| REGISTERED NUMBER: |
| Strategic Report, Report of the Director and |
| Financial Statements for the Year Ended 31 December 2024 |
| for |
| Bluesky (UK) Limited |
| REGISTERED NUMBER: |
| Strategic Report, Report of the Director and |
| Financial Statements for the Year Ended 31 December 2024 |
| for |
| Bluesky (UK) Limited |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Contents of the Financial Statements |
| for the Year Ended 31 December 2024 |
| Page |
| Company Information | 1 |
| Strategic Report | 2 |
| Report of the Director | 4 |
| Report of the Independent Auditors | 6 |
| Income Statement | 10 |
| Other Comprehensive Income | 11 |
| Balance Sheet | 12 |
| Statement of Changes in Equity | 13 |
| Cash Flow Statement | 14 |
| Notes to the Cash Flow Statement | 15 |
| Notes to the Financial Statements | 16 |
| Bluesky (UK) Limited |
| Company Information |
| for the Year Ended 31 December 2024 |
| DIRECTOR: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| 8th Floor, Becket House |
| 36 Old Jewry |
| London |
| EC2R 8DD |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Strategic Report |
| for the Year Ended 31 December 2024 |
| The director presents his strategic report for the year ended 31 December 2024. |
| REVIEW OF BUSINESS |
| BLUESKY (UK) Limited continued to supply SME's and Indie Brands in the personal care, health & wellbeing and private label markets. These markets remain strong with consumers becoming increasingly health conscious and having more disposable income and time for self-care. The company faced three main challenges in 2024, a) ongoing supply chain challenges as a result of disruption to the shipping industry, and b) the impact of increased inflation, which has resulted in increases in costs across all areas. The directors and leadership team are working hard to mitigate the impact of these challenges. |
| Core focus and values of the company |
| Our purpose, cause and passion is to improve the lives all of our stakeholders, by: |
| 1. being a great place to work for our employees, |
| 2. an indispensable supplier to our customers, |
| 3. a valued partner to our suppliers, |
| 4. by creating a profit to support sustainable growth, employment opportunities and charitable giving. |
| Our core values are: |
| - Commit and Deliver; We have a can do, will do and DOES DO attitude. We accept responsibility and accountability. We are reliable and trustworthy. We deliver consistent performance. |
| - Humble and Positive; We are team players and positive irrespective. We are experts without ego. We are confident and caring. We celebrate wins and share learns. |
| - Hungry for improvement; We are always learning. We hold each other accountable in a supportive way. We are agile and ready for change. We value feedback and strive for continuous improvement. |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| The principal risks and uncertainties affecting the company include the following: |
| Foreign currency exchange: The company closely monitors fluctuations in exchange rates. |
| Increased inflation: The company are managing this by continually reviewing supplier pricing, putting prices up and exploring new markets, with significant increased marketing activity. |
| Supply chain: A robust supply chain is key to our operations. BLUESKY have strong relationships with all suppliers. |
| Changing trends: As consumers have become more environmentally focused, plastic packaging has received a lot of negative press. The company does not supply single use plastic bottles, so this has had little impact. The company also offers alternatives such aluminium packaging, which is endlessly recyclable, as well as products for the refill market. |
| Debtors: The company maintains strong relationships with each of its key customers and has well established credit control parameters. Appropriate credit terms are agreed with all customers and are closely managed. In addition, the company maintains credit insurance whereby most outstanding debts are insured. |
| Business interruption/disaster/cyber-attack: A business continuity plan is maintained, has been reviewed in detail, and updated at the beginning of 2024. |
| DEVELOPMENT AND PERFORMANCE |
| 2024 has shown an increase in sales of £1m (9.9%) from 2023. The directors are pleased to report an operating profit of 17.6% for the year (2023: 6.8%). The directors believe the company's position to be satisfactory, with the company's current assets exceeding its current liabilities by £4,050,270 having a strong company current ratio of 3.35:1 at the end of the period. |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Strategic Report |
| for the Year Ended 31 December 2024 |
| KEY PERFORMANCE INDICATORS |
| Financial | 2024 | 2023 | Measure |
| Operating profit margin | 17.6% | 6.8% | Operating profit / turnover |
| Current ratio | 3.43 | 3.72 | Current assets / current liabilities |
| Stock turnover | 4.59 | 3.88 | Turnover / stock |
| Debtors days | 35 | 24 | Trade debtors / turnover x 365 |
| FUTURE DEVELOPMENTS |
| The company has a detailed budget for 2025, supported by clearly defined company goals and strategically aligned plans for marketing and sales. |
