Company registration number 08388917 (England and Wales)
Orifarm Healthcare UK Limited
Annual Report and Financial Statements
for the Year Ended 31 December 2023
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
COMPANY INFORMATION
Directors
Mr A Street
Mr E Sandberg
Mr T Brandhof
Company number
08388917
Registered office
Breakspear Park
Hemel Hempstead
HP2 4TZ
Auditor
Westmore Accounting Limited
Ryefield Court
81 Joel Street
Northwood Hills
Middlesex
HA6 1LL
Business address
Breakspear Park
Hemel Hempstead
HP2 4TZ
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
CONTENTS
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 6
Profit and loss account
7
Group statement of comprehensive income
8
Group balance sheet
9
Company balance sheet
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Company statement of cash flows
14
Notes to the financial statements
15 - 30
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

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

Review of the business including the principal risks and uncertainties

Orifarm Healthcare UK Ltd has continued to operate as a service provider to Orifarm Supply A/S. With turnover and profit for the UK entity continuing at a significantly reduced against previous years.

No major changes have been undertaken during 2023 and close alignment to the parent company continues to strategically position the CTS business as a viable partner of scale for large and mid-size pharma alike.

During 2024, we will invest further in developing a UK Generics business in addition to the ‘Orifarm CTS’ brand. This focus on UK generics market will draw on the synergies of Orifarm’s established UK parallel trade business (Orifarm UK ltd) customer base to drive growth into 2025.

On behalf of the board

.............................................
Mr A Street
Director
27 August 2024
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -

The directors present their annual report and financial statements for the year ended 31 December 2023.

Principal activities

The principal activity of the company and group continued to be that of clinical trials comparators.

Results and dividends

The results for the year are set out on page 7.

Ordinary dividends were paid amounting to £3,300,000. The directors recommend payment of a final dividend amounting to £1,850,000.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Mr A Street
Mr E Sandberg
Mr T Brandhof
Auditor

Westmore Accounting Limited were appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
..............................................
..............................................
Mr A Street
Mr E Sandberg
Director
Director
..............................................
Mr T Brandhof
Director
27 August 2024
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -

The directors are responsible for preparing the Annual Report 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 group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ORIFARM HEALTHCARE UK LIMITED
- 4 -
Opinion

We have audited the financial statements of Orifarm Healthcare UK Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company statement of cash flows and notes to the financial statements, including 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:

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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

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 directors are 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, based on the work undertaken in the course of our audit:

ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF ORIFARM HEALTHCARE UK LIMITED
- 5 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

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:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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 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 directors are responsible for assessing the parent 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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's 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 auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (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 the 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.

 

 

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

We have obtained an understanding of the Company's business, controls, legal and regulatory frameworks, laws and regulations and assessed the susceptibility of the Company's financial statements to material misstatement from irregularities, including fraud, which are instances of non-compliance with laws and regulations.

Based on this understanding we have designed our audit procedures to detect irregularities including fraud. Testing undertaken includes, making enquiries of management, journal entry testing, review of bank letters, review of board minutes, review of any correspondence received from regulatory bodies, a review of the financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations. These procedures have been designed to provide reasonable assurance that the financial statements are free from fraud or error.

ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF ORIFARM HEALTHCARE UK LIMITED
- 6 -

