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REGISTERED NUMBER: 13879296 (England and Wales)















Report of the Directors and

Unaudited Financial Statements for the Year Ended 31 December 2023

for

Advitam Wellness Ltd

Advitam Wellness Ltd (Registered number: 13879296)






Contents of the Financial Statements
for the Year Ended 31 December 2023




Page

Company Information 1

Report of the Directors 2

Income Statement 4

Balance Sheet 5

Notes to the Financial Statements 7


Advitam Wellness Ltd

Company Information
for the Year Ended 31 December 2023







DIRECTORS: Ms M V F Zingraff
M Gioiella
Mrs S Angarano





REGISTERED OFFICE: 57-63
Knightsbridge
London
SW1X 7BF





REGISTERED NUMBER: 13879296 (England and Wales)





ACCOUNTANTS: The Peek Partnership Ltd
Unit 1,
Chancerygate Business Centre
Stonefiled Way
Ruislip
Middlesex
HA4 0JA

Advitam Wellness Ltd (Registered number: 13879296)

Report of the Directors
for the Year Ended 31 December 2023

The directors present their report with the financial statements of the company for the year ended 31 December 2023.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of The company operates as a
holding company for a group involved in the wellness and wellbeing industry, overseeing. supporting
and managing its subsidiaries.

DIRECTOR
Ms M V F Zingraff held office during the whole of the period from 1 January 2023 to the date of this report.
M Gioiella and Mrs S Angarano were appointed as directors after 31 December 2023 but prior to the
date of this report.

DIRECTORS' RESPONSIBILITIES STATEMENT
The directors are responsible for preparing the Report of the Directors 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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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:

- select suitable accounting policies and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The 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.


Advitam Wellness Ltd (Registered number: 13879296)

Report of the Directors
for the Year Ended 31 December 2023

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:





M Gioiella - Director


14 February 2025

Advitam Wellness Ltd (Registered number: 13879296)

Income Statement
for the Year Ended 31 December 2023

Period
28/1/22
Year Ended to
31/12/23 31/12/22
Notes £    £   

TURNOVER - -

Administrative expenses 1,071,514 3,303
OPERATING LOSS 4 (1,071,514 ) (3,303 )

Interest receivable and similar income 30,711 -
(1,040,803 ) (3,303 )

Interest payable and similar expenses 5 272,817 -
LOSS BEFORE TAXATION (1,313,620 ) (3,303 )

Tax on loss - -
LOSS FOR THE FINANCIAL YEAR (1,313,620 ) (3,303 )

Advitam Wellness Ltd (Registered number: 13879296)

Balance Sheet
31 December 2023

31/12/23 31/12/22
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 6 246,637 -
Tangible assets 7 2,924,526 -
3,171,163 -

CURRENT ASSETS
Debtors 8 2,080,351 1

CREDITORS
Amounts falling due within one year 9 12,919 3,303
NET CURRENT ASSETS/(LIABILITIES) 2,067,432 (3,302 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

5,238,595

(3,302

)

CREDITORS
Amounts falling due after more than
one year

10

6,555,517

-
NET LIABILITIES (1,316,922 ) (3,302 )

CAPITAL AND RESERVES
Called up share capital 12 1 1
Retained earnings (1,316,923 ) (3,303 )
SHAREHOLDERS' FUNDS (1,316,922 ) (3,302 )

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2023.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2023 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:
(a)ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and
(b)preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

Advitam Wellness Ltd (Registered number: 13879296)

Balance Sheet - continued
31 December 2023


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 14 February 2025 and were signed on its behalf by:




M Gioiella - Director



Mrs S Angarano - Director


Advitam Wellness Ltd (Registered number: 13879296)

Notes to the Financial Statements
for the Year Ended 31 December 2023

1. STATUTORY INFORMATION

Advitam Wellness 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.

Significant judgements and estimates
In the application of the company's accounting policies, the director is 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.

