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REGISTERED NUMBER: 09912955 (England and Wales)















Report of the Director and

Financial Statements for the Year Ended 30 June 2024

for

Soya Concept UK Limited

Soya Concept UK Limited (Registered number: 09912955)






Contents of the Financial Statements
for the Year Ended 30 June 2024




Page

Company Information 1

Report of the Director 2

Report of the Independent Auditors 4

Income Statement 7

Other Comprehensive Income 8

Balance Sheet 9

Statement of Changes in Equity 10

Notes to the Financial Statements 11


Soya Concept UK Limited

Company Information
for the Year Ended 30 June 2024







DIRECTOR: Thomas Skare Viller





REGISTERED OFFICE: Unit 7 Coda Studios
189 Munster Road
London
SW6 6AW





REGISTERED NUMBER: 09912955 (England and Wales)





AUDITORS: Krogh & Partners Limited, (Statutory Auditor)
823 Salisbury House
29 Finsbury Circus
London
EC2M 5QQ

Soya Concept UK Limited (Registered number: 09912955)

Report of the Director
for the Year Ended 30 June 2024

The director presents his report with the financial statements of the company for the year ended 30 June 2024.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of wholesale of women's clothing.

DIRECTOR
Thomas Skare Viller held office during the whole of the period from 1 July 2023 to the date of this report.

RESULTS AND DIVIDENDS
The company's profit for the financial year 2023/24 amounted to GBP 217,282 compared to GBP 1,174,436 for the financial year 2022/23. The development is due to the group updating its transfer pricing policy.

During the year a dividend of GBP 250,000 has been paid out.

The result for the period and the financial position at year end is considered satisfactory by the director.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES
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 he 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 him to ensure that the financial statements comply with the Companies Act 2006. He 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.

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 he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS
The auditors, Krogh & Partners Limited, (Statutory Auditor), will be proposed for re-appointment at the forthcoming Annual General Meeting.


Soya Concept UK Limited (Registered number: 09912955)

Report of the Director
for the Year Ended 30 June 2024

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:





Thomas Skare Viller - Director


9 September 2024

Report of the Independent Auditors to the Members of
Soya Concept UK Limited (Registered number: 09912955)

Opinion
We have audited the financial statements of Soya Concept UK Limited (the 'company') for the year ended 30 June 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the company's affairs as at 30 June 2024 and of its profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

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

Conclusions relating to going concern
In auditing the financial statements, we have concluded that the director's 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 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 director with respect to going concern are described in the relevant sections of this report.

Other information
The director is responsible for the other information. The other information comprises the information in the Report of the Director, but does not include the financial statements and our Report of the Auditors thereon.

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

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

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

Report of the Independent Auditors to the Members of
Soya Concept UK Limited (Registered number: 09912955)


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.

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

Responsibilities of director
As explained more fully in the Statement of Director's Responsibilities set out on page two, 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 director determines 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.

Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognize non-compliance with applicable laws and regulations;
- we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge of the business;
- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation, data protection, and anti-bribery;
- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
- identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

Report of the Independent Auditors to the Members of
Soya Concept UK Limited (Registered number: 09912955)


We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud;
- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:
- performed analytical procedures to identify any unusual or unexpected relationships;
- tested journal entries to identify unusual transactions;

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
- agreeing financial statement disclosures to underlying supporting documentation;
- enquiring of management as to actual and potential litigation and claims;
- reviewing correspondence with HMRC and relevant regulators

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

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

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




John Lindegaard (Senior Statutory Auditor)
for and on behalf of Krogh & Partners Limited, (Statutory Auditor)
823 Salisbury House
29 Finsbury Circus
London
EC2M 5QQ

9 September 2024

Soya Concept UK Limited (Registered number: 09912955)

Income Statement
for the Year Ended 30 June 2024

2024 2023
Notes £    £   

TURNOVER 3,327,600 3,536,792

Cost of sales 2,189,022 1,252,406
GROSS PROFIT 1,138,578 2,284,386

Administrative expenses 803,215 777,242
OPERATING PROFIT 335,363 1,507,144

Interest receivable and similar income 4 22,522 24,606
357,885 1,531,750

Interest payable and similar expenses 5 66,276 51,642
PROFIT BEFORE TAXATION 291,609 1,480,108

Tax on profit 6 74,327 305,672
PROFIT FOR THE FINANCIAL YEAR 217,282 1,174,436

Soya Concept UK Limited (Registered number: 09912955)

Other Comprehensive Income
for the Year Ended 30 June 2024

2024 2023
Notes £    £   

PROFIT FOR THE YEAR 217,282 1,174,436


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

217,282

1,174,436

Soya Concept UK Limited (Registered number: 09912955)

Balance Sheet
30 June 2024

2024 2023
Notes £    £   
CURRENT ASSETS
Stocks 8 214,727 224,800
Debtors 9 279,585 67,683
Cash at bank 387,595 624,242
881,907 916,725
CREDITORS
Amounts falling due within one year 10 782,215 784,315
NET CURRENT ASSETS 99,692 132,410
TOTAL ASSETS LESS CURRENT
LIABILITIES