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

........................................................................................
Simon Weston (Senior Statutory Auditor)
For and on behalf of Westmore Accounting Limited
Chartered Certified Accountants and Registered Auditors
Ryefield Court
81 Joel Street
Northwood Hills
Middlesex
HA6 1LL
27 August 2024
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 7 -
Continuing
Discontinued
31 December
Continuing
Discontinued
31 December
operations
operations
2023
operations
operations
2022
Notes
£
£
£
£
£
£
Turnover
3
8,747,759
-
8,747,759
8,032,924
2,250,168
10,283,092
Cost of sales
(6,810,910)
-
(6,810,910)
(6,202,528)
(1,442,447)
(7,644,975)
Gross profit
1,936,849
-
1,936,849
1,830,396
807,721
2,638,117
Administrative expenses
(2,615,967)
-
(2,615,967)
(1,544,370)
(848,625)
(2,392,995)
Other operating (expenses)/income
(298,524)
-
(298,524)
40,139
346,812
386,951
Operating (loss)/profit
4
(977,642)
-
(977,642)
326,165
305,908
632,073
Interest receivable and similar income
8
327,111
-
327,111
192,837
93,707
286,544
Profit/(loss) on disposal of operations
- Disposal of operation
-
-
-
-
13,615,000
13,615,000
(Loss)/profit before taxation
(650,531)
-
(650,531)
519,002
14,014,615
14,533,617
Tax on (loss)/profit
9
(87,478)
-
(87,478)
(142,147)
(2,662,776)
(2,804,923)
(Loss)/profit for the financial year
(738,009)
-
(738,009)
376,855
11,351,839
11,728,694
(Loss)/profit for the financial year is all attributable to the owners of the parent company.
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -
2023
2022
£
£
(Loss)/profit for the year
(738,009)
11,728,694
Other comprehensive income
-
-
Total comprehensive income for the year
(738,009)
11,728,694
Total comprehensive income for the year is all attributable to the owners of the parent company.
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 9 -
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
12
271,658
210,361
Current assets
Stocks
15
89,374
34,668
Debtors
16
3,043,286
3,001,476
Cash at bank and in hand
290,845
5,091,315
3,423,505
8,127,459
Creditors: amounts falling due within one year
17
(3,242,427)
(3,847,075)
Net current assets
181,078
4,280,384
Net assets
452,736
4,490,745
Capital and reserves
Called up share capital
19
200
200
Profit and loss reserves
452,536
4,490,545
Total equity
452,736
4,490,745

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved by the board of directors and authorised for issue on 27 August 2024 and are signed on its behalf by:
27 August 2024
..............................................
..............................................
Mr A Street
Mr E Sandberg
Director
Director
..............................................
Mr T Brandhof
Director
Company registration number 08388917 (England and Wales)
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023
31 December 2023
- 10 -
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
12
98,848
138,372
Investments
13
38,035
38,035
136,883
176,407
Current assets
Debtors
16
4,298,364
2,978,392
Cash at bank and in hand
122,282
4,833,644
4,420,646
7,812,036
Creditors: amounts falling due within one year
17
(2,658,403)
(3,005,596)
Net current assets
1,762,243
4,806,440
Net assets
1,899,126
4,982,847
Capital and reserves
Called up share capital
19
200
200
Profit and loss reserves
1,898,926
4,982,647
Total equity
1,899,126
4,982,847

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £216,279 (2022 - £12,048,109 profit).

