Company registration number 07200452 (England and Wales)
OPTIMAX CLINICS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
OPTIMAX CLINICS LIMITED
COMPANY INFORMATION
Directors
R K Ambrose
Mr L Gravalos Soria
(Appointed 25 June 2024)
Mr V Leal Espi
(Appointed 25 June 2024)
Secretary
D Walter
Company number
07200452
Registered office
96 Bristol Road
Edgbaston
Birmingham
B5 7XJ
Auditor
Gravita II LLP
Aldgate Tower
2 Leman Street
London
E1 8FA
OPTIMAX CLINICS LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Independent auditor's report
4 - 6
Statement of comprehensive income
7
Statement of financial position
8
Statement of changes in equity
9
Notes to the financial statements
10 - 21
OPTIMAX CLINICS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 JUNE 2024
- 1 -

The directors presents their strategic report for the year ended 30 June 2024.

Review of the business

Following the impact of Covid-19 pandemic on the Company in 2020 and following the advice of insolvency practitioners, the director put the Company into a Company Voluntary Arrangement with a proposed term of 48 months, which was approved by the Company’s creditors on 27 November 2020.

 

The Company satisfied all conditions of the Company Voluntary Arrangement during the accounting period.

 

The Company is actively pursuing further growth in turnover through the increase in the volume of treatments offered to general public, as well as continued projects to provide a wider range of third party access to clinic facilities.

Principal risks and uncertainties

The Company’s principal financial instruments comprise bank balances, trade creditors, trade debtors and loans to the Company. The main purpose of these instruments is to raise funds for and the finance of the Company’s operations.

 

In respect of trade debtors, the credit risk is managed through policies concerning the credit offered to the customers and regular monitoring of amounts outstanding for both time and credit limits.

 

In respect of bank balances, the liquidity risk is managed by maintaining a balance between the continuity of funding.

 

Trade creditors are managed in respect of liquidity risk by ensuring that sufficient funds are available to meet amounts when they fall due.

 

The loan balance represents long term loans, primarily from fellow group company Clinica Baviera S.A. The liquidity risk is managed by ensuring that sufficient funds are available to meet the agreed repayment dates.

Key performance indicators

The key financial highlights are as follows:

2024
2023
£
£
Turnover
9,842,065
11,579,977
Gross profit
47.50%
50.00%
Operating (loss)/profit
(1,366,791)
11,037,454

On behalf of the board

Mr V Leal Espi
Director
20 January 2025
OPTIMAX CLINICS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2024
- 2 -

The directors presents their annual report and financial statements for the year ended 30 June 2024.

Principal activities

The principal activities of the company are the provision of laser eye surgical and IOL/cataract treatments.

Results and dividends

The results for the year are set out on page 7.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

R K Ambrose
Mr L Gravalos Soria
(Appointed 25 June 2024)
Mr V Leal Espi
(Appointed 25 June 2024)
Future developments

On 25 June 2024, the Company’s parent, Eye Hospitals Group Limited, was acquired by Clinica Baviera UK, S.L. (former Castellana Intermediación Sanitaria S.L.), a company incorporated in Spain. This Society is part of the world's leading ophthalmology group AIER Eye, based in Changsa (China). This acquisition allows Optimax to join an international group with a presence on several continents and more than 100 clinics in Europe, as well as providing financial and economic support to grow and develop the business in the UK.

Statement of directors' responsibilities

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have 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 directors must not approve the financial statements unless they are 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 directors are required to:

 

 

The directors are 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 them to ensure that the financial statements comply with the Companies Act 2006. They are 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 of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

OPTIMAX CLINICS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 3 -
Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
Mr V Leal Espi
Director
20 January 2025
OPTIMAX CLINICS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF OPTIMAX CLINICS LIMITED
- 4 -
Opinion

We have audited the financial statements of Optimax Clinics Limited (the 'company') for the year ended 30 June 2024 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity and notes to the financial statements, including 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:

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 Auditor's 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 directors' 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. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the company's ability to continue as a going concern.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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 course of 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 our audit:

OPTIMAX CLINICS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF OPTIMAX CLINICS LIMITED
- 5 -
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 strategic report or the directors' report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are 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 directors determine is 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 directors are 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 directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's 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 an auditor's report 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.

 

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

The extent to which the audit was considered capable of detecting irregularities including fraud

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

 

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

 

OPTIMAX CLINICS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF OPTIMAX CLINICS LIMITED
- 6 -

To address the risk of fraud through management bias and override of controls, we:

 

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

 

 

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 by for example forgery, or intentional misrepresentations or through collusion. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

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 an auditor's report 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.

