Company registration number SC464634 (Scotland)
IOLLA LIMITED
ANNUAL REPORT AND UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 MARCH 2024
IOLLA LIMITED
COMPANY INFORMATION
Directors
B S McGuire
S M Hunter
A G Manson
Secretary
HMS Secretaries Limited
Company number
SC464634
Registered office
Unit 3/13
143 Charles Street
Glasgow
G21 2QA
Accountants
MHA
Chartered Accountants
6 St Colme Street
Edinburgh
EH3 6AD
IOLLA LIMITED
CONTENTS
Page
Directors' report
1
Accountants' report
2
Profit and loss account
3
Balance sheet
4 - 5
Statement of changes in equity
6
Notes to the financial statements
7 - 14
IOLLA LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 MARCH 2024
- 1 -
The directors present their annual report and financial statements for the year ended 30 March 2024.
Principal activities
The principal activity of the company continued to be that of distribution of optical glasses.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
B S McGuire
S M Hunter
A G Manson
Small companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
On behalf of the board
A G Manson
Director
13 November 2024
IOLLA LIMITED
ACCOUNTANTS' REPORT TO THE BOARD OF DIRECTORS ON THE PREPARATION OF THE UNAUDITED STATUTORY FINANCIAL STATEMENTS OF IOLLA LIMITED FOR THE YEAR ENDED 30 MARCH 2024
- 2 -
In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of Iolla Limited for the year ended 30 March 2024 which comprise the profit and loss account, the balance sheet, the statement of changes in equity and the related notes from the company’s accounting records and from information and explanations you have given us.
As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed at https://www.icaew.com/regulation.
This report is made solely to the board of directors of Iolla Limited, as a body, in accordance with the terms of our engagement letter dated 20 February 2024. Our work has been undertaken solely to prepare for your approval the financial statements of Iolla Limited and state those matters that we have agreed to state to the board of directors of Iolla Limited, as a body, in this report in accordance with ICAEW Technical Release 07/16 AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Iolla Limited and its board of directors as a body, for our work or for this report.
It is your duty to ensure that Iolla Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and loss of Iolla Limited. You consider that Iolla Limited is exempt from the statutory audit requirement for the year.
We have not been instructed to carry out an audit or a review of the financial statements of Iolla Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.
MHA
13 November 2024
Chartered Accountants
6 St Colme Street
Edinburgh
EH3 6AD
IOLLA LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 MARCH 2024
- 3 -
2024
2023
as restated
£
£
Turnover
3,793,542
3,242,899
Cost of sales
(2,079,948)
(1,926,114)
Gross profit
1,713,594
1,316,785
Administrative expenses
(1,893,386)
(1,701,329)
Other operating income
82,519
Operating loss
2
(97,273)
(384,544)
Interest receivable and similar income
2,062
Interest payable and similar expenses
(72,401)
(44,995)
Loss before taxation
(167,612)
(429,539)
Tax on loss
60,787
Loss for the financial year
(167,612)
(368,752)
IOLLA LIMITED
BALANCE SHEET
AS AT 30 MARCH 2024
30 March 2024
- 4 -
2024
2023
as restated
Notes
£
£
£
£
Fixed assets
Intangible assets
4
181,875
302,117
Tangible assets
5
125,717
149,285
307,592
451,402
Current assets
Stocks
361,004
420,431
Debtors
6
587,271
656,961
Cash at bank and in hand
112,421
213,543
1,060,696
1,290,935
Creditors: amounts falling due within one year
7
(796,473)
(872,224)
Net current assets
264,223
418,711
Total assets less current liabilities
571,815
870,113
Creditors: amounts falling due after more than one year
8
(553,868)
(684,554)
Net assets
17,947
185,559
Capital and reserves
Called up share capital
9
1
1
Profit and loss reserves
17,946
185,558
Total equity
17,947
185,559
IOLLA LIMITED
BALANCE SHEET (CONTINUED)
AS AT 30 MARCH 2024
30 March 2024
- 5 -
For the financial year ended 30 March 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.
