Silverfin false 08 July 2025 08 July 2025 Michael Wedge FCA BKL Audit LLP 72,824 647,913 false true 31/12/2023 01/01/2023 31/12/2023 M Bickford-Smith 31/05/2023 11/08/2022 M Treek 12/02/2025 S Venkateswaran 31/12/2024 26/05/2023 08 July 2025 The principal activity of the company during the financial year was that of business support service. 10778333 2023-12-31 10778333 bus:Director1 2023-12-31 10778333 bus:Director2 2023-12-31 10778333 bus:Director3 2023-12-31 10778333 core:CurrentFinancialInstruments 2023-12-31 10778333 core:CurrentFinancialInstruments 2022-12-31 10778333 2022-12-31 10778333 core:Non-currentFinancialInstruments 2023-12-31 10778333 core:Non-currentFinancialInstruments 2022-12-31 10778333 core:ShareCapital 2023-12-31 10778333 core:ShareCapital 2022-12-31 10778333 core:RetainedEarningsAccumulatedLosses 2023-12-31 10778333 core:RetainedEarningsAccumulatedLosses 2022-12-31 10778333 bus:OrdinaryShareClass1 2023-12-31 10778333 2023-01-01 2023-12-31 10778333 bus:FilletedAccounts 2023-01-01 2023-12-31 10778333 bus:FRS102 2023-01-01 2023-12-31 10778333 bus:Audited 2023-01-01 2023-12-31 10778333 2022-01-01 2022-12-31 10778333 bus:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 10778333 bus:Director1 2023-01-01 2023-12-31 10778333 bus:Director2 2023-01-01 2023-12-31 10778333 bus:Director3 2023-01-01 2023-12-31 10778333 core:Non-currentFinancialInstruments 2023-01-01 2023-12-31 10778333 bus:OrdinaryShareClass1 2023-01-01 2023-12-31 10778333 bus:OrdinaryShareClass1 2022-01-01 2022-12-31 iso4217:GBP xbrli:pure xbrli:shares

Company No: 10778333 (England and Wales)

BERLIN BRANDS GROUP UK LTD

Financial Statements
For the financial year ended 31 December 2023
Pages for filing with the registrar

BERLIN BRANDS GROUP UK LTD

Financial Statements

For the financial year ended 31 December 2023

Contents

BERLIN BRANDS GROUP UK LTD

STATEMENT OF FINANCIAL POSITION

As at 31 December 2023
BERLIN BRANDS GROUP UK LTD

STATEMENT OF FINANCIAL POSITION (continued)

As at 31 December 2023
Note 2023 2022
£ £
Current assets
Debtors 4 303,978 30,343
Cash at bank and in hand 96,960 235,125
400,938 265,468
Creditors: amounts falling due within one year 5 ( 301,146) ( 117,693)
Net current assets 99,792 147,775
Total assets less current liabilities 99,792 147,775
Creditors: amounts falling due after more than one year 6 ( 744,844) ( 720,003)
Net liabilities (645,052) (572,228)
Capital and reserves 7
Called-up share capital 130,000 130,000
Profit and loss account ( 775,052) ( 702,228)
Total shareholder's deficit (645,052) (572,228)

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

The notes on pages 12 to 17 form part of these financial statements.

The financial statements of Berlin Brands Group UK Ltd (registered number: 10778333) were approved and authorised for issue by the Board of Directors. They were signed on its behalf by:

M Treek
Director

08 July 2025

BERLIN BRANDS GROUP UK LTD

NOTES TO THE FINANCIAL STATEMENTS

For the financial year ended 31 December 2023
BERLIN BRANDS GROUP UK LTD

NOTES TO THE FINANCIAL STATEMENTS

For the financial year ended 31 December 2023
1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and in the preceding financial year, unless otherwise stated.

General information and basis of accounting

Berlin Brands Group UK Ltd (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the company's registered office is 35 Ballards Lane, London, N3 1XW, United Kingdom.

The principal activities are set out in the Director’s Report.

The financial statements have been prepared under the historical cost convention, unless otherwise stated within these accounting policies, and in accordance with Financial Reporting Standard 102 (FRS 102) applicable in the UK and 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 financial statements are presented in pounds sterling which is the functional currency of the Company and rounded to the nearest £.

