The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

For the financial year ended 31 December 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

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

Rafarm UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is 6th Floor, 2 Kingdom Street, London, United Kingdom, W2 6BD.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

Turnover shown in the profit and loss account represents amounts invoiced during the year.

Revenue is recognised when goods are dispatched or services are provided. When a specific act within an agreement is much more significant than any other act, the entity defers recognition of revenue until the significant act is executed.

Where an agreement includes a period of exclusivity for a particular product any milestone payments will be recognised over the period of exclusivity.

Intangible fixed assets are stated at cost less amortisation. Intangibles are amortised to the profit and loss account over their estimated useful economic life. Amortisation begins when the licensed product begins to be distributed.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, as either financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Trade and other receivables are recognised at fair value, less provision for impairment. A provision for impairment is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of he receivable.

Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or financial reorganisation and default or delinquency in payments are considered indicators that the trade receivable is impaired.

Short term listed investments are held at market value.

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. The impairment loss is recognised in profit or loss.

Basic financial liabilities are initially measured 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. Other financial liabilities classified as fair value through profit or loss are measured at fair value.

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

Research and Development

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated, otherwise development expenditure is written off against profits in the year in which it is incurred.

The average monthly number of persons (excluding directors) employed by the company during the year was:

The investment represents 100% of the share capital of Rafarm Inc, a company incorporated in the USA.

During the year, the company acquired goods and services amounting to £6,649,247 (2023 - £3,796,665 ) from Rafarm SA, a related party undertaking incorporated in Greece. At the balance sheet date, the company owed £4,344,247 (2023 - £892,139 ) to Rafarm SA and this amount is included within trade creditors.

During the year, the company sold goods and services amounting to £nil (2023 - £nil ) to Rafarm SA. At the balance sheet date, the company was owed £0 (2023 - £0 ) by Rafarm SA and this amount is included within trade debtors.

The company holds 100% of the share capital of Rafarm, Inc., a company incorporated in the United States. During the year, the company loaned a total of £nil(2023 - £217,669 ) to its subsidiary and as at the balance date, Rafarm Inc. owed £2,784,292 (2023 - £2,784,292 ) to the company and this amount in included within debtors due after more than one year.