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REGISTERED NUMBER: 11523394 (England and Wales)










MR & MRS OLIVER LTD

GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2024






MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)







CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2024





Page



Company Information  

1



Group Strategic Report  

2



Report of the Directors  

3



Report of the Independent Auditors  

5



Consolidated Income Statement  

9



Consolidated Other Comprehensive Income  

10



Consolidated Balance Sheet  

11



Company Balance Sheet  

12



Consolidated Statement of Changes in Equity  

14



Company Statement of Changes in Equity  

15



Consolidated Cash Flow Statement  

16



Notes to the Consolidated Cash Flow Statement

17



Notes to the Consolidated Financial Statements

19




MR & MRS OLIVER LTD


COMPANY INFORMATION

FOR THE YEAR ENDED 31 AUGUST 2024









DIRECTORS:

G J Bosher


H H H Cary


W J Gibbs


J A Mishreki







REGISTERED OFFICE:

2 Eastbourne Terrace Floor 4


London


W2 6LG







REGISTERED NUMBER:

11523394 (England and Wales)







AUDITORS:

UHY Hacker Young (Birmingham) LLP,


Statutory Auditor


9-11 Vittoria Street


Birmingham


B1 3ND


MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 AUGUST 2024


The directors are happy to report on continued growth during the period. The group operates only in the UK, and as a subscription business benefits from predictable revenue from repeating customers. Acquisition of new customers has allowed the group to grow by 30% year over year. Continual investment in infrastructure and good relationships with suppliers allow the group to scale while maintaining our strong gross margins.


REVIEW OF BUSINESS

The group has reported a turnover of £36,910,760 (2023: £28,402,154) and a pre-tax profit of £3,847,789 (2023: £1,685,608) for the year. The group has total shareholder's funds of £15,879,849 as at 31 August 2024 (2023: £12,704,685).


-


Turnover increased from 2023 by £8,508,606 (30.0%).


-


Pre-tax profit increased from 2023 by £2,162,181 (128.3%).


-


Cash held at year end is £14,811,125 up from £11,704,887 in 2023.



PRINCIPAL RISKS AND UNCERTAINTIES

The three risk areas that have been identified by the directors are as follows:


Recruitment of enough qualified, specialist staff for continued business growth.


Factory capacity. Although we have a large site, growing brings us closer to capacity.


Shipping and transportation. The company relies on the international supply chain, any disruption can slow production and increase costs.


FINANCIAL KEY PERFORMANCE INDICATORS


31/08/2024


31/08/2023


   


   


                                                                                                         £                             £

Turnover


36,910,760


28,402,154


Gross profit margin %


80%


79%




ON BEHALF OF THE BOARD:






H H H Cary - Director



21 May 2025


MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


REPORT OF THE DIRECTORS

FOR THE YEAR ENDED 31 AUGUST 2024


The directors present their report with the financial statements of the company and the group for the year ended 31 August 2024.


PRINCIPAL ACTIVITY

The principal activity of the company is the provision of services to other companies within the group.

DIVIDENDS

No dividends will be distributed for the year ended 31 August 2024.


FUTURE DEVELOPMENTS

The group will continue to optimise both our factory and it's online direct to consumer systems to ensure they can continue to show healthy growth in the future.


DIRECTORS

The directors shown below have held office during the whole of the period from 1 September 2023 to the date of this report.


G J Bosher

H H H Cary

W J Gibbs

J A Mishreki


Other changes in directors holding office are as follows:


A Szirtes ceased to be a director after 31 August 2024 but prior to the date of this report.


DIRECTORS' INDEMNITY INSURANCE

Directors' liability and indemnity insurance was in force throughout the period to cover the directors and officers of the company against actions brought against them in their personal capacity. Neither the insurance nor the indemnity provide cover where the individual has acted fraudulently or dishonestly.


STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.


Company law requires the directors to prepare financial statements for each financial year.  Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 the group and of the profit or loss of the group for that period.  In preparing these financial statements, the directors are required to:


-

select suitable accounting policies and then apply them consistently;

-

make judgements and accounting estimates that are reasonable and prudent;

-

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.



MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


REPORT OF THE DIRECTORS

FOR THE YEAR ENDED 31 AUGUST 2024


STATEMENT OF DIRECTORS' RESPONSIBILITIES - continued

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group 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 directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director 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 group's auditors are aware of that information.