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 27 August 2024 and are signed on its behalf by:
27 August 2024
..............................................
..............................................
Mr A Street
Mr E Sandberg
Director
Director
..............................................
Mr T Brandhof
Director
Company registration number 08388917 (England and Wales)
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2022
200
5,761,851
5,762,051
Year ended 31 December 2022:
Profit and total comprehensive income
-
11,728,694
11,728,694
Dividends
10
-
(13,000,000)
(13,000,000)
Balance at 31 December 2022
200
4,490,545
4,490,745
Year ended 31 December 2023:
Loss and total comprehensive income
-
(738,009)
(738,009)
Dividends
10
-
(3,300,000)
(3,300,000)
Balance at 31 December 2023
200
452,536
452,736
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2022
200
5,934,539
5,934,739
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
12,048,108
12,048,108
Dividends
10
-
(13,000,000)
(13,000,000)
Balance at 31 December 2022
200
4,982,647
4,982,847
Year ended 31 December 2023:
Profit and total comprehensive income
-
216,279
216,279
Dividends
10
-
(3,300,000)
(3,300,000)
Balance at 31 December 2023
200
1,898,926
1,899,126
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
23
(1,100,628)
680,552
Income taxes paid
(557,287)
(98,455)
Net cash (outflow)/inflow from operating activities
(1,657,915)
582,097
Investing activities
Proceeds from disposal of business
-
13,615,000
Purchase of tangible fixed assets
(157,014)
(183,109)
Proceeds from disposal of tangible fixed assets
-
10,670
Loans made to other entities
(3,810,734)
-
Repayment of loans
3,810,734
-
Interest received
327,111
286,544
Net cash generated from investing activities
170,097
13,729,105
Financing activities
Repayment of borrowings
-
(2,259,782)
Dividends paid to equity shareholders
(3,300,000)
(13,000,000)
Net cash used in financing activities
(3,300,000)
(15,259,782)
Net decrease in cash and cash equivalents
(4,787,818)
(948,580)
Cash and cash equivalents at beginning of year
5,091,315
6,021,599
Effect of foreign exchange rates
(12,652)
18,296
Cash and cash equivalents at end of year
290,845
5,091,315
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 14 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
24
1,142,694
1,995,193
Income taxes paid
(557,234)
(68,574)
Net cash inflow from operating activities
585,460
1,926,619
Investing activities
Proceeds from disposal of business
-
0
13,615,000
Purchase of tangible fixed assets
-
0
(138,302)
Proceeds from disposal of tangible fixed assets
-
0
10,670
Loans made
(3,810,734)
-
0
Repayment of loans
1,486,801
(689,630)
Interest received
327,111
286,544
Net cash (used in)/generated from investing activities
(1,996,822)
13,084,282
Financing activities
Repayment of borrowings
-
(2,259,782)
Dividends paid to equity shareholders
(3,300,000)
(13,000,000)
Net cash used in financing activities
(3,300,000)
(15,259,782)
Net decrease in cash and cash equivalents
(4,711,362)
(248,881)
Cash and cash equivalents at beginning of year
4,833,644
5,082,525
Cash and cash equivalents at end of year
122,282
4,833,644
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 15 -
1
Accounting policies
Company information

Orifarm Healthcare UK Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Breakspear Park, Hemel Hempstead, HP2 4TZ.

 

The group consists of Orifarm Healthcare UK Limited and all of its subsidiaries.

1.1
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 financial statements have been prepared under the historical cost convention, [modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value]. The principal accounting policies adopted are set out below.

1.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Orifarm Healthcare UK Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 December 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

PCS Gmbh and Orifarm US, Inc have been included in the group financial statements using the purchase method of accounting. Accordingly, the group profit and loss account and statement of cash flows include the results and cash flows of PCS GmbH and Orifarm US, Inc for the year ended 31 December 2023. The purchase consideration has been allocated to the assets and liabilities on the basis of fair value at the date of acquisition.

 

ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 16 -

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.

Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.

 

If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.

 

Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.

1.4
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.5
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 2 years.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.7
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 17 -

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold improvements
25% straight line
Fixtures and fittings
25% straight line
Computers
25% straight line

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 recognised in the profit and loss account.

1.8
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

 

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

 

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

 

In the parent company financial statements, investments in associates are accounted for at cost less impairment.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.9
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of 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). 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.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 18 -

Recoverable amount is the higher of fair value less costs to sell and 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.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. 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.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.10
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

 

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.11
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.12
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention 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.

ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 19 -
Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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 group after deducting all of its liabilities.

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.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 20 -
Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.13
Equity instruments

Equity instruments issued by the group 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 group.

1.14
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.15
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.17
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 21 -
2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount 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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Depreciation and residual value

The directors have reviewed the asset lives and associated residual values of all fixed assets, and have concluded that asset lives and residual values are appropriate.