| The senior leadership team continue to plan ahead and look for ways to improve and develop the business, this includes monitoring trends in the markets, to be well placed to service these. |
| Our 2025 growth plans include expanding our European customer market which has led us to seek and obtain approval to operate a Customs Warehouse which will reduce our customers export costs as well as ours and our customers commercial export/import admin burden. In addition to this, there will be significant investment in attendance at global industry leading trade shows and exhibitions, in view of stimulating demand and sales growth during 2025. |
| The Shareholders have continued to invest in independent board advisory support, to assist with the strategic development of the company and the senior leadership team is supported by consultants specifically advising on business management, sales and marketing. |
| ON BEHALF OF THE BOARD: |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Report of the Director |
| for the Year Ended 31 December 2024 |
| The director presents his report with the financial statements of the company for the year ended 31 December 2024. |
| PRINCIPAL ACTIVITY |
| The principal activity of the company in the year under review was that of supplying versatile packaging solutions. |
| DIVIDENDS |
| Ordinary dividends were paid of £402,941. |
| The total distribution of dividends for the year ended 31 December 2024 will be £402,941. |
| DIRECTORS |
| Other changes in directors holding office are as follows: |
| POLITICAL DONATIONS AND EXPENDITURE |
| There have been charitable donations of £30,101 (2023: £23,360) made by the company during the year . No political contributions have been made during the year. |
| STATEMENT OF DIRECTOR'S RESPONSIBILITIES |
| The director is responsible for preparing the Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations. |
| Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is 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 director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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 AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Report of the Director |
| for the Year Ended 31 December 2024 |
| AUDITORS |
| The auditors, Xeinadin Audit Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| Report of the Independent Auditors to the Members of |
| Bluesky (UK) Limited |
| Opinion |
| We have audited the financial statements of Bluesky (UK) Limited (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, 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 31 December 2024 and of its profit for the year 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 Auditors' 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 financial statements are authorised for issue. |
| Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report. |
| Report of the Independent Auditors to the Members of |
| Bluesky (UK) Limited |
| Other information |
| The director is responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Director, but does not include the financial statements and our Report of the Auditors 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 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. |
| The director is responsible for the other information. The other information comprises the information in the Strategic |
| Report and the Report of the Director, but does not include the financial statements and our Report of the Auditors |
| 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 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 the audit: |
| - | the information given in the Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Strategic Report and the Report of the Director have been prepared in accordance with applicable legal requirements. |
| 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 Report of the Director. |
| 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 director's remuneration specified by law are not made; or |
| - | we have not received all the information and explanations we require for our audit. |
| Responsibilities of director |
| As explained more fully in the Statement of Director's Responsibilities set out on page four, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so. |
| Report of the Independent Auditors to the Members of |
| Bluesky (UK) Limited |
| Auditors' 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 a Report of the Auditors 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. |
| Through discussion with management and those charged with governance we gained an understanding of the legal and regulatory framework applicable to the entity and the industry in which it operates, and considered the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud. During the engagement team briefing we communicated the identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. |