AUDITORS

The auditors,  UHY Hacker Young (Birmingham) LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.


ON BEHALF OF THE BOARD:






H H H Cary - Director



21 May 2025


REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

MR & MRS OLIVER LTD


Opinion

We have audited the financial statements of Mr & Mrs Oliver Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 August 2024 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated 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 group's and of the parent company affairs as at 31 August 2024 and of the group's 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 group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.  We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent 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 directors with respect to going concern are described in the relevant sections of this report.


REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

MR & MRS OLIVER LTD



Other information

The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, 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.


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 Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-

the Group Strategic Report and the Report of the Directors 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 group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.


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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

-

the parent company 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 pages three and four, 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 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 group's and the parent 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 group or the parent company or to cease operations, or have no realistic alternative but to do so.


REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

MR & MRS OLIVER LTD



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.


The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:


- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

- we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the sector; and

- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation.


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

- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.


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

- performed analytical procedures to identify any unusual or unexpected relationships;

- tested journal entries to identify unusual transactions; and

- investigated the rationale behind significant or unusual transactions.


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

- agreeing financial statement disclosures to underlying supporting documentation;

-  reading the minutes of meetings of those charged with governance; and

- enquiring of management as to actual and potential litigation and claims.


There are inherent limitations in the audit procedures described above; any instance of non-compliance with laws and regulations and fraud which is far removed from transactions reflected in the financial statements would diminish the likelihood of detection. Furthermore, the risk of not detecting a material misstatement due to fraud is greater than the risk of not detecting one resulting from error. Fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentation, or through an act of collusion that would mitigate internal controls.


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

MR & MRS OLIVER LTD



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.





Aaron Thomas (Senior Statutory Auditor)

for and on behalf of UHY Hacker Young (Birmingham) LLP,

Statutory Auditor

9-11 Vittoria Street

Birmingham

B1 3ND


21 May 2025


MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


CONSOLIDATED INCOME STATEMENT

FOR THE YEAR ENDED 31 AUGUST 2024



2024


2023


as

restated



Notes

£   

£   



TURNOVER

3

36,910,760


28,402,154




Cost of sales

7,461,188


5,889,664



GROSS PROFIT

29,449,572


22,512,490




Administrative expenses

25,830,041


20,722,067



OPERATING PROFIT

5

3,619,531


1,790,423




Interest receivable and similar income

7

503,649


146,378



4,123,180


1,936,801




Interest payable and similar expenses

8

275,391


251,193



PROFIT BEFORE TAXATION

3,847,789


1,685,608




Tax on profit

9

935,802


(1,642,899

)


PROFIT FOR THE FINANCIAL YEAR

2,911,987


3,328,507



Profit attributable to:

Owners of the parent

2,911,987


3,328,507




MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


CONSOLIDATED OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 AUGUST 2024



2024


2023


as

restated



Notes

£   

£   



PROFIT FOR THE YEAR

2,911,987


3,328,507





OTHER COMPREHENSIVE INCOME

-


-



TOTAL COMPREHENSIVE INCOME FOR

THE YEAR

2,911,987


3,328,507




Total comprehensive income attributable to:

Owners of the parent

2,911,987


3,328,507




MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


CONSOLIDATED BALANCE SHEET

31 AUGUST 2024



2024

2023



as restated



Notes

£   

£   

£   


FIXED ASSETS

Intangible assets

12

2,268


11,004



Tangible assets

13

1,628,777


955,984



Investments

14

-


-



1,631,045


966,988




CURRENT ASSETS

Stocks

15

1,825,111


845,736



Debtors

16

2,671,570


3,891,028



Cash at bank and in hand

14,811,125


11,704,887



19,307,806


16,441,651



CREDITORS

Amounts falling due within one year

17

5,059,002


3,587,791



NET CURRENT ASSETS

14,248,804


12,853,860



TOTAL ASSETS LESS CURRENT

LIABILITIES

15,879,849


13,820,848




CREDITORS

Amounts falling due after more than

one year

18

-


1,116,163



NET ASSETS

15,879,849


12,704,685




CAPITAL AND RESERVES

Called up share capital

21

226


222



Share premium

22

18,287,807


18,273,155



Retained earnings

22

(2,408,184

)

