Registration number:
Pharmed UK Ltd
for the Period from 31 January 2023 to 30 June 2024
Pharmed UK Ltd
Contents
Company Information |
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Directors' Report |
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Statement of Directors' Responsibilities |
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Independent Auditor's Report |
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Profit and Loss Account |
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Statement of Comprehensive Income |
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Balance Sheet |
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Statement of Changes in Equity |
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Statement of Cash Flows |
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Notes to the Financial Statements |
Pharmed UK Ltd
Company Information
Directors |
Mr Declan Devine Mr John Gannon Mr Dara Murphy |
Company secretary |
Mehmood Subhani |
Registered office |
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Solicitors |
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Auditors |
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Pharmed UK Ltd
Directors' Report for the Period from 31 January 2023 to 30 June 2024
The directors present their report and the financial statements for the period from 31 January 2023 to 30 June 2024.
Incorporation
The company was incorporated on
Directors of the company
The directors who held office during the period were as follows:
Principle activities
The principal activity of the company is the sales, marketing and distribution of consumer healthcare products to the Pharmacy, Grocery and Health Store sectors.
Development and performance
The company achieved a turnover of £7,245,483 for the 17 months ended 30 June 2024. The directors are pleased with trading in the period under review. An operating profit of £161,371 was achieved for the 17 month period ended 30 June 2024. The company continues to expand and diversify its product portfolio within the Pharmacy, Grocery and Health Store sectors.
Assets and liabilities and financial position
At the end of the financial year the company has gross assets of £3,270,985 and total net assets of £105,313. The directors are satisfied with the level of retained reserves at year end.
Principle risks and uncertainties
The principal risks and uncertainties affecting the company are:
-competition in the market place;
-changes in dynamics and structures within the healthcare sector;
-adverse movements in foreign exchange rates;
-disruption caused to IT and/or facilities that could disrupt the company's supply chain;
-loss of key personnel;
-changes in distribution arrangements with suppliers.
Likely future developments
The directors have no plans to change the activities and operations of the company in the near future.
Dividends
During the financial period the directors have not paid any dividends or recommended payment of a final dividend.
Events after the end of the reporting period
There were no post balance sheet events.
Research and development
The company did not engage in research and development activiitiesduring the financial year.
Directors and secretary and their interests
Pharmed UK Ltd
Directors' Report for the Period from 31 January 2023 to 30 June 2024
The directors and secretary, at the period end, had no direct interest in the shares of the company.
The directors and secretary at the period end and their interests in the shares of the ultimate holding company, Pharmed Group Limited, were as follows:
30/06/24 |
|
Directors: |
Number of Shares of £1 each |
Declan Devine |
168 |
Dara Murphy |
39 |
John Gannon |
30 |
Company Secretary: |
|
Mehmood Subhani |
0 |
Accounting records
The measures taken by the directors to secure compliance with the requirements of the Companies Act 2006 with regard to keeping of accounting records are the implementation of necessary policies and procedures for recording transactions, the employment of competent accounting personnel with appropriate expertise and the provision of adequate resources to the financial function. The accounting records of the company are located at 8 Manor Park, Wildmere Industrial Estate, Banbury, Oxfordshire, United Kingdom.
Disclosure of information to the auditors
Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.
Approved and authorised by the
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Pharmed UK Ltd
Statement of Directors' Responsibilities
The directors acknowledge their responsibilities 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:
• |
select suitable accounting policies and apply them consistently; |
• |
make judgements and accounting estimates that are reasonable and prudent; |
• |
state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and |
• |
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.
Pharmed UK Ltd
Independent Auditor's Report to the Members of Pharmed UK Ltd
Opinion
We have audited the financial statements of Pharmed UK Ltd (the 'company') for the period from 31 January 2023 to 30 June 2024, which comprise the Profit and Loss Account, Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Statement of Cash Flows, and Notes to the Financial Statements, including a summary of 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:
• | give a true and fair view of the state of the company's affairs as at 30 June 2024 and of its profit for the period then ended; |
• | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
• | have been prepared in accordance with the requirements of the Companies Act 2006. |
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 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 director's 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 original financial statements were authorised for issue.
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 directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. 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.
In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
Pharmed UK Ltd
Independent Auditor's Report to the Members of Pharmed UK Ltd
Opinion on other matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
• |
the information given in the Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and |
• |
the Directors' Report has been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception
In the light of our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Directors' Report.
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
• | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
• | the financial statements are not in agreement with the accounting records and returns; or |
• | certain disclosures of directors' remuneration specified by law are not made; or |
• | we have not received all the information and explanations we require for our audit. |
Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities [set out on page 4], 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 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.
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
Pharmed UK Ltd
Independent Auditor's Report to the Members of Pharmed UK Ltd
We considered the opportunities and incentives that may exist within the company for fraud and identified the greatest potential for fraud in relation to revenue recognition and payment of amounts from the company. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.
We also obtained an understanding of the legal and regulatory frameworks that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations in Companies Act 2006 were considered in this context.
In addition, we considered provisions of relevant laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty.
