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Registered number: 12335663 (England and Wales)
ENVEIL UK LIMITED
DIRECTOR'S REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 JANUARY 2025
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COMPANY INFORMATION
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Oakwood Corporate Secretaries Limited
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ZEDRA Corporate Reporting Services (UK) Limited
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CONTENTS
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Notes to the Financial Statements
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ENVEIL UK LIMITED
REGISTERED NUMBER:12335663
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BALANCE SHEET
AS AT 31 JANUARY 2025
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Capital contribution reserve
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The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 2 to 5 form part of these financial statements.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 JANUARY 2025
1.Accounting policies
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Basis of preparation of financial statements
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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.
These financial statements cover a period from 1 January 2024 to 31 January 2025 and for this reason the prior year results are not entirely comparable.
The following principal accounting policies have been applied:
The Company is in a net liability position, primarily due to amounts owed to group undertakings from the parent company, Enveil, Inc. The Company relies on the continued support of the parent company in order to remain a going concern and has received written confirmation that it is willing to continue to provide financial support to the Company for a period of at least 12 months from the date of signing these financial statements.
The director has considered the ability of the parent company to provide this support based upon cashflow forecasts. The parent company has entered into a term loan with their bank and has drawn down against the debt facility to provide additional working capital. However due to the significant level of ongoing cash outflows, this position may cast a material uncertainty over the ability of the parent company to support the Company at the current rate. Despite this uncertainty, the director has determined that the financial statements should continue to be prepared on the going concern basis.
Interest income is recognised in profit or loss using the effective interest method.
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.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 JANUARY 2025
1.Accounting policies (continued)
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 Company 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.
Short-term debtors are measured at transaction price, less any impairment.
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Cash and cash equivalents
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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.
Short term debtors are measured at transaction price, less any impairment.
Short term creditors are measured at the transaction price. Amounts owed to group undertakings are intercompany loans measured at cost. These loans are unsecured, interest free and repayable on demand.
The auditors' report on the financial statements for the period ended 31 January 2025 was unqualified, though the auditor drew attention to note 1.2 to these accounts which indicates the existence of material uncertainity which may cause significant doubt about the Company's ability to continue as a going concern.
The audit report was signed on 27 October 2025 by Edward Wallis ACA (Senior Statutory Auditor) on behalf of ZEDRA Corporate Reporting Services (UK) Limited.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 JANUARY 2025
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The average monthly number of employees during the period was 2 (year ended 31 December 2023 - 3).
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
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Other taxation and social security
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Accruals and deferred income
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1 (2024 - 1) Ordinary Shares share of £1.00
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Capital contribution reserve
Certain employees of the Company along with other group employees have been granted options over
shares in the Company's parent. The options are granted at an idependently determined fair value and
25% of the options are exercisable one year after the date of grant, vesting continues monthly thereafter.
A credit of £6,895 (year ended 31 December 2023: expense of £15,930), which is equivalent to the fair value of the share options granted, is recognised evenly over the vesting period with the corresponding amount being recognised in the capital contribution reserve.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 JANUARY 2025
Enveil Inc. is the parent of the smallest group for which consolidated financial statements are drawn up of which the Company is a member. The registered office of the parent company is 8171 Maple Lawn Blvd #240, Fulton, Maryland, 20759.
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Post balance sheet events
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There were no adjusting or non-adjusting events occurring between the end of the reporting period and the date these financial statements were approved.
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