(5,568,692

)


15,879,849


12,704,685




The financial statements were approved by the Board of Directors and authorised for issue on 21 May 2025 and were signed on its behalf by:





H H H Cary - Director



MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


COMPANY BALANCE SHEET

31 AUGUST 2024



2024

2023



as restated



Notes

£   

£   

£   


FIXED ASSETS

Intangible assets

12

2,268


11,004



Tangible assets

13

109,838


87,870



Investments

14

2


2



112,108


98,876




CURRENT ASSETS

Debtors

16

5,206,492


12,139,800



Cash at bank

7,601,211


5,953,767



12,807,703


18,093,567



CREDITORS

Amounts falling due within one year

17

44,931,541


31,520,579



NET CURRENT LIABILITIES

(32,123,838

)

(13,427,012

)


TOTAL ASSETS LESS CURRENT

LIABILITIES

(32,011,730

)

(13,328,136

)



CREDITORS

Amounts falling due after more than

one year

18

-


1,116,163



NET LIABILITIES

(32,011,730

)

(14,444,299

)



CAPITAL AND RESERVES

Called up share capital

21

226


222



Share premium

18,287,807


18,273,155



Retained earnings

(50,299,763

)

(32,717,676

)


(32,011,730

)

(14,444,299

)



Company's loss for the financial year

(17,819,780

)

(12,979,877

)



MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


COMPANY BALANCE SHEET - continued

31 AUGUST 2024



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


The financial statements were approved by the Board of Directors and authorised for issue on 21 May 2025  and were signed on its behalf by:






H H H Cary - Director



MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 AUGUST 2024



Called up



share


Retained


Share


Total


capital


earnings


premium


equity

£   

£   

£   

£   


Balance at 1 September 2022

190


(9,108,913

)

8,272,042


(836,681

)



Changes in equity

Issue of share capital

32


-


10,001,113


10,001,145



Total comprehensive income

-


3,328,507


-


3,328,507



Share based payment expense

-


211,714


-


211,714



Balance at 31 August 2023

222


(5,568,692

)

18,273,155


12,704,685




Changes in equity

Issue of share capital

4


-


14,652


14,656



Total comprehensive income

-


2,911,987


-


2,911,987



Share based payment expense

-


248,521


-


248,521



Balance at 31 August 2024

226


(2,408,184

)

18,287,807


15,879,849




MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 AUGUST 2024



Called up



share


Retained


Share


Total


capital


earnings


premium


equity

£   

£   

£   

£   


Balance at 1 September 2022

190


(19,943,031

)

8,272,042


(11,670,799

)



Changes in equity

Issue of share capital

32


-


10,001,113


10,001,145



Total comprehensive income

-


(12,979,877

)

-


(12,979,877

)


Share based payment expense

-


205,232


-


205,232



Balance at 31 August 2023

222


(32,717,676

)

18,273,155


(14,444,299

)



Changes in equity

Issue of share capital

4


-


14,652


14,656



Total comprehensive income

-


(17,819,780

)

-


(17,819,780

)


Share based payment expense

-


237,693


-


237,693



Balance at 31 August 2024

226


(50,299,763

)

18,287,807


(32,011,730

)



MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


CONSOLIDATED CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 AUGUST 2024



2024


2023


as

restated



Notes

£   

£   


Cash flows from operating activities

Cash generated from operations

1

4,860,014


1,117,158



Interest paid

(275,391

)

(251,193

)


Net cash from operating activities

4,584,623


865,965




Cash flows from investing activities

Purchase of tangible fixed assets

(1,044,609

)

(479,578

)


Interest received

503,649


146,378



Net cash from investing activities

(540,960

)

(333,200

)



Cash flows from financing activities

Loan repayments in year

(952,081

)

(1,104,728

)


Share issue

14,656


10,000,955



Net cash from financing activities

(937,425

)

8,896,227




Increase in cash and cash equivalents

3,106,238


9,428,992



Cash and cash equivalents at beginning

of year

2

11,704,887


2,275,895




Cash and cash equivalents at end of

year

2

14,811,125


11,704,887




MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 AUGUST 2024


1.

RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS



2024


2023


as

restated


£   

£   



Profit before taxation

3,847,789


1,685,608




Depreciation charges

380,551


387,081




Share based payment

248,520


211,715




Finance costs

275,391


251,193




Finance income

(503,649

)

(146,378

)


4,248,602


2,389,219




Increase in stocks

(979,375

)

(220,332

)



Decrease/(increase) in trade and other debtors

283,656


(1,262,195

)



Increase in trade and other creditors

1,307,131


210,466




Cash generated from operations

4,860,014


1,117,158




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 August 2024


31.8.24


1.9.23

£   

£   



Cash and cash equivalents

14,811,125


11,704,887




Year ended 31 August 2023


31.8.23


1.9.22


as restated


£   

£   



Cash and cash equivalents

11,704,887


2,275,895





MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 AUGUST 2024


3.

ANALYSIS OF CHANGES IN NET FUNDS



At 1.9.23

Cash flow

At 31.8.24

£   

£   

£   



Net cash



Cash at bank and in hand

11,704,887


3,106,238


14,811,125



11,704,887


3,106,238


14,811,125




Debt


Debts falling due within 1 year

(1,030,302

)

(164,082

)

(1,194,384

)



Debts falling due after 1 year

(1,116,163

)

1,116,163


-



(2,146,465

)

952,081


(1,194,384

)



Total

9,558,422


4,058,319


13,616,741




MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2024


1.

STATUTORY INFORMATION



Mr & Mrs Oliver Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.


2.

ACCOUNTING POLICIES



Basis of preparing the financial statements


The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.



The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies.



The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.



The financial statements have been prepared in the functional currency, pounds sterling, rounded to the nearest £1.



The following principal accounting policies have been applied:



Basis of consolidation


The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. lntercompany transactions and balances between group companies are therefore eliminated in full.



The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.



In accordance with the transitional exemption available in FRS 102, the Group has chosen no retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102.


MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 AUGUST 2024


2.

ACCOUNTING POLICIES - continued



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.


MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED 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 Group 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 Group has transferred the significant risks and rewards of ownership to the buyer;




-


the Group 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 Group 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 Group 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.



Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.


MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED 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.

At each reporting date the Group assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

The Group adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the Group. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred.

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:

Straight Line
Leasehold improvements25% on cost
Plant and machinery14% to 25% on cost
Office equipment33% on cost
Computer equipment33% 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.


Stocks


Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the specific identification method. The cost of each item is determined based on the purchase price, including all costs necessary to bring the item to its present location and condition.



At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.


MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 AUGUST 2024


2.

ACCOUNTING POLICIES - continued



Financial instruments

The Group 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 Group's Balance Sheet when the Group 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 Group'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.








MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED 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 Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans, other loans and loans due to fellow group companies 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.

Derecognition of financial instruments

Derecognition of financial assets
Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities
Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.


Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated 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.


MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED 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.


Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.

If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.


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 Consolidated Statement of Comprehensive Income within 'administration expenditure'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.


MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 AUGUST 2024


2.

ACCOUNTING POLICIES - continued



Pension costs and other post-retirement benefits


Defined contribution pension plan
The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group 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 Group in independently administered funds.


Finance costs


Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.



Borrowing costs


All borrowing costs are recognised in profit or loss in the year in which they are incurred.



Share-based payments


Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.



The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Group keeping the scheme open or the employee maintaining any contributions required by the scheme).



Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.



Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.


MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 AUGUST 2024


3.

TURNOVER



The turnover and profit before taxation are attributable to the one principal activity of the group.



An analysis of turnover by class of business is given below:



2024


2023


as

restated


£   

£   



Product and cosmetic sales

36,910,760


28,402,154



36,910,760


28,402,154





An analysis of turnover by geographical market is given below:



2024


2023


as

restated


£   

£   



United Kingdom

36,910,760


28,402,154



36,910,760


28,402,154




4.

EMPLOYEES AND DIRECTORS


2024


2023


as

restated


£   

£   



Wages and salaries

6,425,582


4,667,531




Social security costs

724,930


577,025




Other pension costs

107,870


81,103



7,258,382


5,325,659





The average number of employees during the year was as follows:


2024


2023


as

restated




Employees

114


87





The average number of employees by undertakings that were proportionately consolidated during the year was 56 (2023 - 44 ) .


MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 AUGUST 2024


4.