| We focused on laws and regulations that could give rise to a material misstatement in the financial statements, including, but not limited to, UK GAAP (FRS102), the Companies Act 2006, tax legislations and industry specific legislation such as the Plastic Packaging Tax (General) Regulations 2022, introduced by Part 2 of the Finance Act 2021. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items. |
| We evaluated management's incentives and opportunities for fraudulent manipulations of the financial statements (including risk of override of controls) and determined that the principal risks were related to management bias in accounting estimates. |
| Audit procedures undertaken in response to the potential risk relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: |
| - enquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; |
| - enquiries with the same concerning any actual or potential litigation claims; |
| - reviewed risk of management override; |
| - reviewed journal entries posted with unusual account combinations or posted by senior management; |
| - reviewed accounting estimates for bias; |
| - performance of analytical review to identify unexpected movements in account balances which may be indicative of fraud; |
| - agreeing financial statement disclosures to underlying supporting documentation. |
| The likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK). |
| A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
| Report of the Independent Auditors to the Members of |
| Bluesky (UK) Limited |
| 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 a Report of the Auditors 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. |
| for and on behalf of |
| 8th Floor, Becket House |
| 36 Old Jewry |
| London |
| EC2R 8DD |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Income Statement |
| for the Year Ended 31 December 2024 |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ |
| TURNOVER |
| Cost of sales |
| GROSS PROFIT |
| Administrative expenses |
| 2,046,246 | 721,868 |
| Other operating income |
| OPERATING PROFIT | 4 |
| Interest receivable and similar income |
| 2,055,216 | 729,094 |
| Interest payable and similar expenses | 5 |
| PROFIT BEFORE TAXATION |
| Tax on profit | 6 |
| PROFIT FOR THE FINANCIAL YEAR |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Other Comprehensive Income |
| for the Year Ended 31 December 2024 |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ |
| PROFIT FOR THE YEAR |
| OTHER COMPREHENSIVE INCOME |
| Preference share adjustment | ( |
) |
| Income tax relating to other comprehensive income |
| OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX |
( |
) |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Balance Sheet |
| 31 December 2024 |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ | £ |
| FIXED ASSETS |
| Intangible assets | 8 |
| Tangible assets | 9 |
| CURRENT ASSETS |
| Stocks | 10 |
| Debtors | 11 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 12 |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CREDITORS |
| Amounts falling due after more than one year |
13 |
( |
) |
( |
) |
| PROVISIONS FOR LIABILITIES | 17 | ( |
) | ( |
) |
| NET ASSETS |
| CAPITAL AND RESERVES |
| Called up share capital | 18 |
| Retained earnings | 19 |
| SHAREHOLDERS' FUNDS |
| The financial statements were approved by the director and authorised for issue on |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Statement of Changes in Equity |
| for the Year Ended 31 December 2024 |
| Called up |
| share | Retained | Non-distributable | Total |
| capital | earnings | reserves | equity |
| £ | £ | £ | £ |
| Balance at 1 January 2023 |
| Changes in equity |
| Dividends | - | ( |
) | - | ( |
) |
| Total comprehensive income | - | ( |
) |
| Balance at 31 December 2023 |
| Changes in equity |
| Dividends | - | ( |
) | - | ( |
) |
| Total comprehensive income | - |
| Balance at 31 December 2024 |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Cash Flow Statement |
| for the Year Ended 31 December 2024 |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 |
| Interest paid | ( |
) | ( |
) |
| Interest element of hire purchase payments paid |
( |
) |
| Finance costs paid | (79,200 | ) | (24,419 | ) |
| Tax refunded/(paid) | ( |
) | ( |
) |
| Net cash from operating activities |
| Cash flows from investing activities |
| Purchase of tangible fixed assets | ( |
) | ( |
) |
| Sale of tangible fixed assets |
| Interest received |
| Net cash from investing activities | ( |
) |
| Cash flows from financing activities |
| Loan repayments in year | ( |
) | ( |
) |
| Capital repayments in year | ( |
) | ( |
) |
| Amounts introduced by directors | 358,840 | 230,547 |
| Amounts withdrawn by directors | (382,117 | ) | (269,936 | ) |
| Repayment of preference shares |
| Government grants |
| Equity dividends paid | ( |
) | ( |
) |
| Net cash from financing activities | ( |
) | ( |
) |
| Increase/(decrease) in cash and cash equivalents | ( |
) |
| Cash and cash equivalents at beginning of year |
2 |
289,187 |
| Cash and cash equivalents at end of year | 2 | 809,804 | 66,818 |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Notes to the Cash Flow Statement |
| for the Year Ended 31 December 2024 |
