 38,179
2,067,284 1,641,637
CREDITORS
Amounts falling due within one year 7 6,412,938 5,151,398
NET CURRENT LIABILITIES (4,345,654 ) (3,509,761 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

(4,345,654

)

(3,509,761

)

CAPITAL AND RESERVES
Called up share capital 8 1 1
Retained losses (4,345,655 ) (3,509,762 )
SHAREHOLDERS' FUNDS 11 (4,345,654 ) (3,509,761 )

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the director and authorised for issue on 1 August 2024 and were signed by:





Ms V F Paiva - Director


Aman Products UK Limited (Registered number: 11422145)

Notes to the Financial Statements
for the Year Ended 31 December 2022

1. STATUTORY INFORMATION

Aman Products UK 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.

The functional and presentation currency of the financial statements is the Pound Sterling(£). Monetary amounts in these financial statements are rounded to the nearest £1.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the
provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.
The accounting polices set out below have, unless otherwise stated, been applied consistently to all periods presented in these financial statements.

Turnover
Revenue represents the sale of merchandise to hotels of the group. Revenue from the sale of goods is stated net of estimated customer returns, rebates, and other similar allowances. Specifically, revenue from the sale of goods is recognised when the goods are delivered, and the legal title has passed.

Revenue relates solely to continuing operations. There are no recognised gains or losses in the period other than the results for those years as shown in the profit and loss account and, accordingly, a statement of other comprehensive income is not presented.

Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. Cost is calculated using the FIFO (first-in, first-out) method.

Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Aman Products UK Limited (Registered number: 11422145)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2022

Going concern basis of accounting
Notwithstanding net current liabilities of £4,345,654 (2021: £3,509,761) and a loss for the year of £835,893 (2021: £878,690), the financial statements have been prepared on a going concern basis which the director considers to be appropriate for the following reasons.

The director has prepared forecasts for a period of 12 months from the date of approval of these financial statements which indicate that, taking account of reasonably plausible downsides, the company will have sufficient funds only through funding from Silverlink Resorts Limited to meet its liabilities as they fall due for that period, without which the company would not be able to continue in operation. Silverlink Resorts Limited is an associated company at the balance sheet date.

Those forecasts are dependent on Silverlink Resorts Limited providing additional financial support during that period. Silverlink Resorts Limited has indicated its intention to continue to make available such funds as are needed by the company, for the period covered by the forecasts.

However, whilst the director has a high expectation that such support would be forthcoming, they have been unable to adequately satisfy themselves as to the associated company's ability and commitment to providing this support.

Therefore this represents a material uncertainty related to events or conditions that may cast significant doubt on the entity's ability to continue as a going concern. Notwithstanding this uncertainty, the director has concluded that the going concern basis of preparation remains appropriate

Critical accounting judgements and key sources of estimation uncertainty
In the application of the Company's accounting policies, which are described in note 2, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated 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 estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities in the accounts.

There are no critical judgements surrounding the application of the Company's accounting policies.

Aman Products UK Limited (Registered number: 11422145)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2022

2. ACCOUNTING POLICIES - continued

Stock provision
Stock provision on slow moving and obsolete stock is designed to ensure that stock is valued accurately and is assessed with reference to selling price, historical sales pattern and post year-end trading performance.

Debtors Provision
At each reporting date, management of the company assess the recoverability of debtors. Recoverability of a debtor is deemed to be doubtful when one or more events that have a detrimental impact on the estimated cash flow of the debtor has occurred.

Evidence that there is doubt over the recoverability of a debtor includes, but is not limited to, the following observable data:
- significant financial difficulty of the debtor;
- a breach of contract such as a default or being more than 90 days past due;
- it is probable that the debtor will enter bankruptcy or other financial reorganisation; or
- the disappearance of an active market for a security because of financial difficulties.

Provision for debtors measured at amortised costs are deducted from the gross carrying amount.

The gross carrying amount of a debtor is written off (either partially or in full) to the extent that there is no realistic prospect of recovery. This is generally the case when management determines that the debtor does not have assets or sources of income that could generate sufficient cash flows to repay the amounts subject to the write-off.

Financial instruments
All of the financial instruments of the company are basic and the company has elected to apply the provisions of Section 11 "Basic Financial Instruments of FRS 10" to all its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instruments.

Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses.

Cash and cash equivalents
Cash and cash equivalents comprise cash balances and call deposits.

Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Aman Products UK Limited (Registered number: 11422145)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2022

3. EMPLOYEES AND DIRECTORS

There were no staff costs for the year ended 31 December 2022 nor for the year ended 31 December 2021.

The average number of employees during the year was NIL (2021 - NIL).

No emoluments were paid to the director of the company during the period in relation to her services to this company, as the director considers her services to be insignificant.

4. EXCEPTIONAL ITEMS
31.12.22 31.12.21
£    £   
Amounts written off by
related parties 1,270,357 -

5. STOCKS

At 31 December 2022, the total value of stock was £1,239,285 (2021: £1,220,063).Stock represents goods held for resale.

6. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.22 31.12.21
£    £   
Trade debtors 337,716 82,463
Amounts owed by group undertakings - 137,975
Other debtors 161,440 162,957
499,156 383,395

Included in debtors above are balances from group undertakings which are receivable on demand and not interest bearing.

7. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.22 31.12.21
£    £   
Trade creditors 737,122 742,292
Amounts owed to group undertakings 345,732 4,372,375
Amounts owed to associates 5,190,212 -
Other creditors 139,872 36,731
6,412,938 5,151,398

Included in creditors above are balances owed to group undertakings and related parties which are payable on demand and non interest bearing.

Aman Products UK Limited (Registered number: 11422145)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2022

8. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.12.22 31.12.21
value: £    £   
1 Ordinary 1 1 1

The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Company.

On 23 February 2022, Aman Group S.A.R.L. disposed its 100% shareholding in the Company to Amanproducts Limited. Subsequently on 10 May 2022 Amanproducts Limited disposed of its 100% shareholding in the Company to Aman Essentials Limited, a company incorporated in England & Wales.

9. RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under Section 1A Small Entities FRS 102 from the requirements not to disclose transactions with its parent undertaking and fellow group undertakings on the grounds that all subsidiary undertakings which are party to transactions are wholly owned by the ultimate controlling party.

During the year ended 31 December 2022, amounts due to Aman Group S.A.R.L and OGS London Limited of £805,657 and £464,700 respectively were written off after being forgiven.

10. ULTIMATE CONTROLLING PARTY

As at the date of approval of these financial statements, the immediate controlling party by virtue of its shareholding is:

Aman Essentials Limited
63 Brook Street
Mayfair, London
W1K 4HS

Incorporated in the United Kingdom

Aman Essentials Limited is controlled by virtue of its shareholding by:

Grand AH Investments Limited
Incorporated in the British Virgin Islands.

The smallest group in which the results of the company are consolidated is that of which Grand AH Investments Limited is the parent company.

Aman Products UK Limited (Registered number: 11422145)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2022

11. RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
31.12.22 31.12.21
£    £   
Loss for the financial year (835,893 ) (878,690 )
Net reduction of shareholders' funds (835,893 ) (878,690 )
Opening shareholders' funds (3,509,761 ) (2,631,071 )
Closing shareholders' funds (4,345,654 ) (3,509,761 )