3
Turnover and other revenue
2023
2022
£
£
Turnover analysed by class of business
Clinical trials comparators
6,987,760
9,035,873
Commissions
1,759,999
1,247,219
8,747,759
10,283,092
2023
2022
£
£
Turnover analysed by geographical market
Global market
8,747,759
10,283,092
2023
2022
£
£
Other revenue
Interest income
327,111
286,544
4
Operating (loss)/profit
2023
2022
£
£
Operating (loss)/profit for the year is stated after charging/(crediting):
Exchange losses/(gains)
113,404
(361,240)
Depreciation of owned tangible fixed assets
91,616
19,825
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 22 -
5
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
18,990
15,950
For other services
All other non-audit services
1,098
1,729
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2023
2022
2023
2022
Number
Number
Number
Number
17
14
10
14

Their aggregate remuneration comprised:

Group
Company
2023
2022
2023
2022
£
£
£
£
Wages and salaries
1,380,362
1,648,822
870,143
1,147,641
Social security costs
203,702
217,304
112,166
154,296
Pension costs
48,770
58,093
40,459
58,040
1,632,834
1,924,219
1,022,768
1,359,977
7
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
270,060
288,350
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2023
2022
£
£
Remuneration for qualifying services
270,060
288,350
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 23 -
8
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest receivable from group companies
327,111
286,544
2023
2022
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
327,111
286,544
9
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
78,364
2,804,713
Foreign current tax on profits for the current period
9,114
210
Total current tax
87,478
2,804,923

Of the charge to current tax in relation to discontinued operations, £0 relates to tax on profits and £0 arose on disposal.

The actual charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:

2023
2022
£
£
(Loss)/profit before taxation
(650,531)
14,533,617
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 23.52% (2022: 19.00%)
(153,005)
2,761,387
Tax effect of expenses that are not deductible in determining taxable profit
9,296
3,988
Permanent capital allowances in excess of depreciation
(232)
(19,059)
Overseas tax not subject to UK corporation tax
9,114
210
Losses not subject to UK tax from subsidiary undertakings
222,305
58,397
Taxation charge
87,478
2,804,923
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 24 -
10
Dividends
2023
2022
Recognised as distributions to equity holders:
£
£
Interim paid
3,300,000
13,000,000

The proposed final dividend for the year ended 31 December 2023 is:

2023
2022
Per share
Total
Total
£
£
£
Ordinary
10,343.00
1,810,000
3,300,000
A Ordinary
1,600.00
40,000
-

The proposed final dividend is subject to approval by shareholders and has not been included as a liability in these financial statements.

11
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 January 2023 and 31 December 2023
26,158
Amortisation and impairment
At 1 January 2023 and 31 December 2023
26,158
Carrying amount
At 31 December 2023
-
0
At 31 December 2022
-
0
The company had no intangible fixed assets at 31 December 2023 or 31 December 2022.
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 25 -
12
Tangible fixed assets
Group
Leasehold improvements
Fixtures and fittings
Computers
Total
£
£
£
£
Cost
At 1 January 2023
34,426
198,243
36,866
269,535
Additions
157,014
-
0
-
0
157,014
Exchange adjustments
-
0
(4,609)
(1,579)
(6,188)
At 31 December 2023
191,440
193,634
35,287
420,361
Depreciation and impairment
At 1 January 2023
1,477
45,565
12,132
59,174
Depreciation charged in the year
34,383
48,410
8,823
91,616
Exchange adjustments
-
0
(1,833)
(254)
(2,087)
At 31 December 2023
35,860
92,142
20,701
148,703
Carrying amount
At 31 December 2023
155,580
101,492
14,586
271,658
At 31 December 2022
32,949
152,678
24,734
210,361
Company
Leasehold improvements
Fixtures and fittings
Computers
Total
£
£
£
£
Cost
At 1 January 2023 and 31 December 2023
34,426
115,244
8,419
158,089
Depreciation and impairment
At 1 January 2023
1,477
12,561
5,679
19,717
Depreciation charged in the year
8,607
28,812
2,105
39,524
At 31 December 2023
10,084
41,373
7,784
59,241
Carrying amount
At 31 December 2023
24,342
73,871
635
98,848
At 31 December 2022
32,949
102,683
2,740
138,372
13
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
38,035
38,035
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
13
Fixed asset investments
(Continued)
- 26 -
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2023 and 31 December 2023
38,035
Carrying amount
At 31 December 2023
38,035
At 31 December 2022
38,035
14
Subsidiaries

Details of the company's subsidiaries at 31 December 2023 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
PCS GmbH
Germany
Ordinary shares
100.00
100.00
Orifarm US, Inc
USA
Ordinary shares
100.00
100.00

The investments in subsidiaries are all stated at cost.