| 1. | RECONCILIATION OF PROFIT FOR THE FINANCIAL YEAR TO CASH GENERATED FROM OPERATIONS |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Profit for the financial year |
| Depreciation charges |
| Profit on disposal of fixed assets | ( |
) |
| Government grants | ( |
) | ( |
) |
| Finance costs | 111,700 | 116,539 |
| Finance income | (7,661 | ) | (3,826 | ) |
| Taxation |
| 2,149,099 | 914,800 |
| Decrease/(increase) in stocks | ( |
) |
| (Increase)/decrease in trade and other debtors | ( |
) |
| Increase/(decrease) in trade and other creditors | ( |
) |
| Cash generated from operations |
| 2. | CASH AND CASH EQUIVALENTS |
| The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
| Year ended 31 December 2024 |
| 31.12.24 | 1.1.24 |
| £ | £ |
| Cash and cash equivalents | 809,804 | 66,818 |
| Year ended 31 December 2023 |
| 31.12.23 | 1.1.23 |
| £ | £ |
| Cash and cash equivalents | 66,818 | 289,187 |
| 3. | ANALYSIS OF CHANGES IN NET DEBT |
| At 1.1.24 | Cash flow | At 31.12.24 |
| £ | £ | £ |
| Net cash |
| Cash at bank | 66,818 | 742,986 | 809,804 |
| 66,818 | 809,804 |
| Debt |
| Finance leases | (423 | ) | 423 | - |
| Debts falling due within 1 year | (100,000 | ) | 100,000 | - |
| Debts falling due after 1 year | (1,713,333 | ) | 233,333 | (1,480,000 | ) |
| (1,813,756 | ) | 333,756 | (1,480,000 | ) |
| Total | (1,746,938 | ) | 1,076,742 | (670,196 | ) |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Notes to the Financial Statements |
| for the Year Ended 31 December 2024 |
| 1. | STATUTORY INFORMATION |
| Bluesky (UK) Limited is a |
| The presentation currency of the financial statements is the Pound Sterling (£). |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| These financial statements have been prepared in accordance with FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" ("FRS 102") and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view. |
| The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below. |
| Critical accounting 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. |
| The more significant judgements, estimates and assumptions are: |
| - Trade debtors |
| At each reporting date, trade debtors are assessed for recoverability. If there is any evidence of impairment the carrying amount is reduced to its recoverable amount. The impairment loss is recognised immediately in the income statement. |
| - Useful lives of plant and equipment |
| Depreciation is provided so as to write down the assets to their residual values over their estimated useful lives as set out in the company's accounting policy. The selection of these estimated lives requires the exercise of management judgement. Useful lives are regularly reviewed and should management's assessment of useful lives shorten then depreciation charges in the financial statements would increase and carrying amounts of plant and equipment would reduce accordingly. |
| - Useful life of goodwill |
| Amortisation is provided so as to write down the asset to it's residual values over it's estimated useful life as set out in the company's accounting policy. The selection of this estimated life requires the exercise of management judgement. The useful life is regularly reviewed and should management's assessment of the useful life shorten then amortisation charges in the financial statements would increase and carrying amounts of goodwill would reduce accordingly. |
| - Stock obsolescence |
| At each reporting date, stocks are assessed for obsolescence. If stock is considered to be obsolete, the carrying amount is reduced through applying provisions as considered necessary to correctly reflect the stock that is considered recoverable. Movements in stock provisions are recognised immediately in the income statement. |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| 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. |
| Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods) , the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably. |
| Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered . |
| Goodwill |
| Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 20 years. |
| For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. |
| Intangible assets |
| Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses. |
| Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity. |
| Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases: |
| Software | 33% straight line |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Tangible fixed assets |
| Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses. |
| Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases: |
| Leasehold land and buildings | 25% reducing balance & 33% straight line |
| Plant and equipment | 20% reducing balance |
| Fixtures and fittings | 20% reducing balance & 33% straight line |
| Motor vehicles | 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 . |
| 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. |
| Stocks |
| Stocks are valued at standard cost and are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition. |
| Stocks held for distribution at no or nominal consideration are measured at the lower of cost and |
