Caseware UK (AP4) 2024.0.164 2024.0.164 2025-03-312025-03-312025-03-31During the year the Group made payments of £38,501 on behalf of (2024 - received £23,501 from) the directors. At the reporting date the directors owed £627,843 (2024 - £589,342) to the Group and this balance is repayable on demand. No interest is charged by the Group on the amount advanced. During the year the Group purchased and paid for services totalling £125,773 (2024 - £85,602) from a company under common control of the directors. The Company has taken advantage of the exemption under FRS102 33.1A Related Party Disclosures and have not disclosed transactions entered with entities which are are wholly owned within the group that the Company belongs to.56false2024-04-0160falsefalsefalse 03734993 2024-04-01 2025-03-31 03734993 2023-04-01 2024-03-31 03734993 2025-03-31 03734993 2024-03-31 03734993 2023-04-01 03734993 3 2024-04-01 2025-03-31 03734993 3 2023-04-01 2024-03-31 03734993 d:Director1 2024-04-01 2025-03-31 03734993 d:Director3 2024-04-01 2025-03-31 03734993 d:RegisteredOffice 2024-04-01 2025-03-31 03734993 e:FurnitureFittings 2024-04-01 2025-03-31 03734993 e:OfficeEquipment 2024-04-01 2025-03-31 03734993 e:OtherResidualIntangibleAssets 2024-04-01 2025-03-31 03734993 e:CurrentFinancialInstruments 2025-03-31 03734993 e:CurrentFinancialInstruments 2024-03-31 03734993 e:Non-currentFinancialInstruments 2025-03-31 03734993 e:Non-currentFinancialInstruments 2024-03-31 03734993 e:CurrentFinancialInstruments e:WithinOneYear 2025-03-31 03734993 e:CurrentFinancialInstruments e:WithinOneYear 2024-03-31 03734993 e:Non-currentFinancialInstruments e:AfterOneYear 2025-03-31 03734993 e:Non-currentFinancialInstruments e:AfterOneYear 2024-03-31 03734993 f:UnitedKingdom 2024-04-01 2025-03-31 03734993 f:UnitedKingdom 2023-04-01 2024-03-31 03734993 f:RestEuropeOutsideUK 2024-04-01 2025-03-31 03734993 f:RestEuropeOutsideUK 2023-04-01 2024-03-31 03734993 f:RestWorldOutsideUK 2024-04-01 2025-03-31 03734993 f:RestWorldOutsideUK 2023-04-01 2024-03-31 03734993 e:ShareCapital 2025-03-31 03734993 e:ShareCapital 2024-03-31 03734993 e:ShareCapital 2023-04-01 03734993 e:RetainedEarningsAccumulatedLosses 2024-04-01 2025-03-31 03734993 e:RetainedEarningsAccumulatedLosses 2025-03-31 03734993 e:RetainedEarningsAccumulatedLosses 2023-04-01 2024-03-31 03734993 e:RetainedEarningsAccumulatedLosses 2024-03-31 03734993 e:RetainedEarningsAccumulatedLosses 2023-04-01 03734993 e:AcceleratedTaxDepreciationDeferredTax 2025-03-31 03734993 e:AcceleratedTaxDepreciationDeferredTax 2024-03-31 03734993 e:TaxLossesCarry-forwardsDeferredTax 2025-03-31 03734993 e:TaxLossesCarry-forwardsDeferredTax 2024-03-31 03734993 d:OrdinaryShareClass1 2024-04-01 2025-03-31 03734993 d:OrdinaryShareClass1 2025-03-31 03734993 d:OrdinaryShareClass1 2024-03-31 03734993 d:FRS102 2024-04-01 2025-03-31 03734993 d:Audited 2024-04-01 2025-03-31 03734993 d:FullAccounts 2024-04-01 2025-03-31 03734993 d:PrivateLimitedCompanyLtd 2024-04-01 2025-03-31 03734993 e:Subsidiary1 2024-04-01 2025-03-31 03734993 e:Subsidiary1 1 2024-04-01 2025-03-31 03734993 d:Consolidated 2025-03-31 03734993 d:ConsolidatedGroupCompanyAccounts 2024-04-01 2025-03-31 03734993 2 2024-04-01 2025-03-31 03734993 6 2024-04-01 2025-03-31 03734993 g:PoundSterling 2024-04-01 2025-03-31 xbrli:shares iso4217:GBP xbrli:pure
Registered number: 03734993