Sarah Wilson FCA
Senior Statutory Auditor
For and on behalf of Gravita II LLP
21 January 2025
Chartered Accountants
Statutory Auditor
Aldgate Tower
2 Leman Street
London
E1 8FA
OPTIMAX CLINICS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2024
- 7 -
2024
2023
Notes
£
£
Turnover
9,842,065
11,579,977
Cost of sales
(5,167,291)
(5,784,628)
Gross profit
4,674,774
5,795,349
Administrative expenses
(6,046,065)
(6,068,339)
Other operating income
4,500
5,000
Waiver of director's loans
3
-
0
11,305,444
Operating (loss)/profit
4
(1,366,791)
11,037,454
Interest receivable and similar income
8
99
953
Interest payable and similar expenses
9
(304,127)
(507,230)
(Loss)/profit before taxation
(1,670,819)
10,531,177
Taxation
10
-
0
-
0
(Loss)/profit for the financial year
20
(1,670,819)
10,531,177
Other comprehensive income
-
-
Total comprehensive income for the year
(1,670,819)
10,531,177

The income statement has been prepared on the basis that all operations are continuing operations.

OPTIMAX CLINICS LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2024
30 June 2024
- 8 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
12
1,432,337
1,753,600
Current assets
Debtors
13
1,697,441
1,742,672
Cash at bank and in hand
447,882
467,364
2,145,323
2,210,036
Creditors: amounts falling due within one year
14
(3,839,642)
(3,970,015)
Net current liabilities
(1,694,319)
(1,759,979)
Total assets less current liabilities
(261,982)
(6,379)
Creditors: amounts falling due after more than one year
15
(866,258)
-
0
Provisions for liabilities
16
(736,519)
(662,569)
Net liabilities
(1,864,759)
(668,948)
Capital and reserves
Called up share capital
19
1,000
1,000
Other reserves
20
445,691
445,691
Profit and loss reserves
20
(2,311,450)
(1,115,639)
Total equity
(1,864,759)
(668,948)
The financial statements were approved by the board of directors and authorised for issue on 20 January 2025 and are signed on its behalf by:
Mr V  Leal Espi
Director
Company Registration No. 07200452
OPTIMAX CLINICS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2024
- 9 -
Share capital
Other reserves
Profit and loss reserves
Total
£
£
£
£
Balance at 1 July 2022
1,000
816,839
(12,017,964)
(11,200,125)
Year ended 30 June 2023:
Profit and total comprehensive income
-
-
10,531,177
10,531,177
Transfers
-
(371,148)
371,148
-
Balance at 30 June 2023
1,000
445,691
(1,115,639)
(668,948)
Year ended 30 June 2024:
Loss and total comprehensive income
-
-
(1,670,819)
(1,670,819)
Contributions received
-
-
475,008
475,008
Balance at 30 June 2024
1,000
445,691
(2,311,450)
(1,864,759)
OPTIMAX CLINICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
- 10 -
1
Accounting policies
Company information

Optimax Clinics Limited is a company limited by shares incorporated in England and Wales. The registered office and principal place of business is 96 Bristol Road, Edgbaston, Birmingham, B5 7XJ.

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.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

 

The financial statements of the company are consolidated in the financial statements of Eye Hospitals Group Limited. These consolidated financial statements are available from its registered office, 96 Bristol Road, Edgbaston, Birmingham, B5 7XJ.

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 £.

1.2
Going concern

The company had net liabilities amounting to £1,864,759 (2023: £668,948) at the balance sheet date and consequently, is reliant on the ongoing financial support of the group.true

 

Following its acquisition of the company, Clinica Baviera has put in place a new management team and formulated a clear and feasible turnaround plan for the business. Clinica Baviera is committing financial and management resources into improving Optimax's operations and financial performance, as well as ensuring sufficient funding during the turnaround period.

 

With this support, the directors are confident the company remains a going concern and have prepared the accounts on the going concern basis.

OPTIMAX CLINICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 11 -
1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Turnover represents amounts receivable for medical services rendered net of trade discounts. Turnover is recognised at the time when the medical services are performed.

1.4
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

Plant and machinery
25% reducing balance or over life of lease
Fixtures, fittings & equipment
25% reducing balance

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 assets residual values and useful lives are reviewed and adjusted, if appropriate, at the end of each reporting period. The effect of any change is accounted for prospectively.

1.5
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

OPTIMAX CLINICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 12 -
1.6
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand.

1.7
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's statement of financial position 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 constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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.

