| REGISTERED NUMBER: |
| SKIN + ME LTD |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 AUGUST 2024 |
| REGISTERED NUMBER: |
| SKIN + ME LTD |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 AUGUST 2024 |
| SKIN + ME LTD (REGISTERED NUMBER: 12535808) |
| CONTENTS OF THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 AUGUST 2024 |
| Page |
| Company Information | 1 |
| Balance Sheet | 2 |
| Notes to the Financial Statements | 3 |
| SKIN + ME LTD |
| COMPANY INFORMATION |
| FOR THE YEAR ENDED 31 AUGUST 2024 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Statutory Auditor |
| 9-11 Vittoria Street |
| Birmingham |
| B1 3ND |
| SKIN + ME LTD (REGISTERED NUMBER: 12535808) |
| BALANCE SHEET |
| 31 AUGUST 2024 |
| 2024 | 2023 |
| as restated |
| Notes | £ | £ | £ |
| FIXED ASSETS |
| Tangible assets | 4 |
| CURRENT ASSETS |
| Debtors | 5 |
| Cash at bank and in hand |
| CREDITORS |
| Amounts falling due within one year | 6 |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CAPITAL AND RESERVES |
| Called up share capital |
| Retained earnings |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| SKIN + ME LTD (REGISTERED NUMBER: 12535808) |
| NOTES TO THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 AUGUST 2024 |
| 1. | STATUTORY INFORMATION |
| Skin + Me Ltd is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparation of financial statements |
| The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. 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 following principal accounting policies have been applied: |
| Financial Reporting Standard 102 - reduced disclosure exemptions |
| The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": |
| • the requirements of Section 7 Statement of Cash Flow |
| • the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d). |
| This information is included in the consolidated financial statements of Mr & Mrs Oliver Ltd as at 31 August 2024 and these financial statements may be obtained from 2 Eastbourne Terrace Floor 4, London, England, W2 6LG. |
| 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. |
| SKIN + ME LTD (REGISTERED NUMBER: 12535808) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 AUGUST 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Revenue |
| Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised: |
| Sale of goods |
| Revenue from the sale of goods is recognised when all of the following conditions are satisfied: |
| • the Company has transferred the significant risks and rewards of ownership to the buyer; |
| • the Company retains neither continuing managerial involvement to the degree usually |
| associated with ownership nor effective control over the goods sold; |
| • the amount of revenue can be measured reliably; |
| • it is probable that the Company will receive the consideration due under the transaction; and |
| • the costs incurred or to be incurred in respect of the transaction can be measured reliably. |
| Rendering of services |
| Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied: |
| • the amount of revenue can be measured reliably; |
| • it is probable that the Company will receive the consideration due under the contract; |
| • the stage of completion of the contract at the end of the reporting period can be measured |
| reliably; and |
| • the costs incurred and the costs to complete the contract can be measured reliably. |
| Interest income |
| Interest income is recognised in profit or loss using the effective interest method. |
| SKIN + ME LTD (REGISTERED NUMBER: 12535808) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 AUGUST 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Tangible fixed assets |
| Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. |
| Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. |
| Depreciation is provided on the following basis: |
| Computer equipment - 33% on cost |
| The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. |
| Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss. |
| SKIN + ME LTD (REGISTERED NUMBER: 12535808) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 AUGUST 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Financial instruments |
| The Company has elected to apply the provisions of Section 11 "Basic Financial Instruments" of |
| FRS 102 to all of its financial instruments. |
| Financial instruments are recognised in the Company's 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 trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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. |
| Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments. |
| Other financial assets |
| Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment. |
| Impairment of financial assets |
| Financial assets are assessed for indicators of impairment at each reporting date. |
| Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate. |
| If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss. |
| SKIN + ME LTD (REGISTERED NUMBER: 12535808) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 AUGUST 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Financial liabilities |
| Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities. |
| Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial. |