RODIAL LTD
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

 
RODIAL LTD
 
 
COMPANY INFORMATION


Directors
M Papageorgiou 
E Hatzistefanis 




Registered number
03734993



Registered office
The Studio Building
6th Floor

21 Evesham Street

London

W11 4AJ




Independent auditors
Sopher + Co LLP
Chartered Accountants & Statutory Auditors

5 Elstree Gate

Elstree Way

Borehamwood

Hertfordshire

WD6 1JD





 
RODIAL LTD
 

CONTENTS



Page
Group Strategic Report
 
1 - 2
Directors' Report
 
3 - 4
Independent Auditors' Report
 
5 - 8
Consolidated Statement of Comprehensive Income
 
9
Consolidated Statement of Financial Position
 
10
Company Statement of Financial Position
 
11
Consolidated Statement of Changes in Equity
 
12
Company Statement of Changes in Equity
 
13
Consolidated Statement of Cash Flows
 
14
Consolidated Analysis of Net Debt
 
15
Notes to the Financial Statements
 
16 - 30


 
RODIAL LTD
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2025

Introduction
 
The directors present their strategic report for the year ended 31 March 2025.
The Group is engaged in the manufacturing and sale of premium skin care and cosmetic products around the world. The products are manufactured using specialist subcontractors located mainly in the UK, which are then sold directly in the UK and USA. Distributors are used for all other jurisdictions. The Group sells products to retailers, including department stores, specialty boutiques, independent stores, and e-tailers as well as directly to consumers via its own website.

Business review
 
The Group's business strategy is to remain competitive with the emphasis on improving performance, providing high quality and relevant products whilst focusing on cost efficiency. Our key focuses for improving performance have come in several areas, firstly driving, and developing further the digital side of the business. Secondly, driving an efficient and effective bricks and mortar business, being in the right stores whilst having the right cost base to drive sales. Thirdly product innovation is key for the business to grow. This enables the business to be relevant and win in the marketplace. Lastly, as we go through the cost-of-living crisis a key focus is to drive down cost and risk in the business to protect profit and cash. A lower cost base and better sales mix will enable the business to succeed. The directors are confident that by adopting the above strategies and investing in our people the Group will be successful.
The results for the year show profit before taxation of £164,462. This compares positively with the financial year ended March 2024 loss of £1,003,502. During the year the directors took the decision to change the methodology used to allocate common intra-group costs. Previously costs were allocated based on total revenue generated by the wider group. Following a review, the directors decided that a fairer basis is to allocate those costs based on UK-only revenue generated rather than total revenue. This resulted in more costs being recharged. Even though costs have gone down the results for the year are below expectations for the following reasons:
 
1) not all increases in raw materials costs have been passed on to customers.
2) to maintain market position the directors took the strategic decision not to increase prices for the second year.
The directors believe that the above decisions have placed the Group in a good position to retain and grow its market share which will ensure profitability in the long run.
The Group continues to maintain a good financial position with reserves of £846,505 at 31 March 2025 (2024 - £682,064). 

Principal risks and uncertainties
 
The management of the business and the execution of the Group's strategy are subject to risk. The Group's internal control, which is based on standards, procedures, and good practices, is aimed at reducing risks.
The key business risk and uncertainty affecting the Group is currently the cost-of-living crisis. Stubbornly high food and electricity prices are eating at the consumer’s disposable income which in turn affects spending. We have observed reduced footfall on the high street and high energy prices may force store closures. We are monitoring this whilst reducing business risk as we move forward. This is primarily around driving a different sales mix and reducing the cost base of the business to align to new buying patterns. Other areas of risk which are more relevant is the historically high tax burden imposed on UK residents, and since the Group's business is 40% UK based any government policy that reduces the British consumer’s disposable income is an area of concern. Another significant risk is the spectrum of tariffs imposed on goods imported to the US. Currently the Group manufactures most of its products in the UK so they will be caught under the tariff regime and with 46% of the Group’s sales in the USA this would represent an area of concern. However, the group can ramp up production in the USA for key lines which would eliminate tariffs altogether for those products and thus mitigate the risk. Other risk factors include our customers' financial condition and changes in the retail and cosmetic
Page 1

 
RODIAL LTD
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025

industries. Lastly, risk from retailer inventory control practices including, but not limited to, levels of inventory carried at point of sale and practices used to control inventory shrinkage affect the business and we work closely with our retailers to understand any potential changes.

