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REGISTERED NUMBER: 12116806 (England and Wales)






















Financial Statements

for the Year Ended 31 December 2023

for

IL MAKIAGE GB LTD

IL MAKIAGE GB LTD (Registered number: 12116806)






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


IL MAKIAGE GB LTD

Company Information
for the year ended 31 December 2023







DIRECTOR: O Holtzman



REGISTERED OFFICE: Office 9.17 4b
Capital Tower 91 Waterloo Road
London
SE1 8RT



REGISTERED NUMBER: 12116806 (England and Wales)



AUDITORS: Anstey Bond LLP
Statutory Auditors &
Chartered Accountants
1-2 Charterhouse Mews
London
EC1M 6BB



BANKERS: JPMorgan Chase Bank
London Branch
25 Bank Street
London
E14 5JP

IL MAKIAGE GB LTD (Registered number: 12116806)

Balance Sheet
31 December 2023

31.12.23 31.12.22
Notes $    $   
CURRENT ASSETS
Debtors 5 13,737,048 3,336,597
Cash at bank 543,201 103,643
14,280,249 3,440,240
CREDITORS
Amounts falling due within one year 6 (13,944,523 ) (3,386,476 )
NET CURRENT ASSETS 335,726 53,764
TOTAL ASSETS LESS CURRENT
LIABILITIES

335,726

53,764

CAPITAL AND RESERVES
Called up share capital 1,351 1,206
Other reserves 1,313,522 -
Retained earnings (979,147 ) 52,558
335,726 53,764

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 director and authorised for issue on 31 December 2024 and were signed by:





O Holtzman - Director


IL MAKIAGE GB LTD (Registered number: 12116806)

Notes to the Financial Statements
for the year ended 31 December 2023

1. STATUTORY INFORMATION

IL MAKIAGE GB LTD 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.

The financial statements are prepared in dollars, which is the functional currency of the company. Monetary amounts in the financial statements are rounded to the nearest $.

Change in Functional and Presentational Currency:
During the year ended 31 December 2023, the Company changed its functional and presentational currency from GBP Sterling to USD. This change was made to better reflect the economic environment in which the Company operates, as the majority of its transactions are now denominated in USD. This change was effective on 1 January 2023

The financial statements for the year ended 31 December 2023 have been presented in USD. Comparative figures for the year ended 31 December 2022 have been translated from GBP to USD using the exchange rate at the date of the change (1 January 2023).

Exchange Rates Used:

The exchange rate at 1 January 2023: 1 GBP = 1.2062 USD
The average exchange rate for 1 January 2022 to 31 December 2022: 1 GBP = 1.2495 USD

Comparative figures have been translated as follows:

Assets and liabilities were translated at the exchange rate at 1 January 2023.
Income and expenses were translated at the average exchange rate for the year ended 31 December 2022. Any differences in retained earnings have been reflected as a foreign exchange expense.

Going Concern
The financial statements have been prepared on a going concern basis. The Directors have assessed the Company’s ability to continue as a going concern and have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future.

Significant judgements and estimates
The director considers it appropriate to prepare the financial statements on a going concern basis.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

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.


IL MAKIAGE GB LTD (Registered number: 12116806)

Notes to the Financial Statements - continued
for the year ended 31 December 2023

2. ACCOUNTING POLICIES - continued
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.

Foreign currencies
Assets and liabilities in foreign currencies are translated into dollars at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into dollars at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

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.

Cash and cash equivalents
Cash and cash equivalents include cash in hand and short-term deposits, with a maturity of less than three months, held with banks.

Trade and other receivables
Trade and other receivables are initially recognised at fair value and thereafter stated at amortised cost using the effective interest method unless the effect of discounting would me immaterial, in which case they are stated at cost.

Trade and other creditors
Trade and other creditors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest method unless the effect of discounting would me immaterial, in which case they are stated at cost.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 1 (2022 - 1 ) .