These 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 board of directors and authorised for issue on 13 November 2024 and are signed on its behalf by:
A G Manson
Director
Company Registration No. SC464634
IOLLA LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 MARCH 2024
- 6 -
Share capital
Profit and loss reserves
Total
£
£
£
As restated for the period ended 30 March 2023:
Balance at 31 March 2022
1
366,098
366,099
Prior period adjustments
-
188,212
188,212
As restated
1
554,310
554,311
Year ended 30 March 2023:
Loss and total comprehensive income for the year
-
(368,752)
(368,752)
Balance at 30 March 2023
1
185,558
185,559
Year ended 30 March 2024:
Loss and total comprehensive income for the year
-
(167,612)
(167,612)
Balance at 30 March 2024
1
17,946
17,947
IOLLA LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 MARCH 2024
- 7 -
1
Accounting policies
Company information
Iolla Limited is a private company limited by shares incorporated in Scotland. The registered office is Unit 3/13, 143 Charles Street, Glasgow, G21 2QA.
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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
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. The principal accounting policies adopted are set out below.
Iolla Limited is a subsidiary undertaking of Iolla Group Limited, a company registered in Scotland, with their registered office being Unit 3/13, 143 Charles Street, Glasgow, G21 2QA..
1.2
Going concern
The company is funded by way of borrowings from it's parent. As a result, the company is dependent on the ongoing support of its parent, who have pledged to not demand repayment of the loan for a period of at least one year from the date of signing the accounts, or accept repayment from the company if it would result in the company being unable to meet its obligations. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Turnover
Turnover represents amounts receivable for goods and services net of VAT and trade discounts.
1.4
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date if the fair value can be measured reliably.
Amortisation 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:
Software
25% straight line
Intellectual property
10% straight line
Leasehold property fees
33% straight line
1.5
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.
IOLLA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 MARCH 2024
1
Accounting policies
(Continued)
- 8 -
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
Plant and machinery
20% straight line
Fixtures, fittings & equipment
20% straight line
Motor vehicles
33% 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 credited or charged to profit or loss.
The carrying value of tangible fixed assets are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable.
1.6
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.
1.7
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.
1.8
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.
Debtors
Debtors with no stated interest rate and receivable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account.
Creditors
Creditors with no stated interest rate and payable within one year are recorded at transaction price.
All interest bearing loans and borrowings which are basic financial instruments are initially recorded at the present value of cash payable. After initial recognition they are measured at amortised cost.
IOLLA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 MARCH 2024
1
Accounting policies
(Continued)
- 9 -
1.9
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.10
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 company’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 when the company has 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.
1.11
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.
1.12
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.13
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
IOLLA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 MARCH 2024
1
Accounting policies
(Continued)
- 10 -
1.14
Government grants
Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.
Government grants relating to trading are recognised as income over the periods when the related costs are incurred. Grants relating to an asset are recognised in income systematically over the asset's expected useful life. If part of such a grant is deferred it is recognised as deferred income rather than being deducted from the asset's carrying amount.
1.15
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.