Financial key performance indicators
 
Key performance indicators are revenue and profit before taxation. These are disclosed on page 10.
Financial risk management
Foreign currency, credit and interest rate risks have little impact on the Group's operations because the directors have taken the following actions:
1) Matching foreign currency outflows with inflows, thus avoiding foreign exchange hedging using financial 
instruments.
2)Maintaining a diversified pool of customers to avoid concentration risk.
3)Not having any bank loans.

The interest of the Group's employees
 
The directors recognise that our employees are our most important asset to our business and delivery of our strategy. The success of our business depends on retaining and motivating employees. The directors ensure the business cares for the employee's well-being and offers benefits which are designed to be competitive within the market. All employees have targets and objectives that relate to individual and business performance whilst training needs are met. 
The need to foster the Group's business relationships with suppliers and customers
Delivering our strategy requires strong relationships with suppliers and customers. The directors are aware of the fair and professional relationships we promote. Regular meetings are held at differing levels to discuss objectives, performance and how to drive performance for all parties.
The impact of the Group's operations on the community and environment
We are aware of our impact on the environment and community. The Group supports charities and local communities through local initiatives. From an environmental perspective the Group seeks to reduce its carbon footprint and seeks to increase the percentage of recycled plastics used in our packaging. In addition, the parent company is certified carbon neutral by Carbon UK.
The desirability of the Group maintaining high standards of business conduct
The Group promotes its values, beliefs and ethical standards in the office whilst there are forums for employees to discuss all these topics. 


This report was approved by the board on 5 November 2025 and signed on its behalf.



E Hatzistefanis
Director

Page 2

 
RODIAL LTD
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2025

The directors present their report and the financial statements for the year ended 31 March 2025.

Directors

The directors who served during the year were:

M Papageorgiou 
E Hatzistefanis 

Principal activity

The principal activity of the Group during the year under review was that of the preparation and sale of a range of cosmetics. 

Results and dividends

The profit for the year, after taxation, amounted to £164,462 (2024 - loss £1,003,502).

Directors' responsibilities statement

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Group's financial statements and then apply them consistently;

make judgments 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 Group will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Future developments

There are no future developments that affect the Group.

Qualifying third party indemnity provisions

The Parent Company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

Page 3

 
RODIAL LTD
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

Subsequent events

There have been no significant events affecting the Group since the year end.

Auditors

Under section 487(2) of the Companies Act 2006Sopher + Co LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.

This report was approved by the board on 5 November 2025 and signed on its behalf.
 





E Hatzistefanis
Director

Page 4

 
RODIAL LTD
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF RODIAL LTD
 

Opinion


We have audited the financial statements of Rodial Ltd (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 March 2025, which comprise the Group Statement of Comprehensive Income, the Group and Company Statements of Financial Position, the Group Statement of Cash Flows, the Group and Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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's affairs as at 31 March 2025 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 United Kingdom, including the Financial Reporting Council'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 or 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.


Other information


The directors are responsible for the other information. The other information comprises the information included in the Annual Report, other than the financial statements and our Auditors' Report 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 statementsour 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 there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the
Page 5

 
RODIAL LTD
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF RODIAL LTD (CONTINUED)

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.


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


We have nothing to report in respect of the following matters in relation to which 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 Directors' Responsibilities Statement set out on page 3, 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 is 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.


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 an Auditors' Report 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 Group financial statements.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is
Page 6

 
RODIAL LTD
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF RODIAL LTD (CONTINUED)

detailed below:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows: 
 
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 Group through discussions with directors and other management, and from our commercial knowledge and experience of the cosmetics sector; 
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 Group, including the Companies Act 2006, taxation legislation, data protection, anti-bribery, employment, environmental and health and safety legislation;
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and 
identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit. 

