Acorah Software Products - Accounts Production 15.0.600 false true true 31 December 2022 1 January 2022 false 1 January 2023 31 December 2023 31 December 2023 13045706 Mr S Sahin Mr J Suarez true iso4217:GBP iso4217:EUR iso4217:USD xbrli:shares xbrli:pure xbrli:pure 13045706 2022-12-31 13045706 2023-12-31 13045706 2023-01-01 2023-12-31 13045706 frs-core:CurrentFinancialInstruments 2023-12-31 13045706 frs-core:ComputerEquipment 2023-12-31 13045706 frs-core:ComputerEquipment 2023-01-01 2023-12-31 13045706 frs-core:ComputerEquipment 2022-12-31 13045706 frs-core:WithinOneYear 2023-12-31 13045706 frs-core:OtherReservesSubtotal 2023-12-31 13045706 frs-core:ShareCapital 2023-12-31 13045706 frs-core:RetainedEarningsAccumulatedLosses 2023-12-31 13045706 frs-bus:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 13045706 frs-bus:FilletedAccounts 2023-01-01 2023-12-31 13045706 frs-bus:SmallEntities 2023-01-01 2023-12-31 13045706 frs-bus:AuditExempt-NoAccountantsReport 2023-01-01 2023-12-31 13045706 frs-bus:SmallCompaniesRegimeForAccounts 2023-01-01 2023-12-31 13045706 1 2023-01-01 2023-12-31 13045706 frs-bus:Director1 2023-01-01 2023-12-31 13045706 frs-bus:Director2 2023-01-01 2023-12-31 13045706 frs-countries:EnglandWales 2023-01-01 2023-12-31 13045706 2021-12-31 13045706 2022-12-31 13045706 2022-01-01 2022-12-31 13045706 frs-core:CurrentFinancialInstruments 2022-12-31 13045706 frs-core:WithinOneYear 2022-12-31 13045706 frs-core:OtherReservesSubtotal 2022-12-31 13045706 frs-core:ShareCapital 2022-12-31 13045706 frs-core:RetainedEarningsAccumulatedLosses 2022-12-31
Registered number: 13045706
Oliva Health Limited
Unaudited Financial Statements
For The Year Ended 31 December 2023
Contents
Page
Balance Sheet 1—2
Notes to the Financial Statements 3—6
Page 1
Balance Sheet
Registered number: 13045706
2023 2022
as restated
Notes £ £ £ £
FIXED ASSETS
Tangible Assets 5 17,548 15,008
17,548 15,008
CURRENT ASSETS
Debtors 6 174,217 87,263
Cash at bank and in hand 499,665 430,429
673,882 517,692
Creditors: Amounts Falling Due Within One Year 7 (8,215,096 ) (4,017,461 )
NET CURRENT ASSETS (LIABILITIES) (7,541,214 ) (3,499,769 )
TOTAL ASSETS LESS CURRENT LIABILITIES (7,523,666 ) (3,484,761 )
NET LIABILITIES (7,523,666 ) (3,484,761 )
CAPITAL AND RESERVES
Called up share capital 1 1
Other reserves 9,293 -
Profit and Loss Account (7,532,960 ) (3,484,762 )
SHAREHOLDERS' FUNDS (7,523,666) (3,484,761)
Page 1
Page 2
For the year ending 31 December 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.
The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.
These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime.
The company has taken advantage of section 444(1) of the Companies Act 2006 and opted not to deliver to the registrar a copy of the company's Profit and Loss Account.
On behalf of the board
Mr S Sahin
Director
25 September 2024
The notes on pages 3 to 6 form part of these financial statements.
Page 2
Page 3
Notes to the Financial Statements
1. General Information
Oliva Health Limited is a private company, limited by shares, incorporated in England & Wales, registered number 13045706 . The registered office is 71-75 Shelton Street, London, WC2H 9JQ.
2. Accounting Policies
2.1. Basis of Preparation of Financial Statements
The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 section 1A Small Entities "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.
2.2. Going Concern Disclosure
The financial statements have been prepared on a going concern basis, notwithstanding the company’s net liabilities of £7,523,666 at the balance sheet date. The directors have assessed the company’s financial position and believe it is appropriate to prepare the financial statements on a going concern basis due to the ongoing financial support from its parent entity,  Oliva Health Holdings Inc. The parent entity has confirmed its intention to provide financial support to the company to ensure it can meet its liabilities as they fall due for at least the next 12 months from the date of approval of these financial statements.
2.3. Turnover
Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the sale of goods and from the rendering of services. Turnover is reduced for estimated customer returns, rebates and other similar allowances.
2.4. Tangible Fixed Assets and Depreciation
Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:
Computer Equipment 33% Straight Line
2.5. Leasing and Hire Purchase Contracts
Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged to profit and loss account as incurred.
2.6. Financial Instruments
The company 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 company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with 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 consitutes a financing transaction, where the transaction is measured at the present value if the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Classification of financial instruments
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 company 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 constitute and financing transaction, where the debt instrument is measured at the present value of future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
...CONTINUED
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2.6. Financial Instruments - continued
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditor 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 at amortised cost using the effective interest method.
2.7. Foreign Currencies
Monetary assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate ruling on the date of the transaction. Exchange differences are taken into account in arriving at the operating profit.
2.8. Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.
Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period 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 assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors. The measurement of deferred tax liabilities and assets reflect the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
Current or deferred tax for the year is recognised in profit or loss, except when they related to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax is also recognised in other comprehensive income or directly in equity respectively.
2.9. Pensions
The company operates a defined pension contribution scheme. Contributions are charged to the profit and loss account as they become payable in accordance with the rules of the scheme.
3. Average Number of Employees
Average number of employees, including directors, during the year was: 15 (2022: 9)
15 9
4. Prior Period Adjustment
A material reclassification error was identified in the prior year's financial statements. An amount of £1,433,066 that was recorded under cost of sales should have been classified as administrative expenses. The comparative figures have been restated to reflect this adjustment as follows:

Cost of Sales: Decreased by £1,433,066
Administrative Expenses: Increased by £1,433,066

This correction does not affect the net profit or financial position of the company for the period.
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Page 5
5. Tangible Assets
Computer Equipment
£
Cost
As at 1 January 2023 26,858
Additions 10,658
As at 31 December 2023 37,516
Depreciation
As at 1 January 2023 11,850
Provided during the period 8,118
As at 31 December 2023 19,968
Net Book Value
As at 31 December 2023 17,548
As at 1 January 2023 15,008
6. Debtors
2023 2022
as restated
£ £
Due within one year
Trade debtors 95,044 69,028
Other debtors 79,173 18,235
174,217 87,263
7. Creditors: Amounts Falling Due Within One Year
2023 2022
as restated
£ £
Trade creditors 14,645 25,773
Amounts owed to group undertakings 7,573,090 3,813,467
Other creditors 523,196 117,927
Taxation and social security 104,165 60,294
8,215,096 4,017,461
8. Other Commitments
The total of future minimum lease payments under non-cancellable operating leases are as following:
2023 2022
as restated
£ £
Not later than one year 43,920 -
43,920 -
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Page 6
9. Related Party Transactions
At the year-end the company owed £7,276,957 (2022: £3,796,156) to Olivia Health Holdings Inc, the parent company. The amounts are unsecured, interest-free and repayable on demand.

At the year end the company owned £296,133 (2022: £17,311) to Oliva Health S.L.L. a company under common control with the parent company. The amounts are unsecured, interest-free, and repayble on demand.

10. Ultimate Controlling Party
The company's immediate and ultimate parent undertaking is Oliva Health Holdings Inc.  There is no ultimate controlling party.
11. Share-based payments
The company operates an approved EMI Share Option Plan where certain employees are granted options to purchase shares in the company.  On exercise of the options by the employees, the company issues new shares.
The options are only exercisable on exit - the options have a 4 year vesting period. 
The following table illustrates the number and weighted average exercise prices (WAEP) of, and movements in, share options during the year under the Approved EMI Share Option Plan.
2023
2023
2022
2022
No.
image
WAEP £
image
No.
image
WAEP £
image
Outstanding at 1 January
-
-
-
-
Granted during the year
944,109
0.05
-
-
image
image
image
image
Outstanding at 31 December
944,109
image
0.05
image
-
image
-
image
Exercisable at 31 December
570,399
image
0.05
image
-
image
-
image
The company is unable to directly measure the fair value of employee services received. Instead, the fair value of the share options granted during the year is determined using the Black-Scholes model. This model is internationally recognised as being appropriate for valuing employee share schemes similar to the one the company has in place.
During the year a charge of £9,293 (2022: Nil) has been recognised. 
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