EMPLOYEES AND DIRECTORS - continued



2024


2023


as

restated


£   

£   



Directors' remuneration

177,033


138,471




Directors' pension contributions to money purchase schemes  

1,321


1,321





Directors' remuneration also included benefits of £16,380 (2023: £nil) and share based payment expense of £91,629 (2023: £94,277).



The highest paid directors' remuneration represents the total directors' remuneration, as only one director received remuneration during the year.


5.

OPERATING PROFIT



The operating profit is stated after charging:



2024


2023


as

restated


£   

£   



Depreciation - owned assets

371,816


340,990




Publishing rights amortisation

8,736


7,287




Foreign exchange differences

14,054


13,449




6.

AUDITORS' REMUNERATION


2024


2023


as

restated


£   

£   



Fees payable to the company's auditors for the audit of the

company's financial statements

27,000


33,000




Auditors' remuneration for non audit work

8,500


9,250




7.

INTEREST RECEIVABLE AND SIMILAR INCOME



2024


2023


as

restated


£   

£   



Deposit account interest

503,649


146,378




MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 AUGUST 2024


8.

INTEREST PAYABLE AND SIMILAR EXPENSES



2024


2023


as

restated


£   

£   



Bank interest

275,391


251,193






9.

TAXATION



Analysis of the tax charge/(credit)


The tax charge/(credit) on the profit for the year was as follows:


2024


2023


as

restated


£   

£   



Deferred tax

935,802


(1,642,899

)



Tax on profit

935,802


(1,642,899

)




Reconciliation of total tax charge/(credit) included in profit and loss


The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:



2024


2023


as

restated


£   

£   



Profit before tax

3,847,789


1,685,608




Profit multiplied by the standard rate of corporation tax in the UK

of 25 % (2023 - 21.500 %)  

961,947


362,406





Effects of:


Expenses not deductible for tax purposes

81,799


7,971




Capital allowances in excess of depreciation

(155,700

)

-




Depreciation in excess of capital allowances

-


56,344




Utilisation of tax losses

(768,604

)

(446,245

)



Adjustments to tax charge in respect of previous periods

-


19,524




Share option exercise  

(119,442

)

-




Deferred tax movement  

935,802


(1,642,899

)



Total tax charge/(credit)

935,802


(1,642,899

)



MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 AUGUST 2024


10.

INDIVIDUAL INCOME STATEMENT



As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.



11.

PRIOR YEAR ADJUSTMENT



Revenue


A prior year adjustment has been made to correct the timing of revenue recognition. This has resulted in restatements to Sales (£188,516 decrease) and Creditors (1< year) - Accruals and deferred income (£188,516 increase).



Administrative expenses


A prior year adjustment has been made to include the recognition of share based payment options. This has resulted in restatements to Administrative expenses (£202,906 increase), Total comprehensive income (£202,906 decrease) and Share based payment option within Retained earnings (£202,906 increase).



Depreciation


A prior year adjustment has been made to correct depreciation charged on plant and machinery. This has resulted in restatements to Depreciation expenditure (£374,534 decrease), Tangible Fixed Asset Depreciation charge for the year (£372,929 decrease) and Intangible Fixed Assets Amortisation charge for the year (£1,605 decrease).



VAT


A prior year adjustment has been made to correct the accounting treatment of intercompany transactions and associated VAT. This has resulted in restatements to Sales (£73,921 decrease) and Creditors (1<year) - VAT (£73,921 decrease).



Deferred Tax


A prior year adjustment has been made to introduce a deferred tax liability on accelerated capital allowances. This has resulted in restatements to Tax on profit (£54,795 increase), Provision for liabilities (£215,907 increase) and Retained earnings brought forward (£161,112 decrease).



Reserves


The total impact to Mr & Mrs Oliver Ltd's consolidated reserves as a result of the prior year adjustments were a decrease of £103,811.



Comparative figures have been restated accordingly.


MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 AUGUST 2024


12.

INTANGIBLE FIXED ASSETS



Group


Publishing


rights

£   



COST


At 1 September 2023


and 31 August 2024

43,680




AMORTISATION


At 1 September 2023

32,676




Amortisation for year

8,736




At 31 August 2024

41,412




NET BOOK VALUE


At 31 August 2024

2,268




At 31 August 2023

11,004





Company


Publishing


rights

£   



COST


At 1 September 2023


and 31 August 2024

43,680




AMORTISATION


At 1 September 2023

32,676




Amortisation for year

8,736




At 31 August 2024

41,412




NET BOOK VALUE


At 31 August 2024

2,268




At 31 August 2023

11,004




MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 AUGUST 2024


13.