We assessed the susceptibility of the Group’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; 
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; and 
understanding the design of the Group’s remuneration policies. 

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; 
assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; 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; 
enquiring of management as to actual and potential litigation and claims; and
reviewing correspondence with HMRC, relevant regulators and the Company’s legal advisors.


There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. 
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.


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 Auditors' Report.
Page 7

 
RODIAL LTD
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF RODIAL LTD (CONTINUED)



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 2006Our 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 an Auditors' Report 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.





Stephen Iseman FCA (Senior Statutory Auditor)
  
for and on behalf of
Sopher + Co LLP
 
Chartered Accountants
Statutory Auditors
  
5 Elstree Gate
Elstree Way
Borehamwood
Hertfordshire
WD6 1JD

5 November 2025
Page 8

 
RODIAL LTD
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2025

2025
2024
Note
£
£

  

Turnover
 4 
11,565,280
9,425,577

Cost of sales
  
(6,406,380)
(5,416,040)

Exceptional cost of sales
     6
-
(219,714)

Gross profit
  
5,158,900
3,789,823

Administrative expenses
  
(4,891,992)
(4,934,848)

Other operating income
 5 
-
9,007

Operating profit/(loss)
 7 
266,908
(1,136,018)

Interest receivable and similar income
 11 
-
946

Interest payable and similar expenses
 12 
(2,928)
(18,599)

Profit/(loss) before taxation
  
263,980
(1,153,671)

Taxation
 13 
(99,518)
150,169

Profit/(loss) for the financial year
  
164,462
(1,003,502)

Other comprehensive income for the year
  

Currency translation differences
  
(21)
-

Total comprehensive income for the year
  
164,441
(1,003,502)

Profits/(loss) for the year attributable to:
  

Owners of the parent Company
  
164,462
(1,003,502)

Total comprehensive income/(loss) for the year attributable to:
  

Owners of the parent Company
  
164,441
(1,003,502)

The notes on pages 16 to 30 form part of these financial statements.

Page 9

 
RODIAL LTD
REGISTERED NUMBER:03734993

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2025

2025
2024
Note
£
£

Fixed assets
  

Intangible assets
 14 
78,789
171,396

Tangible assets
 15 
55,383
80,907

  
134,172
252,303

Current assets
  

Stocks
 17 
2,453,383
2,154,347

Debtors: amounts falling due after more than one year
 18 
89,964
89,964

Debtors: amounts falling due within one year
 18 
4,183,000
2,187,024

Cash at bank and in hand
  
550,446
388,573

  
7,276,793
4,819,908

Current liabilities
  

Creditors: amounts falling due within one year
 19 
(6,533,222)
(4,333,919)

Net current assets
  
 
 
743,571
 
 
485,989

Total assets less current liabilities
  
877,743
738,292

Creditors: amounts falling due after more than one year
 20 
(31,238)
(56,228)

  

Net assets
  
846,505
682,064


Capital and reserves
  

Called up share capital 
 22 
2
2

Profit and loss account
  
846,503
682,062

  
846,505
682,064


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 5 November 2025.



E Hatzistefanis
Director

The notes on pages 16 to 30 form part of these financial statements.

Page 10

 
RODIAL LTD
REGISTERED NUMBER:03734993

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2025

2025
2024
Note
£
£

Fixed assets
  

Intangible assets
 14 
78,789
171,396

Tangible assets
 15 
55,383
80,907

Investments
 16 
856
856

  
135,028
253,159

Current assets
  

Stocks
 17 
2,453,383
2,154,347

Debtors: amounts falling due after more than one year
 18 
89,964
89,964

Debtors: amounts falling due within one year
 18 
4,182,341
2,186,168

Cash And Cash Equivalents
  
548,914
388,573

  
7,274,602
4,819,052

Current liabilities
  

Creditors: amounts falling due within one year
 19 
(6,531,989)
(4,333,919)

Net current assets
  
 
 
742,613
 
 
485,133

Total assets less current liabilities
  
877,641
738,292

  

Creditors: amounts falling due after more than one year
 20 
(31,238)
(56,228)

  

Net assets
  
846,403
682,064


Capital and reserves
  

Called up share capital 
 22 
2
2

Profit and loss account carried forward
  
846,401
682,062

  
846,403
682,064


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 5 November 2025.