15
Stocks
Group
Company
2023
2022
2023
2022
£
£
£
£
Finished goods and goods for resale
89,374
34,668
-
0
-
0
16
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
2,752,382
2,701,907
248,647
1,214,660
Corporation tax recoverable
98,962
131,220
-
0
23,197
Other debtors
35,996
47,503
3,928,877
1,619,689
Prepayments and accrued income
155,946
120,846
120,840
120,846
3,043,286
3,001,476
4,298,364
2,978,392

Within trade debtors there are amounts due from group companies as follows:

 

Orifarm Supply A/S :     £191,032

Orifarm UK Limited:     £37,977

ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 27 -
17
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
£
£
£
£
Trade creditors
682,578
746,361
223,738
70,306
Corporation tax payable
2,234,072
2,736,139
2,234,072
2,736,139
Other taxation and social security
37,680
28,162
38,609
29,113
Accruals and deferred income
288,097
336,413
161,984
170,038
3,242,427
3,847,075
2,658,403
3,005,596

Within trade creditors there are amounts due to group companies as follows:

 

Orifarm Group A/S - £185,451

18
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
48,770
58,093

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

19
Share capital
Group and company
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
175
175
175
175
A Ordinary of £1 each
25
25
25
25
200
200
200
200
20
Related party transactions
Transactions with related parties
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
20
Related party transactions
(Continued)
- 28 -

The company raised a management charge to Pilatus Pharma Limited for staff and general office costs. The amount charged to Pilatus Pharma Limited amounted to nil net of value added tax (2022 - £371,184) and has been shown as other operating income within the Profit and Loss Account. At the year end the balance due to Orifarm Healthcare UK Limited in regard to these management charges amounted to Nil.

 

During the year Orifarm Healthcare UK Limited purchased services and goods from Pilatus Pharma Limited in the amount of nil (2022 - £47,330). At the year end the balance due to Pilatus Pharma in regard to these transactions amounted to nil.

 

During the year Orifarm Healthcare UK Limited sold goods to Orifarm US, Inc in the amount of nil (2022 - £18,974). At the year end the balance due to Orifarm Healthcare UK Limited in regard to these transactions amounted to 1,797.

 

During the year Orifarm Healthcare UK Limited sold services to Orifarm Supply AS in the amount of £1,760,000 net of value added tax (2022 - £1,062,107). At the year end the balance due to Orifarm Healthcare UK Limited in regard to these transactions amounted to £180,742.

 

During the year Orifarm Healthcare UK Limited purchased services from Orifarm Supply AS in the amount of nil net of value added tax (2022 - £12,648). At the year end the balance due to Orifarm Supply AS in regard to these transactions amounted to nil.

 

During the year Orifarm Healthcare UK Limited sold services to Orifarm Trading GmbH in the amount of nil net of value added tax (2022 - £606,331). At the year end the balance due to Orifarm Healthcare UK Limited in regard to these transactions amounted to nil.

 

During the year Orifarm Healthcare UK Limited purchased goods from Orifarm Trading GmbH in the amount of nil net of value added tax (2022 - £1,275,805). At the year end the balance due to Orifarm Trading GmbH in regard to these transactions amounted to nil.

 

During the year Orifarm Healthcare UK Limited sold services to Orifarm Group A/S in the amount of nil net of value added tax (2022 - £41,747). At the year end the balance due to Orifarm Healthcare UK Limited in regard to these transactions amounted to nil.

 

During the year Orifarm Healthcare UK Limited recharged costs to Orifarm UK Limited in the amount of £147,477 net of value added tax (2022 - £162,927) and has been shown as other operating income within the profit and loss account. At the year end the balance due to Orifarm Healthcare UK Limited in regard to these transactions amounted to £37,977.

 

During the year Orifarm Healthcare UK Limited extended a loan of £3,903,650 (2022 - £1,579,717) to Orifarm US, Inc, a subsidiary of Orifarm Healthcare UK Limited. At the year end the balance due to Orifarm Healthcare UK Limited amounted to £3,903,650.

