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REGISTERED NUMBER: 08580083 (England and Wales)
























UNAUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

FOR

HEALTH CLINICS LIMITED

HEALTH CLINICS LIMITED (REGISTERED NUMBER: 08580083)

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










Page

Company Information 1

Balance Sheet 2

Notes to the Financial Statements 3


HEALTH CLINICS LIMITED

COMPANY INFORMATION
FOR THE YEAR ENDED 31 DECEMBER 2023







DIRECTORS: G Stoloff
R J Huston
D Monaghan





REGISTERED OFFICE: The Wallbrook Building
25 Wallbrook
London
EC4N 8AF





REGISTERED NUMBER: 08580083 (England and Wales)





ACCOUNTANTS: TC Group
Baird House
Seebeck Place
Knowlhill
Milton Keynes
Buckinghamshire
MK5 8FR

HEALTH CLINICS LIMITED (REGISTERED NUMBER: 08580083)

BALANCE SHEET
31 DECEMBER 2023

2023 2022
Notes £    £    £    £   
FIXED ASSETS
Investments 4 2 545,613

CURRENT ASSETS
Debtors 5 8,855 11,560
Cash at bank 1,927 7,109
10,782 18,669
CREDITORS
Amounts falling due within one year 6 692,659 693,650
NET CURRENT LIABILITIES (681,877 ) (674,981 )
TOTAL ASSETS LESS CURRENT LIABILITIES (681,875 ) (129,368 )

CAPITAL AND RESERVES
Called up share capital 7 703,245 703,245
Share premium 799,897 799,897
Retained earnings (2,185,017 ) (1,632,510 )
SHAREHOLDERS' FUNDS (681,875 ) (129,368 )

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2023.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2023 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:
(a)ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and
(b)preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 3 September 2024 and were signed on its behalf by:





G Stoloff - Director


HEALTH CLINICS LIMITED (REGISTERED NUMBER: 08580083)

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


1. STATUTORY INFORMATION

Health Clinics Limited is a private company, limited by shares, registered in England and Wales. The company's registered number, registered office address and place of business can be found on the company information page.

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 as modified by the revaluation of certain assets.

Preparation of consolidated financial statements
The financial statements contain information about Health Clinics Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Turnover
Turnover represents net invoiced sales, excluding value added tax. Turnover is recognised at the point a patient leaves the clinic following their appointment.

Investments in subsidiaries
Investments in subsidiary undertakings are recognised at cost.

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.

Research and development
Expenditure on research and development is written off in the year in which it is incurred.


HEALTH CLINICS LIMITED (REGISTERED NUMBER: 08580083)

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


2. ACCOUNTING POLICIES - continued

Going concern.
The accounts have been prepared on a Going Concern basis. Following the sales of all the company's operating assets in 2021, the company currently holds an investment in a publicly quoted company and is not otherwise engaged in any operations.

Any warranties given by the company in 2021 expired during 2023 and the Board of Directors considers that there are no longer any contingent liabilities that may crystallise in future. The investments held by the company may ultimately realise funds to repay the intercompany loan due to the group parent company PepTcell Limited. PepTcell has stated that it does not intend to call the outstanding loans and will support the ongoing administration of the company for the foreseeable future. Therefore the Board of Directors considers that the use of the Going Concern assumption remains appropriate.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 3 (2022 - 3 ) .

4. FIXED ASSET INVESTMENTS
Shares in
group Listed
undertakings investments Totals
£    £    £   
COST OR VALUATION
At 1 January 2023 3 545,610 545,613
Additions 106,742 - 106,742
Disposals - (131,825 ) (131,825 )
Impairments (106,743 ) (413,785 ) (520,528 )
At 31 December 2023 2 - 2
NET BOOK VALUE
At 31 December 2023 2 - 2
At 31 December 2022 3 545,610 545,613

Cost or valuation at 31 December 2023 is represented by:

Shares in
group Listed
undertakings investments Totals
£    £    £   
Valuation in 2021 - (927,973 ) (927,973 )
Valuation in 2022 - (2,150,739 ) (2,150,739 )
Valuation in 2023 (106,743 ) (438,867 ) (545,610 )
Cost 106,745 3,517,579 3,624,324
2 - 2

5. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Amounts owed by group undertakings 8,783 9,373
Other debtors 72 2,187
8,855 11,560

HEALTH CLINICS LIMITED (REGISTERED NUMBER: 08580083)

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


6. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Trade creditors 108 99
Amounts owed to group undertakings 688,551 688,551
Other creditors 4,000 5,000
692,659 693,650

7. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid: Nominal 31.12.23 31.12.22
Number: Class: value £ £
30,000,000 Ordinary A shares £0.01 300,000 300,000
284,234,449 Ordinary B shares £0.000001 284 284
33,205,466 Ordinary C shares £0.01 332,055 332,055
7,090,611 Ordinary D shares £0.01 70,906 70,906

703,245 703,245

8. RELATED PARTY DISCLOSURES

At the balance sheet date the company owed its ultimate parent company Peptcell Limited £688,551 (2022: £688,551).

9. ULTIMATE CONTROLLING PARTY

The controlling party is Biocopea Limited.

The ultimate controlling party is Peptcell Limited.