Going concern

The director has assessed the Balance Sheet and likely future cash flows at the date of approving these financial statements.

The Company has net current assets of £99,792 (2022: £147,775) and net liabilities of £645,052 (2022: £572,228). Included within creditors after more than one year is a loan provided by a group company. The Company is dependent on the continued support of this loan to allow it to meet its financial obligations as they fall due and also to their not seeking repayment of this balance.

The Company has adequate resources to continue in operational existence and to meet its financial obligations as they fall due for at least 12 months from the date of signing these financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover 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 turnover is recognised:

Rendering of services

Turnover from a contract to provide services represents the recharge of certain expenses on a cost-plus basis to a fellow group company and 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 turnover 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.

Employee benefits

Defined contribution schemes
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.

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.

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the Balance Sheet date where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the Balance Sheet date. Timing differences are differences between the Company's taxable profits and its results as stated in the financial statements that arise from the inclusion of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that, on the basis of all available evidence, it can be regarded as more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.

Borrowing costs

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

Leases

The company as lessee
Rentals paid under operating leases are charged to the profit and loss account on a straight-line basis over the lease term.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Statement of Financial Position date. If there is objective evidence of impairment, an impairment loss is recognised in the Statement of Income and Retained Earnings as described below.

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.

Financial instruments

The Company only enters into basic financial instruments and transactions that result in the recognition of financial assets and liabilities including other debtors, trade and other creditors and loans to and from related parties.

Financial assets
Basic financial assets, including amounts due from related companies, are initially recognised at transaction price, 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.

Such assets are subsequently carried at amortised cost using the effective interest method.

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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 the Statement of Income and Retained Earnings.

Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

Financial liabilities
Basic financial liabilities, including trade and other creditors, accruals and amounts due from related parties, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

Financial assets and liabilities are offset and 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.

2. Critical accounting judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, which are described in note 1, the director is required to make judgements, estimates and assumptions about the carrying amounts 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 financial year in which the estimate is revised if the revision affects only that financial year, or in the financial year of the revision and future financial years if the revision affects both current and future financial years.

The director does not consider that any critical judgements have been made in the application of the company's accounting policies and no key sources of estimation uncertainty have been identified that have a significant risk of causing a material misstatement to the carrying amount of assets and liabilities within the financial year.

3. Staff number and costs

2023 2022
Number Number
The average monthly number of employees (including directors) was: 2 2

Their aggregate remuneration comprised:

2023 2022
£ £
Wages and salaries 174,858 399,968
Social security costs 20,950 55,097
Other retirement benefit costs 49,427 5,363
245,235 460,428

4. Debtors

2023 2022
£ £
Amounts owed by group undertakings (note 8) 302,258 29,930
VAT recoverable 1,263 0
Prepayments 457 413
303,978 30,343

5. Creditors: amounts falling due within one year

2023 2022
£ £
Trade creditors 1,540 591
Amounts owed to group undertakings (note 8) 263,600 101,931
Accruals 29,123 11,500
Other creditors 6,883 3,671
301,146 117,693

6. Creditors: amounts falling due after more than one year

2023 2022
£ £
Amounts owed to group undertakings (note 8) 744,844 720,003

There are no amounts included above in respect of which any security has been given by the small entity.

The amounts owed to group undertakings is due for repayment by 30 September 2027 and are accruing interest of 3.5% per annum.

7. Called-up share capital and reserves

2023 2022
£ £
Allotted, called-up and fully-paid
1,300,000 A ordinary shares of £ 0.10 each 130,000 130,000
Presented as follows:
Called-up share capital presented as equity 130,000 130,000

-

The Company's other reserves are as follows:

The profit and loss reserve represents cumulative profits or losses, net of dividends paid and other adjustments.

8. Related party transactions

The company has availed of the exemption provided in FRS 102 Section 33 Related Party Disclosures not to disclose transactions entered into with fellow group companies that are wholly owned within the group of companies of which the company is a wholly owned member.

9. Audit Opinion

The auditor's report on the accounts for the financial year ended 31 December 2023 was unqualified.

The audit report was signed by Michael Wedge FCA on behalf of BKL Audit LLP, Chartered Accountants.

10. Controlling party

Parent Company:

The immediate and ultimate parent company is Berlin Brands Group TopCo GmbH, a company registered in Germany.