TANGIBLE FIXED ASSETS



Group


Fixtures



Leasehold


Plant and


and


Computer



improvements


machinery


fittings


equipment


Totals

£   

£   

£   

£   

£   



COST


At 1 September 2023

110,282


1,878,084


71,418


105,144


2,164,928




Additions

41,372


955,488


15,593


32,156


1,044,609




Disposals

-


(59,202

)

-


-


(59,202

)



At 31 August 2024

151,654


2,774,370


87,011


137,300


3,150,335




DEPRECIATION


At 1 September 2023

82,728


1,014,455


50,624


61,137


1,208,944




Charge for year

28,073


302,862


14,779


26,102


371,816




Eliminated on disposal

-


(59,202

)

-


-


(59,202

)



At 31 August 2024

110,801


1,258,115


65,403


87,239


1,521,558




NET BOOK VALUE


At 31 August 2024

40,853


1,516,255


21,608


50,061


1,628,777




At 31 August 2023

27,554


863,629


20,794


44,007


955,984





Company


Fixtures



Leasehold


Plant and


and


Computer



improvements


machinery


fittings


equipment


Totals

£   

£   

£   

£   

£   



COST


At 1 September 2023

110,282


35,032


71,418


100,659


317,391




Additions

41,372


-


15,593


32,156


89,121




At 31 August 2024

151,654


35,032


87,011


132,815


406,512




DEPRECIATION


At 1 September 2023

82,728


35,032


50,624


61,137


229,521




Charge for year

28,073


-


14,779


24,301


67,153




At 31 August 2024

110,801


35,032


65,403


85,438


296,674




NET BOOK VALUE


At 31 August 2024

40,853


-


21,608


47,377


109,838




At 31 August 2023

27,554


-


20,794


39,522


87,870




MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 AUGUST 2024


14.

FIXED ASSET INVESTMENTS



Company


Shares in


group


undertakings

£   



COST


At 1 September 2023


and 31 August 2024

2




NET BOOK VALUE


At 31 August 2024

2




At 31 August 2023

2






Subsidiary undertakings



The following were subsidiary undertakings of the company which have been consolidated in these


financial statements:



Name


Registered Office


Class of Shares


Holding




Skin + Me Ltd


2 Eastbourne Terrace Floor 4, London,

England, W2 6LG


Ordinary


100%




Feel Good Pharma Ltd


Unit 5 Oakwood Business Park, Park

Royal, London, England, NW10 6EX


Ordinary


100%




15.

STOCKS



Group


2024

2023



as

restated


£   

£   



Raw materials

1,200,665


845,736




Finished goods

624,446


-



1,825,111


845,736




MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 AUGUST 2024


16.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR




Group


Company


2024

2023

2024

2023



as

restated


as

restated


£   

£   

£   

£   



Amounts owed by group undertakings

-


-


3,104,001


8,176,139




Other debtors

1,208,390


856,470


144,959


124,722




VAT

736,215


1,377,241


859,157


1,973,002




Deferred tax asset

545,985


1,481,787


925,049


1,697,694




Prepayments

180,980


175,530


173,326


168,243



2,671,570


3,891,028


5,206,492


12,139,800





Deferred tax asset


Group


Company


2024

2023

2024

2023



as

restated


as

restated


£   

£   

£   

£   



Deferred tax

545,985


1,481,787


925,049


1,697,694




17.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR




Group


Company


2024

2023

2024

2023



as

restated


as

restated


£   

£   

£   

£   



Bank loans and overdrafts (see note 19)

1,194,384


1,030,302


1,194,384


1,030,302




Trade creditors

1,924,634


1,893,030


954,789


1,445,749




Amounts owed to group undertakings

-


-


41,516,413


28,661,650




Social security and other taxes

266,536


166,982


181,497


107,139




Other creditors

130,825


30,310


119,772


21,688




Accruals and deferred income

559,844


201,866


-


-




Accrued expenses

982,779


265,301


964,686


254,051



5,059,002


3,587,791


44,931,541


31,520,579




MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 AUGUST 2024


18.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR




Group


Company


2024

2023

2024

2023



as

restated


as

restated


£   

£   

£   

£   



Bank loans (see note 19)

-


1,116,163


-


1,116,163




19.