Our procedures to respond to risks identified included the following:
• reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
• enquiring of management regarding actual and potential litigation and claims;
• performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
• reading minutes of meetings of those charged with governance and reviewing regulatory correspondence with Companies House;
• in addressing the risk of fraud through management override of controls we, tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; evaluated the business rationale of any significant transactions; and where possible obtained direct confirmation of balances independently from the relevant party.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: 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.
Pharmed UK Ltd
Independent Auditor's Report to the Members of Pharmed UK Ltd
......................................
For and on behalf of
Ballyclare
Co Antrim
BT39 9BG
Pharmed UK Ltd
Profit and Loss Account for the Period from 31 January 2023 to 30 June 2024
Note |
17 months ended 30/06/24 |
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Turnover |
|
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Changes in stocks of finished goods and work in progress |
|
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Raw materials and consumables used |
( |
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Employee benefits expense |
( |
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Other expenses |
( |
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Operating profit |
|
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Interest payable and similar expenses |
( |
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Profit before tax |
|
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Tax on profit |
( |
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Profit for the period |
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The above results were derived from continuing operations.
The company has no recognised gains or losses for the period other than the results above.
Pharmed UK Ltd
Statement of Comprehensive Income for the Period from 31 January 2023 to 30 June 2024
17 months ended 30/06/24 |
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Profit for the period |
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Total comprehensive income for the period |
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Pharmed UK Ltd
(Registration number: 14627633)
Balance Sheet as at 30 June 2024
Note |
30/06/24 |
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Current assets |
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Stocks |
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Debtors |
|
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Cash at bank and in hand |
|
|
|
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Creditors: Amounts falling due within one year |
( |
|
Total assets less current liabilities |
|
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Capital and reserves |
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Called up share capital |
1 |
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Profit and loss account |
105,312 |
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Shareholders' funds |
105,313 |
Approved and authorised by the
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Pharmed UK Ltd
Statement of Changes in Equity for the Period from 31 January 2023 to 30 June 2024
Share capital |
Retained earnings |
Total |
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Profit for the period |
- |
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New share capital subscribed |
|
- |
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At 30 June 2024 |
|
|
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Pharmed UK Ltd
Statement of Cash Flows for the Period from 31 January 2023 to 30 June 2024
Note |
17 months ended 30/06/24 |
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Cash flows from operating activities |
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Profit for the period |
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Adjustments to cash flows |
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Finance costs |
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Corporation tax expense |
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|
|
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Working capital adjustments |
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Increase in stocks |
( |
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Increase in trade and other debtors |
( |
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Increase in trade and other creditors |
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Net cash flow from operating activities |
( |
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Cash flows from financing activities |
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Interest paid |
( |
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Proceeds from issue of ordinary shares, net of issue costs |
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Loans with related parties |
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Net cash flows from financing activities |
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Net increase in cash and cash equivalents |
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Cash and cash equivalents at 31 January 2023 |
- |
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Cash and cash equivalents at 30 June 2024 |
505,967 |
Pharmed UK Ltd
Notes to the Financial Statements for the Period from 31 January 2023 to 30 June 2024
General information |
The company is a private company limited by share capital, incorporated in England.
The address of its registered office is:
These financial statements were authorised for issue by the
Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).
Basis of preparation
These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.
Revenue recognition
Turnover is stated net of trade discounts, volume rebates, VAT and similar taxes and derives from the provision of goods and services falling within the company's ordinary activities.
Turnover on sale of goods is recognised when the company has transferred the significant risks and rewards of ownership in the goods, which usually takes place when the goods have been dispatached to the buyer.
Foreign currency transactions and balances
Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. Monetary assets and liablities denominated in foreign currencies are retranslated at the rate of exchange ruling at the financial year end date. Non monetary items that are measured at historical cost are translated at the foreign exchange rate ruling at the rate of exchange at the date of valuation. All foreign exchange differences are taken to the profit and loss account.
Tax
The tax expense for the period comprises current tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
Pharmed UK Ltd
Notes to the Financial Statements for the Period from 31 January 2023 to 30 June 2024
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.
Trade debtors
Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the agreement.
Stocks
Stocks are stated at the lower of historical cost and estimated selling costs to complete and sell. Stocks are recognised as an expense in the period in which the related revenue is recognised. Cost includes the purchase price, including taxes and duties and transport and other costs directly attributable to bringing the inventory to its present location and condition.
At the end of each reporting period, Stocks are assessed for impairment. If an item of inventory is impaired, the inventory concerned is reduced to its selling price less costs to complete and sell and the related impairment cost is recognised in the profit and loss account. Where a reversal of the impairment occurs, the impairment charge is reversed and rcognised in the profit and loss account.
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised at the transaction price.
Impairment
Where the objective evidence that recoverable amounts of an asset is less than its carrying value the carrying amount of the asset is reduced to its recoverable amount resulting in an impairment loss. Impairment losses are recognised immediately in the profit and loss account.
Where the circumstances causing an impairment of an asset no longer apply, then the impairment is reversed through the profit and loss account.