| replacement cost, adjusted where applicable for any loss of service potential. At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss. |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Taxation |
| The tax expense represents the sum of the tax currently payable and deferred tax. |
| Current tax |
| The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date. |
| Deferred tax |
| Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit. |
| The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account , except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority. |
| Government grants |
| Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received. |
| A grant that specifies performance conditions is recognised in income when the performance conditions are met . Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable . A grant received before the recognition criteria are satisfied is recognised as a liability. |
| Foreign exchange |
| Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss. |
| Hire purchase and leasing commitments |
| 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 balance sheet 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. |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Retirement benefits |
| Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due. |
| 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. |
| 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. |
| 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. |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| 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. |
| Other financial liabilities |
| Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge. |
| 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 through 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. |
| 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. |
| Cash and cash equivalents |
| Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities. |
| Going concern |
| At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements. |
| 3. | EMPLOYEES AND DIRECTORS |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Wages and salaries |
| Social security costs |
| Other pension costs |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 3. | EMPLOYEES AND DIRECTORS - continued |
| The average number of employees during the year was as follows: |
| 31.12.24 | 31.12.23 |
| Production | 11 | 11 |
| Finance and operations | 7 | 6 |
| Sales and marketing | 10 | 9 |
| Other administration staff | 6 | 11 |
| Directors | 2 | 2 |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Directors' remuneration |
| Directors' pension contributions to money purchase schemes |
| The number of directors to whom retirement benefits were accruing was as follows: |
| Money purchase schemes |
| 4. | OPERATING PROFIT |
| The operating profit is stated after charging/(crediting): |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Depreciation - owned assets |
| Profit on disposal of fixed assets | ( |
) |
| Goodwill amortisation |
| Computer software amortisation |
| Auditors' remuneration |
| Foreign exchange differences |
| Donations | 30,101 | 23,650 |
| Government grants | ( |
) | ( |
) |
| Operating lease charges |
| 5. | INTEREST PAYABLE AND SIMILAR EXPENSES |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Bank loan interest |
| Hire purchase |
| Preference share dividend | - | 24,419 |
| Pref dividend - share type 14 | 57,000 | - |
| Pref dividend - share type 15 | 15,000 | - |
| Pref dividend - share type 16 | 7,200 | - |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 6. | TAXATION |
| Analysis of the tax charge |
| The tax charge on the profit for the year was as follows: |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Current tax: |
| UK corporation tax |
| Deferred tax | ( |
) | ( |
) |
| Tax on profit |
| UK corporation tax was charged at 23.50%) in 2023. |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Profit before tax |
| Profit multiplied by the standard rate of corporation tax in the UK of (2023 - |
| Effects of: |
| Expenses not deductible for tax purposes |
| Capital allowances in excess of depreciation | - | ( |
) |
| Depreciation in excess of capital allowances | - |
| Deferred tax | (5,260 | ) | (20,936 | ) |
| Total tax charge | 540,633 | 169,717 |
| Tax effects relating to effects of other comprehensive income |
| There were no tax effects for the year ended 31 December 2024. |
| 31.12.23 |
| Gross | Tax | Net |
| £ | £ | £ |
| Preference share adjustment | ( |
) | - | (51,379 | ) |
| In the Spring Budget 2021, the UK Government announced that from 1 April 2023 the corporation tax |
| rate would increase to 25% (rather than remaining at 19%, as previously enacted). This new law was substantively enacted on 24 May 2021. For the financial year ended 31 December 2024, the weighted averaged tax rate was 25% (2023: 23.5%). |
| Deferred taxes at the balance sheet date have been measured using these enacted tax rates and |
| reflected in these financial statements. |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 7. | DIVIDENDS |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Ordinary shares of £1 each |