E Hatzistefanis
Director

The notes on pages 16 to 30 form part of these financial statements.

Page 11

 
RODIAL LTD
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025


Called up share capital
Profit and loss account
Equity attributable to owners of parent Company
Total equity

£
£
£
£


At 1 April 2023
2
1,685,564
1,685,566
1,685,566



Loss for the year
-
(1,003,502)
(1,003,502)
(1,003,502)



At 1 April 2024
2
682,062
682,064
682,064



Profit for the year
-
164,462
164,462
164,462

Currency translation differences
-
(21)
(21)
(21)


At 31 March 2025
2
846,503
846,505
846,505


The notes on pages 16 to 30 form part of these financial statements.

Page 12

 
RODIAL LTD
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 April 2023
2
1,685,564
1,685,566



Loss for the year
-
(1,003,502)
(1,003,502)



At 1 April 2024
2
682,062
682,064



Profit for the year
-
164,339
164,339


At 31 March 2025
2
846,401
846,403


The notes on pages 16 to 30 form part of these financial statements.

Page 13

 
RODIAL LTD
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2025

2025
2024
£
£

Cash flows from operating activities

Profit/(loss) for the financial year
164,462
(1,003,502)

Adjustments for:

Amortisation of intangible assets
48,207
31,285

Depreciation of tangible assets
31,121
43,863

Loss on disposal of tangible assets
71,947
18,338

Interest payable
2,928
18,599

Interest receivable
-
(946)

Taxation charge/(credit)
99,518
(150,169)

(Increase)/decrease in stocks
(299,036)
574,464

(Increase)/decrease in debtors
(2,095,323)
409,917

Increase in creditors
1,231,899
7,107

Increase in amounts owed to fellow group company
942,243
399,945

Corporation tax paid
-
(259,748)

Foreign exchange difference
(21)
-

Net cash generated from operating activities

197,945
89,153


Cash flows used in investing activities

Purchase of intangible fixed assets
(24,255)
(137,775)

Purchase of tangible fixed assets
(8,889)
(10,205)

Interest received
-
946

Net cash used in investing activities

(33,144)
(147,034)

Cash flows used in financing activities

Interest paid
(2,928)
(18,599)

Net cash used in financing activities
(2,928)
(18,599)

Net increase/(decrease) in cash and cash equivalents
161,873
(76,480)

Cash and cash equivalents at beginning of year
388,573
465,053

Cash and cash equivalents at the end of year
550,446
388,573


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
550,446
388,573

550,446
388,573


The notes on pages 16 to 30 form part of these financial statements.

Page 14

 
RODIAL LTD
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 MARCH 2025




At 1 April 2024
Cash flows
At 31 March 2025
£

£

£

Cash at bank and in hand

388,573

161,873

550,446


The notes on pages 16 to 30 form part of these financial statements.

Page 15

 
RODIAL LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

1.


General information

Rodial Ltd is a private company, limited by shares, registered in England and Wales. Its registered office and business address is The Studio Building, 6th Floor, 21 Evesham Street, London, W11 4AJ.
The principal activity of the Group during the year under review was the preparation and sale of a range of cosmetics. 

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with 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 (see note 3).

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 following principal accounting policies have been applied:

 
2.2

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. Intercompany 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 Statement of Financial Position, 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.

 
2.3

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 Group derives revenue from wholesale and retail sales. Revenue from both is recognised when the significant risks and rewards of ownership of the goods have passed to the customer. This is usually when the goods are dispatched from the warehouse.
The Group has a small number of contracts with retailers where unsold products may be returned at the retailer's discretion. Revenue is reduced by the amount relevant to the number of unsold products returned at time the return is confirmed by the customer. 

Page 16

 
RODIAL LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Group's functional and presentational currency is £ sterling.

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.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

 
2.5

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

 
2.6

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.7

Pensions

Defined contribution pension plan
The Group contributes to 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.