OPTIMAX CLINICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 13 -
Basic financial liabilities

Basic financial liabilities, including creditors and loans, including loans from fellow group companies are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors 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 measured at amortised cost using the effective interest method.

Other financial liabilities

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value though profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.8
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.

Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.

1.9
Taxation

The tax expense represents tax currently payable.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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.

1.10
Provisions

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

OPTIMAX CLINICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 14 -

Following patient treatments, there are a number of additional costs to be incurred once the results of the treatments have been reassessed. The provision is expected to be fully utilised over a period of time in accordance with the age profile of the patients.

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

The company operates a defined contribution scheme for the benefit of its employees. Contributions payable are charged to the profit and loss account in the year they are payable.

1.13
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

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.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

OPTIMAX CLINICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
2
Judgements and key sources of estimation uncertainty
(Continued)
- 15 -
Provisions
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Provisions are recognised when the Company has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and a reliable estimate of the amount can be made. This obligation may be legal or constructive deriving from regulations, contracts, normal practices or public commitments that lead third parties to reasonably expect that the Company will assume certain responsibilities. The amount of the provision is determined based on the best estimate of the outflow of resources required to settle the obligation, taking into account all available information.

 

No provision is recognised if the amount of liability cannot be estimated reliably. In this case, the relevant information is disclosed in the notes to the financial statements.

 

Given the uncertainties inherent in the estimates used to determine the amount of provision, actual outflows of resources may differ from the amounts recognised originally on the basis of the estimates.

3
Exceptional item
2024
2023
£
£
Income
Waiver of director's loans
-
(11,305,444)
4
Operating (loss)/profit
2024
2023
Operating (loss)/profit for the year is stated after charging/(crediting):
£
£
Exchange losses
3,899
1,889
Depreciation of owned tangible fixed assets
477,680
518,687
Operating lease charges
160,896
343,371

 

5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
45,000
45,000
OPTIMAX CLINICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 16 -
6
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
Nurses & Clinic
67
71
Administrative
40
48
Total
107
119

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
3,423,799
2,920,540
Social security costs
371,284
307,604
Pension costs
127,332
153,855
3,922,415
3,381,999
7
Directors' remuneration
2024
2023
£
£
Company pension contributions to defined contribution schemes
-
43,750

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 0 (2023 - 1).

8
Interest receivable and similar income
2024
2023
£
£
Interest income
Other interest income
99
953
9
Interest payable and similar expenses
2024
2023
£
£
Interest on bank overdrafts and loans
-
96
Other interest on financial liabilities
-
0
371,148
Other interest
304,127
135,986
304,127
507,230
OPTIMAX CLINICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 17 -
10
Taxation

The main rate of UK corporation tax changed with effect from 1 April 2023 from 19% to 25% for profits over £50,000. For the year to 30 June 2023, this created a hybrid rate of 20% for the company.

The actual charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
(Loss)/profit before taxation
(1,670,819)
10,531,177
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 20.00%)
(417,705)
2,106,235
Tax effect of expenses that are not deductible in determining taxable profit
48,982
-
0
Depreciation on assets not qualifying for tax allowances
119,420
103,737
Capital allowances
(76,822)
(215,040)
Tax losses carried forward
326,125
176,893
Loan relationship credits
-
0
(2,207,750)
Loan relationship debits
-
0
56,542
Other adjustments
-
0
(20,617)
Taxation charge for the year
-
-

The company has losses of approximately £9.6m (2023 - £ 8.4m) available for carry forward

against future trading profits.

11
Intangible fixed assets
Intangible assets
£
Cost
At 1 July 2023 and 30 June 2024
5,000,000
Amortisation and impairment
At 1 July 2023 and 30 June 2024
5,000,000
Carrying amount
At 30 June 2024
-
0
At 30 June 2023
-
0
OPTIMAX CLINICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 18 -
12
Tangible fixed assets
Plant and machinery
Fixtures, fittings & equipment
Total
£
£
£
Cost
At 1 July 2023
7,550,437
2,240,584
9,791,021
Additions
156,417
-
0
156,417
At 30 June 2024
7,706,854
2,240,584
9,947,438
Depreciation and impairment
At 1 July 2023
6,488,750
1,548,671
8,037,421
Depreciation charged in the year
254,553
223,127
477,680
At 30 June 2024
6,743,303
1,771,798
8,515,101
Carrying amount
At 30 June 2024
963,551
468,786
1,432,337
At 30 June 2023
1,061,687
691,913
1,753,600
13
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
221,537
245,034
Other debtors
500,238
48,039
Prepayments and accrued income
975,666
1,449,599
1,697,441
1,742,672
14
Creditors: amounts falling due within one year
2024
2023
£
£
Obligations under finance leases
26,453
140,158
Trade creditors
1,385,561
1,777,758
Amounts owed to group undertakings
1,638,863
65,795
Taxation and social security
100,134
88,882
Other creditors
73,982
1,310,718
Accruals and deferred income
614,649
586,704
3,839,642
3,970,015

Included in other creditors is the sum of £nil (2023: £847,270) in respect of amounts due under the company voluntary arrangement entered into on 27 November 2020 for a period of at least 48 months (and not exceeding 52 months without the approval of at least 75% of creditors).