 

During the year Orifarm Healthcare UK Limited purchased goods from Orifarm UK Limited in the amount of nil net of value added tax (2022 - £24,992). At the year end the balance due to Orifarm UK Limited in regard to these transactions amounted to nil.

 

Orifarm Group A/S maintains a group wide cash pool facility with Danske Bank to provide finance to each group company as required. This funding is utilised by each group company using their own business current account with Danske Bank as agreed with Orifarm Group A/S. Danske Bank charge interest on this group wide cash pool directly to Orifarm Group A/S. Orifarm Group A/S then allocates this interest to each individual group company that has utilised this facility charging the market rate of interest plus a margin of approximately 0.5%. Orifarm Group A/S either charges interest or pays interest to each group company depending on each group company's cash balance.

 

During the year Orifarm Group A/S paid interest to Orifarm Healthcare UK Limited in the amount of £327,110 (2022 - £286,543).

ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
20
Related party transactions
(Continued)
- 29 -

During the year Orifarm Group A/S, the ultimate parent undertaking, raised a management charge to Orifarm Healthcare UK Limited. The amount charged to Orifarm Healthcare UK Limited amounted to £206,937 net of value added tax (2022 - £81,040) and has been shown as other operating income within the Profit and Loss Account. At the year end the balance due to Orifarm Group A/S in regard to these transactions amounted to £146,641.

 

During the year Orifarm Healthcare UK Limited paid an interim dividend of £3,300,000 to Orifarm Group A/S, the ultimate parent undertaking. A further final dividend of £1,850,000 has been proposed but not paid.

21
Directors' transactions

Dividends totalling £0 (2022 - £0) were paid in the year in respect of shares held by the company's directors.

22
Controlling party

Orifarm Healthcare UK Limited is part of the Orifarm Group which has its registered office and principal place of business at Energivej 15, 5260 Odense S, Odense, Denmark. Copies of the Orifarm Group A/S accounts can be obtained from this address.

The ultimate controlling party is Orifarm A/S.

Orifarm Healthcare UK Limited has been included in the consolidated group accounts of its ultimate parent company, Orifarm Group A/S.

23
Cash (absorbed by)/generated from group operations
2023
2022
£
£
(Loss)/profit for the year after tax
(738,009)
11,728,694
Adjustments for:
Taxation charged
87,478
2,804,923
Investment income
(327,111)
(286,544)
Gain on disposal of business
-
(13,615,000)
Depreciation and impairment of tangible fixed assets
91,616
19,825
Foreign exchange gains on cash equivalents
16,753
(22,427)
Movements in working capital:
(Increase)/decrease in stocks
(54,706)
31,899
Increase in debtors
(74,068)
(487,366)
(Decrease)/increase in creditors
(102,581)
506,548
Cash (absorbed by)/generated from operations
(1,100,628)
680,552
ORIFARM HEALTHCARE UK LIMITED
Orifarm Healthcare UK Limited
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 30 -
24
Cash generated from operations - company
2023
2022
£
£
Profit for the year after tax
216,279
12,048,108
Adjustments for:
Taxation charged
78,364
2,804,713
Investment income
(327,111)
(286,544)
Gain on disposal of business
-
(13,615,000)
Depreciation and impairment of tangible fixed assets
39,524
8,286
Movements in working capital:
Decrease in stocks
-
7,956
Decrease in debtors
980,764
1,308,801
Increase/(decrease) in creditors
154,874
(281,127)
Cash generated from operations
1,142,694
1,995,193
25
Analysis of changes in net funds - group
1 January 2023
Cash flows
Exchange rate movements
31 December 2023
£
£
£
£
Cash at bank and in hand
5,091,315
(4,787,818)
(12,652)
290,845
26
Analysis of changes in net funds - company
1 January 2023
Cash flows
31 December 2023
£
£
£
Cash at bank and in hand
4,833,644
(4,711,362)
122,282
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