| Interim | 402,941 | 500,397 |
| 8. | INTANGIBLE FIXED ASSETS |
| Computer |
| Goodwill | software | Totals |
| £ | £ | £ |
| COST |
| At 1 January 2024 |
| and 31 December 2024 |
| AMORTISATION |
| At 1 January 2024 |
| Amortisation for year |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| 9. | TANGIBLE FIXED ASSETS |
| Fixtures |
| Long | Plant and | and | Computer |
| leasehold | machinery | fittings | equipment | Totals |
| £ | £ | £ | £ | £ |
| COST |
| At 1 January 2024 |
| Additions |
| Disposals | ( |
) | ( |
) | ( |
) |
| At 31 December 2024 |
| DEPRECIATION |
| At 1 January 2024 |
| Charge for year |
| Eliminated on disposal | ( |
) | ( |
) | ( |
) |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 9. | TANGIBLE FIXED ASSETS - continued |
| Fixed assets, included in the above, which are held under hire purchase contracts are as follows: |
| Plant and |
| machinery |
| £ |
| COST |
| At 1 January 2024 |
| Transfer to ownership | (8,744 | ) |
| At 31 December 2024 |
| DEPRECIATION |
| At 1 January 2024 |
| Transfer to ownership | (1,579 | ) |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| 10. | STOCKS |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Stocks |
| A stock write down provision of £334,164 (2023: £584,867) has been recognised in this years accounts.The directors believe the net realiseable value to be lower than the original cost. |
| 11. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Trade debtors |
| Other debtors |
| Directors' current accounts | 105,599 | 260,797 |
| Prepayments |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 12. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Bank loans and overdrafts (see note 14) |
| Hire purchase contracts (see note 15) |
| Trade creditors |
| Corporation tax |
| Social security and other taxes |
| VAT | 393,463 | 317,337 |
| Other creditors |
| Directors' current accounts | - | 178,475 |
| Accrued expenses |
| 13. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Bank loans (see note 14) |
| Preference shares (see note 14) |
| 14. | LOANS |
| An analysis of the maturity of loans is given below: |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Amounts falling due within one year or on demand: |
| Bank loans |
| Amounts falling due between one and two years: |
| Bank loans - 1-2 years |
| Amounts falling due between two and five years: |
| Preference shares | 1,480,000 | 1,480,000 |
| Details of shares shown as liabilities are as follows: |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 31.12.24 | 31.12.23 |
| value: | £ | £ |
| 1,000,000 | Preference A | £1 | 1,000,000 | 1,000,000 |
| 300,000 | Preference B | £1 | 300,000 | 300,000 |
| 180,000 | Preference C | £1 | 180,000 | 180,000 |
| 1,480,000 | 1,480,000 |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 15. | LEASING AGREEMENTS |
| Minimum lease payments fall due as follows: |
| Hire purchase contracts |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Net obligations repayable: |
| Within one year |
| Non-cancellable operating | leases |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Within one year |
| Between one and five years |
| 16. | SECURED DEBTS |
| The following secured debts are included within creditors: |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Hire purchase contracts | - | 423 |
| Assets owned under hire purchase agreements are secured against the assets to which they relate. |
| 17. | PROVISIONS FOR LIABILITIES |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Deferred tax | 4,700 | 9,961 |
| Deferred |
| tax |
| £ |
| Balance at 1 January 2024 |
| Provided during year | ( |
) |
| Balance at 31 December 2024 |
| Bluesky (UK) Limited (Registered number: 07763362) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 18. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 31.12.24 | 31.12.23 |
| value: | £ | £ |
| 100 | Ordinary | £1 | 100 | 100 |
| 176 | Ordinary A | £1 | 176 | 176 |
| 176 | Ordinary B | £1 | 176 | 176 |
| 106 | Ordinary C | £1 | 106 | 106 |
| 106 | Ordinary D | £1 | 106 | 106 |
| 59 | Ordinary E | £1 | 59 | 59 |
| 59 | Ordinary F | £1 | 59 | 59 |
| 1 | Ordinary G | £1 | 1 | 1 |
| 50 | Ordinary H | £1 | 50 | 50 |
| 59 | Ordinary I | £1 | 59 | 59 |
| 59 | Ordinary J | £1 | 59 | 59 |
| 50 | Ordinary K | £1 | 50 | 50 |
| 7 | Z | £1 | 7 | 7 |
| 1,008 | 1,008 |
| The Ordinary G shares have no voting rights and the right to a repayment of capital is restricted to the aggregate amount credited as paid up on each share with no further entitlement. |
| 19. | RESERVES |
| Retained |
| earnings |
| £ |
| At 1 January 2024 |
| Profit for the year |
| Dividends | ( |
) |
| At 31 December 2024 |
| 20. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Balance owing from director | 105,600 | 260,798 |
| 21. | RELATED PARTY DISCLOSURES |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Balance owing from related parties | 395,012 | 308,380 |
| Related parties are family members of the director. |
| 22. | ULTIMATE CONTROLLING PARTY |
| The controlling party is Wade Kin Limited. |
| There is no ultimate controlling party. |