Intangible assets
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Patents and licences are being amortised evenly over their estimated useful life of nil years.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Leasehold Improvement - Straight Line 10%
Fixtures Fittings - Straight Line 10%
Computer Equipment - Straight Line 25%

Advitam Wellness Ltd (Registered number: 13879296)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

2. ACCOUNTING POLICIES - continued

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 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. 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. 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
constitutes a financing transaction, where the debt instrument is measured at the present value
of the future payments 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.

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.


Advitam Wellness Ltd (Registered number: 13879296)

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.

Hire purchase and leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

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.

Going concern
The Directors of the company have a reasonable assurance from the shareholders that the
company will continue to receive financial support to provide adequate resources to continue in
its operational existence for foreseeable future, being at least 12 months from the date of
signing this financial statement.
On this basis, the financial statement have been prepared on a going concern basis, which
assumes the company will be able to meet its liabilities as and when they fall due for the
foreseeable future. As of 31st December 2023, the company has net current assets of
£2,067,432 and net liabilities of £1,316,922. Which includes a shareholder's loan of £6,555,517
in non-current liabilities.

3. EMPLOYEES AND DIRECTORS
Period
28/1/22
Year Ended to
31/12/23 31/12/22
£    £   
Wages and salaries 267,739 2,270
Social security costs 36,710 1,027
Other pension costs 1,441 -
305,890 3,297

Advitam Wellness Ltd (Registered number: 13879296)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

3. EMPLOYEES AND DIRECTORS - continued

The average number of employees during the year was as follows:
Period
28/1/22
Year Ended to
31/12/23 31/12/22

2 1

Period
28/1/22
Year Ended to
31/12/23 31/12/22
£    £   
Director's remuneration 238,333 -

Information regarding the highest paid director for the year ended 31 December 2023 is as follows:


Year Ended
31/12/23
£   
Emoluments etc 238,333

4. OPERATING LOSS

The operating loss is stated after charging:

Period
28/1/22
Year Ended to
31/12/23 31/12/22
£    £   
Depreciation - owned assets 337,028 -
Patents and licences amortisation 27,404 -

5. INTEREST PAYABLE AND SIMILAR EXPENSES
Period
28/1/22
Year Ended to
31/12/23 31/12/22
£    £   
Loan 272,817 -

Advitam Wellness Ltd (Registered number: 13879296)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

6. INTANGIBLE FIXED ASSETS
Patents
and
licences
£   
COST
Additions 274,041
At 31 December 2023 274,041
AMORTISATION
Amortisation for year 27,404
At 31 December 2023 27,404
NET BOOK VALUE
At 31 December 2023 246,637

7. TANGIBLE FIXED ASSETS
Fixtures
Long and Computer
leasehold fittings equipment Totals
£    £    £    £   
COST
Additions 3,071,634 118,097 71,823 3,261,554
At 31 December 2023 3,071,634 118,097 71,823 3,261,554
DEPRECIATION
Charge for year 307,164 11,810 18,054 337,028
At 31 December 2023 307,164 11,810 18,054 337,028
NET BOOK VALUE
At 31 December 2023 2,764,470 106,287 53,769 2,924,526

8. DEBTORS
31/12/23 31/12/22
£    £   
Amounts falling due within one year:
Other debtors 744,996 1

Advitam Wellness Ltd (Registered number: 13879296)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

8. DEBTORS - continued
31/12/23 31/12/22
£    £   
Amounts falling due after more than one year:
Amounts owed by group undertakings 1,052,691 -
Other debtors 282,664 -
1,335,355 -

Aggregate amounts 2,080,351 1

9. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31/12/23 31/12/22
£    £   
Social security and other taxes 12,919 3,303

10. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN
ONE YEAR
31/12/23 31/12/22
£    £   
Other loans - 2-5 years 6,555,517 -

There are amount of a £6,555,517 in creditors due after one year owed to Novus Incorporated
Ltd a company owned by shareholder Mrs Binani. Amount of £4,000,000.00 included in
creditors is for convertible loan which will be transferred as ordinary shares when the condition
is met.

11. LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:
31/12/23 31/12/22
£    £   
Within one year 225,000 -
Between one and five years 900,000 -
In more than five years 993,750 -
2,118,750 -

12. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31/12/23 31/12/22
value: £    £   
100 Ordinary 0.01 1 1