2
Operating loss
Operating loss is stated after crediting other income of £82,519 (2023: £Nil) for grant income in relation to Scottish Enterprise.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Total
56
53
IOLLA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 MARCH 2024
- 11 -
4
Intangible fixed assets
Intangible assets
£
Cost
At 31 March 2023
463,727
Disposals
(14,120)
At 30 March 2024
449,607
Amortisation and impairment
At 31 March 2023
161,610
Amortisation charged for the year
113,250
Disposals
(7,128)
At 30 March 2024
267,732
Carrying amount
At 30 March 2024
181,875
At 30 March 2023
302,117
5
Tangible fixed assets
Leasehold improvements
Plant and machinery etc
Total
£
£
£
Cost
At 31 March 2023
195,089
206,955
402,044
Additions
5,715
23,837
29,552
At 30 March 2024
200,804
230,792
431,596
Depreciation and impairment
At 31 March 2023
105,031
147,728
252,759
Depreciation charged in the year
26,216
26,904
53,120
At 30 March 2024
131,247
174,632
305,879
Carrying amount
At 30 March 2024
69,557
56,160
125,717
At 30 March 2023
90,058
59,227
149,285
IOLLA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 MARCH 2024
- 12 -
6
Debtors
2024
2023
Amounts falling due within one year:
£
£
Corporation tax recoverable
115,360
Other debtors
487,719
443,981
Prepayments and accrued income
99,552
97,620
587,271
656,961
7
Creditors: amounts falling due within one year
2024
2023
£
£
Bank loans and overdrafts
55,556
55,556
Obligations under finance leases
6,386
29,172
Other borrowings
108,373
304,044
Trade creditors
342,026
292,710
Corporation tax
27,291
Other taxation and social security
24,984
20,420
Other creditors
55,832
22,637
Accruals and deferred income
176,025
147,685
796,473
872,224
The bank loan facility is secured by a floating charge over all property and undertakings of the company.
8
Creditors: amounts falling due after more than one year
2024
2023
£
£
Bank loans and overdrafts
9,259
64,815
Obligations under finance leases
35,843
Other borrowings
90,437
198,334
Amounts due to group undertakings
368,329
371,405
Other creditors
50,000
50,000
553,868
684,554
The bank loan facility is secured by a floating charge over all property and undertakings of the company.
Other creditors include £50,000 (2023: £50,000) in loans due to individuals on which interest is accruing at 7%.
IOLLA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 MARCH 2024
- 13 -
9
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary share of £1 each
1
1
1
1
10
Operating lease commitments
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases of £331,000 (2023: £455,000).
11
Related party transactions
The directors are of the opinion that all related party transactions are conducted under normal market conditions and on an arm's length basis and therefore do not need to be disclosed under FRS 102 section 1A appendix C.
12
Parent company
The ultimate parent company is Iolla Group Limited, a company registered in Scotland.
IOLLA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 MARCH 2024
- 14 -
13
Prior period adjustment
Reconciliation of changes in equity
31 March
30 March
2022
2023
£
£
Adjustments to prior year
VAT reclaim - turnover
243,675
380,839
VAT reclaim - administrative expenses
(55,463)
(87,203)
Corporation tax payable
-
(27,291)
Total adjustments
188,212
266,345
Equity as previously reported
366,099
(80,786)
Equity as adjusted
554,311
185,559
Analysis of the effect upon equity
Profit and loss reserves
188,212
266,345
Reconciliation of changes in loss for the previous financial period
2023
£
Adjustments to prior year
VAT reclaim - turnover
137,164
VAT reclaim - administrative expenses
(31,740)
Corporation tax payable
(27,291)
Total adjustments
78,133
Loss as previously reported
(446,885)
Loss as adjusted
(368,752)
Notes to reconciliation
VAT reclaim
The supply of glasses and lenses are liable to standard-rate VAT however the services associated with dispensing glasses by a qualified medical professional are exempt from VAT. The Directors reviewed the appointment between taxable and exempt goods and services of the company's prescription sales and identified it had performed the calculations incorrectly over a period between 2021 and 2023. The outcome was that they had over-declared the value of the sales price attributable to the taxable supply of glasses and lenses and as a result, over-declared the value of output tax due on sales during the same period. This then had an impact on the amount of VAT that could be recovered on expenses. The outcome was a successful claim of £293,636 in over declared VAT from HMRC, being £380,839 of recoverable VAT on sales less £87,203 of irrecoverable VAT on expenses. The 2023 comparatives have been adjusted as noted above and to include this as a debtor.
As a result of the above the company has calculated that £27,291 in corporation tax is now payable. The 2023 comparatives have been adjusted as noted above to include this as a creditor.
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