OPTIMAX CLINICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 19 -
15
Creditors: amounts falling due after more than one year
2024
2023
£
£
Obligations under finance leases
24,248
-
0
Other borrowings
842,010
-
0
866,258
-
0
16
Provisions for liabilities
2024
2023
£
£
Patient Costs
736,519
662,569
Movements on provisions:
Patient Costs
£
At 1 July 2023
662,569
Additional provisions in the year
116,276
Utilisation of provision
(42,326)
At 30 June 2024
736,519

Patient Costs

Following patient treatments, there are a number of additional costs to be incurred once the results of the treatments have been reassessed. The provision is expected to be fully utilised over a period of time in accordance with the age profile of the patients.

17
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
89,423
85,271

The company operates a defined contribution pension scheme for all qualifying employees and also for the director. The assets of the scheme are held separately from those of the company in an independently administered fund.

18
Share-based payment transactions

Eye Hospitals Group Limited has granted Enterprise Management Incentive [EMI] options to employees of this company.

 

Directors and staff are granted options at the company's discretion and a total of 11,250.

 

During the year, all of the remaining options were exercised meaning that there was no liability at year end.

OPTIMAX CLINICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 20 -
19
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
1,000
1,000
1,000
1,000

There is a single class of ordinary shares. There are no restrictions on the distribution of dividends and repayment of capital.

20
Reserves
Other reserves

The other reserves represent the capital contribution arising on the restatement of the directors loan account following transition to FRS102 and movements in subsequent years.

Profit and loss reserves

Retained earnings represents accumulated comprehensive income for the year and prior periods less dividends paid.

21
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2024
2023
£
£
Within one year
665,600
67,036
Between two and five years
2,422,983
1,599
In over five years
40,612
41,641
3,129,195
110,276
22
Contingent liabilities

The CVA remained open at the balance sheet date. Prior to the year end, the CVA supervisor received details of two new claims, amounting to approximately £1.25m. These have yet to be admitted by the CVA Supervisor to determine their validity and legal advice is being taken.

 

Ownership of the business changed on 25 June 2024. As part of the sale process, warranties were provided by the sellers in favour of the buyers. Consequently, any outflow from the company for additional liabilities relating to claims made (following provision of services prior to the sale completion date), are, whether admitted or not, considered remote.

OPTIMAX CLINICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 21 -
23
Related party transactions
Transactions with related parties
Recharged expenses and purchases
2024
2023
£
£
Key management personnel
-
259,547
Other related parties
21,683
639,062
21,683
898,609

During the period, a notional interest charge of £nil (2023: £371,148) was also provided for key management personnel of the company in accordance with FRS 102.

Key management personnel of the company waived the right to rent licence fees for part of the prior year for some clinics in respect of properties made available for use as clinics. The sum of £397,364 (2023: £216,744) represents rent licence fees waived.

The company has taken advantage of the exemptions from disclosure available to subsidiary undertakings under section 33 of FRS102 in connection with intra group transactions.

2024
2023
Amounts due to related parties
£
£
Entities with control, joint control or significant influence over the company
842,010
-
Key management personnel
-
399,757
Other related parties
60,000
60,000
902,010
459,757
2024
2023
Amounts due from related parties
£
£
Other related parties
12,434
55,400
12,434
55,400
24
Ultimate controlling party

The company is a wholly owned subsidiary of Eye Hospitals Group Limited, a company incorporated in England and Wales. The registered office is 96 Bristol Road, Birmingham, B5 7XJ.

 

The ultimate controlling party is Aier Eye Hospital Co Limited (registered number 91430000745928604G), a company incorporated in China. They have control by virtue of their 100% shareholding in Clinica Baviera UK, S.L. (former Castellana Intermediación Sanitaria S.L.) (registered in Spain, number B87195855) which in turn owns 100% of Eye Hospitals Group Limited, an acquisition that completed on 25 June 2024.

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