4. AUDITORS' REMUNERATION
31.12.23 31.12.22
$    $   
Fees payable to the company's auditors for the audit of the company's
financial statements

7,459

7,497

5. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.23 31.12.22
$    $   
Amounts owed by group undertakings 13,732,720 3,336,584
Other debtors 4,328 13
13,737,048 3,336,597

IL MAKIAGE GB LTD (Registered number: 12116806)

Notes to the Financial Statements - continued
for the year ended 31 December 2023

6. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.23 31.12.22
$    $   
Trade creditors 4,598 -
Amounts owed to group undertakings 13,807,147 -
Taxation and social security 86,793 18,314
Other creditors 45,985 3,368,162
13,944,523 3,386,476

7. DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Colin Ellis FCCA CF (Senior Statutory Auditor)
for and on behalf of Anstey Bond LLP

8. RELATED PARTY DISCLOSURES

At the balance sheet date, included within amounts owed by group undertakings, is an amount of $13,732,720 (2022: $3,314,804), due from Oddity Tech Limited, the ultimate parent company.

Included in the above, is an amount of $5,690,956 (2022: $3,974,417) due from the ultimate parent company relating to transfer pricing.

At the balance sheet date, also included within amounts owed to group undertakings, is an amount of $13,807,147 (2022: $-21,780), due from IM PRO MAKEUP N.Y LP, a related group entity.

The above amounts are interest free and repayable on demand with no repayment terms.

9. ULTIMATE CONTROLLING PARTY

The immediate and ultimate parent undertaking of IL Makiage GB Limited is Oddity Tech Limited, a company registered in Israel. Copies of the consolidated financial statements for Oddity Tech Limited are available from the company secretary. The registered company address is 8 Haharash Street, Tel Aviv - Jaffa, 6761304, Israel.

IL MAKIAGE GB LTD (Registered number: 12116806)

Notes to the Financial Statements - continued
for the year ended 31 December 2023

10. SHARE-BASED PAYMENT TRANSACTIONS

The Company operates an equity-settled share-based compensation plan, the plan issuing non-qualifying share options. The equity options instruments (share options) of the parent Company, Oddity Tech LTD, were granted in consideration to services received from the employee of the Company. The services received from these employees is deemed to be the consideration for equity options instruments (share options) of the parent Company Il Makiage. The fair value of the employees' services received in exchange for the grant of options is expensed on the equity basis each year, based on the Company's estimate of shares that will eventually vest and the value of the share price as at year-end.

At each Statement of Financial Position date, the entity revises its estimates of the number of options that are expected to vest, with any changes in estimates recognised in the income statement, with a corresponding adjustment in equity as per FRS102.

The proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and share premium when the options are exercised.

Movements in the number of outstanding conditional awards of shares currently exercisable are as follows:


20232022
Average exercise
price per share
option ($


)
Number of
options
Average exercise
price per share
option ($


)
Number of
options
As at 1 January- -
Granted during the year27.741,232,172-
Exercised during the yearNil -
Forfeited during the year Nil -
1,232,172-
Vested and exercisable--


No options expired during the periods covered by the above tables.

Share options outstanding at the end of the year have the following expiry dates and exercise prices:


Grant date

Expiry date

Exercise price ($)
No. of
options
No. of
options
31 Dec 202331 Dec 2022
22/06/202327.741,232,172-





1,232,172-

Weighted average remaining contractual life of options outstanding at end of
period:

5.47 years

-




Fair value of options granted

IL MAKIAGE GB LTD (Registered number: 12116806)

Notes to the Financial Statements - continued
for the year ended 31 December 2023
The assessed fair value at grant date of options granted during the year ended 31st December 2023 was $7.84 per option. The fair market value (FMV) of the share options on the grant date was estimated using the Monte Carlo simulation framework pricing model.

Expenses arising from share-based payment transactions

Total expenses arising from share-based payment transactions recognised during the period as part of employee benefit expense were as follows:

2023($)2022($)

Options issued under employee option plan1,313,522-
1,313,522-