99,692

132,410

CAPITAL AND RESERVES
Called up share capital 12 1 1
Retained earnings 99,691 132,409
SHAREHOLDERS' FUNDS 99,692 132,410

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 9 September 2024 and were signed by:





Thomas Skare Viller - Director


Soya Concept UK Limited (Registered number: 09912955)

Statement of Changes in Equity
for the Year Ended 30 June 2024

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 July 2022 1 57,973 57,974

Changes in equity
Dividends - (1,100,000 ) (1,100,000 )
Total comprehensive income - 1,174,436 1,174,436
Balance at 30 June 2023 1 132,409 132,410

Changes in equity
Dividends - (250,000 ) (250,000 )
Total comprehensive income - 217,282 217,282
Balance at 30 June 2024 1 99,691 99,692

Soya Concept UK Limited (Registered number: 09912955)

Notes to the Financial Statements
for the Year Ended 30 June 2024

1. STATUTORY INFORMATION

Soya Concept 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.

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.

Turnover
Turnover represents the commission from sale of ladies' wear. Turnover represents the amount receivable for goods sold during the year, exclusive of Value Added Tax. Turnover is derived from sales in the UK and Ireland.

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

Interest and similar income and charges
Interest and similar income and charges are recognised in the profit and loss account over the term of such instruments at a constant rate on the carrying amount.

Foreign currencies
Transactions in foreign currencies are translated at the exchange rate ruling at the date of the transaction. Monetary assets and liabilities in foreign currencies are translated at the rates of exchange ruling at the balance sheet date. Any gain or loss arising from a change in exchange rates subsequent to the date of the transaction is included as an exchange rate gain or loss in the profit and loss account.

Tangible fixed assets
Tangible assets are initially recorded at cost.

Depreciation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful economic life of the asset as follows:

Fixtures and fittings 3 Years

Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Debtors
Debtors are valued individually and provisions are made according to this valuation.

Creditors
Creditors are carried at payment or settlement amounts. Where the time value of money is material, creditors are carried at amortized cost.

Taxation
Current tax and deferred taxation, including UK corporation tax is provided at amounts expected to be paid (or recovered) using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred taxation is recognised on all timing differences where the transactions or events that give the company an obligation to pay more tax in the future, or a right to pay less tax in the future, have occured by the balance sheet date. Deferred tax assets are recognised when it is more likely than not that they will be recovered. Deferred tax assets is measured using rates of tax that have been enacted or substantively enacted by the balance sheet date.

Soya Concept UK Limited (Registered number: 09912955)

Notes to the Financial Statements - continued
for the Year Ended 30 June 2024

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 4 (2023 - 4 ) .

4. INTEREST RECEIVABLE AND SIMILAR INCOME
2024 2023
£    £   
Group interest - 11,076
Other interests 22,522 13,530
22,522 24,606

5. INTEREST PAYABLE AND SIMILAR EXPENSES
2024 2023
£    £   
Group interest 8,536 -
Other financial costs 57,740 51,642
66,276 51,642

6. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2024 2023
£    £   
Current tax:
UK corporation tax 74,327 305,672
Tax on profit 74,327 305,672

7. TANGIBLE FIXED ASSETS
Fixtures
and
fittings
£   
COST
At 1 July 2023
and 30 June 2024 46,941
DEPRECIATION
At 1 July 2023
and 30 June 2024 46,941
NET BOOK VALUE
At 30 June 2024 -
At 30 June 2023 -

8. STOCKS
2024 2023
£    £   
Finished goods 214,727 224,800

Soya Concept UK Limited (Registered number: 09912955)

Notes to the Financial Statements - continued
for the Year Ended 30 June 2024

9. DEBTORS
2024 2023
£    £   
Amounts falling due within one year:
Trade debtors 7,433 420
Other debtors 4,919 4,934
Tax 201,589 -
Prepayments 35,044 31,729
248,985 37,083

Amounts falling due after more than one year:
Other debtors 30,600 30,600

Aggregate amounts 279,585 67,683

10. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2024 2023
£    £   
Trade creditors 15,410 8,917
Amounts owed to group undertakings 577,422 286,402
Tax - 215,622
Social security and other taxes 4,552 1,351
VAT 110,629 130,263
Other creditors 2,160 19,613
Accruals 72,042 122,147
782,215 784,315

11. LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:
2024 2023
£    £   
Within one year 129,156 111,588
Between one and five years 217,909 193,487
347,065 305,075

12. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2024 2023
value: £    £   
1 Ordinary shares 1 1 1

13. RELATED PARTY DISCLOSURES

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

Soya Concept UK Limited (Registered number: 09912955)

Notes to the Financial Statements - continued
for the Year Ended 30 June 2024

14. ULTIMATE PARENT PARTY

The immediate parent undertaking is Soya Group A/S, a company incorporated and registered in Denmark.

PBH 27.933 ApS, a company incorporated and registered in Denmark, is the smallest group to consolidate these financial statements and copies can be obtained from:

PBH 27.933 ApS
Under Broen 1
6400 Sønderborg
Denmark