LOANS



An analysis of the maturity of loans is given below:



Group


Company


2024

2023

2024

2023



as

restated


as

restated


£   

£   

£   

£   



Amounts falling due within one year or

on demand:



Bank loans

1,194,384


1,030,302


1,194,384


1,030,302




Amounts falling due between one and

two years:



Bank loans - 1-2 years

-


1,116,163


-


1,116,163











Bank loans are secured against the assets and trademarks of the group, payable within one year.


20.

LEASING AGREEMENTS



Minimum lease payments fall due as follows:


MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 AUGUST 2024



Group


Non-cancellable

operating leases


2024

2023



as

restated


£   

£   



Within one year

329,435


620,490




Between one and five years

838,000


1,078,241




In more than five years

34,917


244,417



1,202,352


1,943,148




21.

CALLED UP SHARE CAPITAL




2024


2023




Allotted, called up and fully paid


£   


£   




7,471,253 (2023 - 7,100,000) Ordinary Shares shares of £0.00001 each


75


71




2,348,000 (2023 - 2,348,000) Ordinary A shares shares of £0.00001 each


23


23




6,684,560 (2023 - 6,684,560) Ordinary B Shares shares of £0.00001 each


67


67




1,310,615 (2023 - 1,310,615) Ordinary C Shares shares of £0.00001 each


13


13




4,808,279 (2023 - 4,808,279) Deferred Shares shares of £0.00001


48


48





226


222





The share capital of the company consists of fully paid ordinary shares of £0.00001 under five share classes, Ordinary shares, Ordinary A, Ordinary B, Ordinary C and deferred shares.



During the year, the company issued 441,445 Ordinary shares at £0.00001 at par.



The shares issued during the year have full rights regarding voting, payment of dividends and distributions.


22.

RESERVES



Group


Retained


Share



earnings


premium


Totals

£   

£   

£   




At 1 September 2023

(5,568,692

)

18,273,155


12,704,463




Profit for the year

2,911,987


2,911,987




Bonus share issue

-


14,652


14,652




Share based payment expense

248,521


-


248,521




At 31 August 2024

(2,408,184

)

18,287,807


15,879,623





MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 AUGUST 2024


23.

PENSION COMMITMENTS



The group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the group in an independently administered fund. The pension cost charge represents contributions payable by the group to the fund and amounted to £107,870 (2023: £42,940). Contributions totaling £10,886 (2023: £9,924) were payable to the fund at the balance sheet date.


24.

RELATED PARTY DISCLOSURES



There were no related party transactions through the year requiring disclosure in these financial statements.


25.

ULTIMATE CONTROLLING PARTY



There is no ultimate controlling party.


MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 AUGUST 2024


26.

SHARE-BASED PAYMENT TRANSACTIONS - GROUP



Group


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


64.80


2,517,441


49.09


2,909,952









31 August


31 August





2024


2023





Number


Number




Brought forward


2,909,952


3,079,444




Granted in the period


263,544


1,678,006




Exercised in the period


(448,368

)

(1,827,107

)



Forfeited in the period


(207,687

)

(20,391

)



Carried forward


2,517,441


2,909,952




Exercisable quantity (vested)


1,282,273


1,388,010





The total charge for the year recognised as administrative expenses was £248,520 (2023: £211,715).


MR & MRS OLIVER LTD (REGISTERED NUMBER: 11523394)


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 AUGUST 2024


27.

SHARE-BASED PAYMENT TRANSACTIONS - COMPANY



Company




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


67.25


2,296,388


50.87


2,718,418









31 August


31 August





2024


2023





Number


Number




Brought forward


2,718,418


2,976,114




Granted in the period


224,011


1,581,365




Exercised in the period


(445,629

)

(1,825,259

)



Forfeited in the period


(200,412

)

(13,802

)



Carried forward


2,296,388


2,718,418




Exercisable quantity (vested)


1,171,357


1,305,855





The total charge for the year recognised as administrative expenses was £237,692 (2023: £205,232).