| Debt instruments are subsequently carried at their amortised cost using the effective interest rate method. |
| Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. |
| Other financial instruments |
| Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss. |
| Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy. |
| 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. |
| SKIN + ME LTD (REGISTERED NUMBER: 12535808) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 AUGUST 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Deferred tax |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
| Foreign currency translation |
| Functional and presentation currency |
| The Company's functional and presentational currency is GBP. |
| Transactions and balances |
| Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. |
| At each period end foreign currency monetary items are translated using the closing rate. Non monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. |
| Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges. |
| Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'. |
| Pension costs and other post-retirement benefits |
| Defined contribution pension plan |
| The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations. |
| The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds. |
| SKIN + ME LTD (REGISTERED NUMBER: 12535808) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 AUGUST 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Debtors |
| Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment. |
| Cash and cash equivalents |
| Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value. |
| Creditors |
| Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method. |
| 3. | EMPLOYEES AND DIRECTORS |
| The average number of employees during the year was |
| 4. | TANGIBLE FIXED ASSETS |
| Plant and |
| machinery |
| etc |
| £ |
| COST |
| At 1 September 2023 |
| and 31 August 2024 |
| DEPRECIATION |
| Charge for year |
| At 31 August 2024 |
| NET BOOK VALUE |
| At 31 August 2024 |
| At 31 August 2023 |
| SKIN + ME LTD (REGISTERED NUMBER: 12535808) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 AUGUST 2024 |
| 5. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| as | restated |
| £ | £ |
| Amounts owed by group undertakings |
| Other debtors |
| 6. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| as | restated |
| £ | £ |
| Trade creditors |
| Amounts owed to group undertakings |
| Taxation and social security |
| Other creditors |
| 7. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 |
| The Report of the Auditors was unqualified. |
| for and on behalf of |
| 8. | PENSION COMMITMENTS |
| The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £31,760 (2023: 28,119). Contributions totalling £6,841 (2023: £6,192) were payable to the fund at the balance sheet date and are included in creditors. |
| 9. | CONTINGENT LIABILITIES |
| The Company has given a guarantee in respect of a bank loan owed by its parent undertaking, Mr and Mrs Oliver limited. |
| SKIN + ME LTD (REGISTERED NUMBER: 12535808) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 AUGUST 2024 |
| 10. | RELATED PARTY TRANSACTIONS |
| The company has taken advantage of the exemption available in Financial Reporting Standard 102 Section 33 whereby it has not disclosed transactions with the ultimate parent company or any wholly owned subsidiary undertaking of the group, The consolidated financial statements of the ultimate parent company. Mr & Mrs Oliver Ltd are available from Registrar of Companies, Companies House, Cardiff CF14 3UZ. |
| 11. | ULTIMATE CONTROLLING PARTY |
| There is no ultimate controlling party |
| 12. | SHARE-BASED PAYMENT TRANSACTIONS |
| The company operates an equity settled share-based payment scheme for directors, employees and select consultants. |
| Share-based payments are calculated in accordance with FRS 102 section 26. The company uses the Guideline Public Company method to value the options. |
| The fair value determined is expensed on a straight-line basis over the requisite service period for each separately vesting portion. The charge for the period is allocated to the relevant income statement categories where the employment costs of the employee who is granted the equity options are charged. |
| 31 August | 31 August | 31 August | 31 August |
| 2024 | 2024 | 2023 | 2023 |
| Weighted | Weighted |
| Average | Average |
| Exercise | Exercise |
| Price (pence | ) | Number | Price (pence | ) | Number |
| Enterprise Management Scheme | 27.67 | 72,463 | 22.71 | 77,600 |
| 31 August | 31 August |
| 2024 | 2023 |
| Number | Number |
| Brought forward | 77,600 | 42,081 |
| Granted in the period | 4,544 | 38,123 |
| Exercised in the period | (2,739 | ) | - |
| Forfeited in the period | (6,942 | ) | (2,604 | ) |
| Carried forward | 72,463 | 77,600 |
| Exercisable quantity (vested) | 41,587 | 35,767 |
| The total charge for the year recognised as administrative expenses was £3,225 (2023: £2,748). |
| SKIN + ME LTD (REGISTERED NUMBER: 12535808) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 AUGUST 2024 |
| 13. | CONTROLLING PARTY |
| The company's parent company is Mr & Mrs Oliver Ltd, a company incorporated in England and Wales. |