Pharmed UK Ltd
Notes to the Financial Statements for the Period from 31 January 2023 to 30 June 2024
Provisions
Provisions are recognised when the entity has an obligation at the reporting date as a result of a past event; it is probable that the entity will be required to transfer economic benefits in settlement and the amount of the obligation can be estimated reliably. Provisions are recognised as a liability in the Balance Sheet and the amount of the provision as an expense.
Provisions are initially measured at the best estimate of the amount required to settle the obligation at the reporting date and subsequently reviewed at each reporting date and adjusted to reflect the current best estimate of the amount that would be required to settle the obligation. Any adjustments to the amounts previously recognised are recognised in profit or loss unless the provision was originally recognised as part of the cost as an asset. When a provision is measured at the present value of the amount expected to be required to settle the obligation, the unwinding of the discount is recognised in finance costs in profit or loss in the period it arises.
Employee benefits and defined contribution plans
Employee benefits
The company provides a range of benefits to employees, including annual bonus arrangements and paid holiday arrangements. These short term benefits are recognised as an expense in the period in which the service is received or where the company has a legal or constructive obligation as a result of past events and a reliable estimate can be made.
Defined contribution plans
The company operates a defined contribution pension scheme. Retirement benefit contributions in respect of the scheme for employees are charged to the profit and loss account as they become payable in accordance with the rules of the scheme. The assets are held separately from those of the company in an independently administered fund. Differences between the amounts charged in the profit and loss account and payments made to the retirement benefit scheme are treated as assets or liabilities.
Turnover |
The analysis of the company's turnover for the period from continuing operations is as follows:
17 months ended 30/06/24 |
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Sale of goods and services |
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Interest payable and similar expenses |
17 months ended 30/06/24 |
|
Interest on bank overdrafts and borrowings |
|
Interest on obligations under finance leases and hire purchase contracts |
|
Foreign exchange losses |
( |
|
Pharmed UK Ltd
Notes to the Financial Statements for the Period from 31 January 2023 to 30 June 2024
Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
17 months ended 30/06/24 |
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Wages and salaries |
|
Social security costs |
|
Other short-term employee benefits |
|
Pension costs, defined contribution scheme |
|
|
The average number of persons employed by the company (including directors) during the period, analysed by category was as follows:
2024 |
|
Other departments |
|
|
Auditors' remuneration |
17 months ended 30/06/24 |
|
Audit of the financial statements |
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Taxation |
Tax charged/(credited) in the profit and loss account
17 months ended 30/06/24 |
|
Current taxation |
|
UK corporation tax |
|
Stocks |
30/06/24 |
|
Goods for resale |
|
Pharmed UK Ltd
Notes to the Financial Statements for the Period from 31 January 2023 to 30 June 2024
Debtors |
Current |
30/06/24 |
Trade debtors |
|
Called up share capital not paid |
|
|
Cash and cash equivalents |
30/06/24 |
|
Cash at bank |
|
Pharmed UK Ltd
Notes to the Financial Statements for the Period from 31 January 2023 to 30 June 2024
Creditors |
Note |
30/06/24 |
|
Due within one year |
||
Trade creditors |
|
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Amounts due to related parties |
|
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Social security and other taxes |
|
|
Outstanding defined contribution pension costs |
|
|
Accruals |
|
|
Corporation tax liability |
29,991 |
|
|
The repayment of trade creditors vary between thirty and seventy five days. No interest is payable on trade creditors.
Social security creditors are subject to the terms of the relevant legislation.
The terms of the accruals are based on the underlying contracts.
Other amounts included within creditors not covered by specific note disclosures are unsecured, interest free and not repayable on demand.
Trade creditors include amounts owing to suppliers who purport to include reservation of title clauses in their conditions of sale. It is not practical to quantify either this amount or the amount included in year end stocks.
Pension and other schemes |
Defined contribution pension scheme
The company operates a defined contribution pension scheme. The pension cost charge for the period represents contributions payable by the company to the scheme and amounted to £12,531.
Contributions totalling £
Share capital |
Allotted, called up and fully paid shares
2024 |
||
No. |
£ |
|
|
|
1 |
Pharmed UK Ltd
Notes to the Financial Statements for the Period from 31 January 2023 to 30 June 2024
Parent and ultimate parent undertaking |
Pharmed Uk Ltd was transferred to Pharmed Group Ltd on 31 May 2024 as part of a share for share exchange. Thereafter the immediate parent company is Pharmed Group Ltd.
Transactions with other companies in the Pharmed Holdings Group and the Pharmed Group are disclosed as the company has taken advantage of the exemption available to wholly owned members of a group under FRS "Related Party Disclosures".
The company has available to it the financial resources of the Group.
The company's immediate parent is
The ultimate controlling party is Declan Devine.
15 Consolidated Accounts
The company has availed of the S401 Companies Act 2006 exemption to file consolidated UK accounts. The company is a wholly owned subsidiary of Pharmed Group Limited, a company incorporated in Ireland. The registered office of the company is Unit 3 Clonmore Business Park, Mullingar, Co. Westmeath, N91 DK59. Consolidated financial statements are filed by the parent company, and may be pbtained from the Companies Registration Office in Ireland.