  
2.8

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Group but are presented separately due to their size or incidence.

Page 17

 
RODIAL LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)

 
2.9

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.


Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
a) The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
b) Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

 
2.10

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.

 The estimated useful lives range as follows:

Computer software
-
3
years. 

 
2.11

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.

Page 18

 
RODIAL LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)


2.11
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, on a reducing balance basis.

Depreciation is provided on the following basis:

Fixtures and fittings
-
33%
reducing balance
Office equipment
-
50%
reducing balance

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.

 
2.12

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.13

Stocks

Stocks are stated at the lower of the average cost and net realisable value, being the estimated selling price less costs to complete and sell. Average cost comprises the purchase price, import duties and freight charges. 
At each reporting 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.

 
2.14

Debtors

Short-term debtors are measured at the transaction price, less any impairment.

 
2.15

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty.

 
2.16

Creditors

Short-term creditors are measured at the transaction price.

 
2.17

Financial instruments


The Group only enters into transactions that result in the recognition of basic financial assets and basic financial liabilities.
Basic financial assets, such as trade and other debtors, are initially recognised at the transaction price less attributable transaction costs. Subsequently, they are measured at amortised cost using the effective interest method, less any impairment losses in the case of basic financial assets.
 
Page 19

 
RODIAL LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)


2.17
Financial instruments (continued)

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 assets and liabilities are offset and the net amounts presented in the financial statements when there is an 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.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the application of the accounting policies and the reported amounts of assets and liabilities, revenue and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are continually evaluated and are based on historical experience and other factors, including expectations of future events that are reasonable under the circumstances. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected.
In preparing these financial statements the directors have made the following judgements:
 
Whether the Group's intangible and tangible assets indicate impairment. Decisions are made based on considering factors such as the economic viability and expected future financial performance of the asset.
Whether the stock value at the reporting date is accurate and stock is not impaired. Management make use of the available market information, for example fashion trends, to determine if stock is sellable. Expiry date of stock is also taken into consideration.
Whether trade debtors are recoverable and provision for bad debts is adequate. Payment history of debtors is reviewed and post reporting date events are monitored for potential bad debts.


4.


Turnover

Analysis of turnover by country of destination:

2025
2024
£
£

United Kingdom
4,506,605
4,056,722

North America and Canada
5,376,609
3,869,065

Europe
1,301,970
1,051,922

Rest of the world
380,096
447,868

11,565,280
9,425,577


Page 20

 
RODIAL LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

5.


Other operating income

2025
2024
£
£

Insurance claims receivable
-
9,007



6.


Exceptional item

In the prior year the Company undertook a full check of physical inventory held at third parties and after a comprehensive reconciliation process identified that a number of historical stock lines could not be located. The directors took the decision that these old stocks of £219,714 should be fully written off and this was categorised as an exceptional item in 2024 due to the circumstances and amounts involved.


7.


Operating profit/(loss)

The operating profit/(loss) is stated after charging:

2025
2024
£
£

Research and development
29,381
42,614

Exchange differences
11,925
43,883

Operating lease rentals
56,133
81,958


8.


Auditors' remuneration

During the year, the Group obtained the following services from the Company's auditors:


2025
2024
£
£

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
20,000
16,000

Page 21

 
RODIAL LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

9.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£


Wages and salaries
1,076,727
1,630,168
1,076,727
1,630,168

Social security costs
126,464
193,389
126,464
193,389

Cost of defined contribution scheme
13,992
22,396
13,992
22,396

1,217,183
1,845,953
1,217,183
1,845,953


The average monthly number of employees, including the directors, during the year was as follows:



Group
Group
Company
Company
        2025
        2024
        2025
        2024
            No.
            No.
            No.
            No.









Administration
14
15
14
15



Operations
9
10
9
10



Sales and marketing
31
33
31
33



Directors
2
2
2
2

56
60
56
60


10.


Directors' remuneration

2025
2024
£
£

Directors' emoluments
200,200
313,082


The highest paid director received remuneration of £114,400 (2024 - £178,904).


11.


Interest receivable

2025
2024
£
£


Other interest receivable
-
946

Page 22

 
RODIAL LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

12.


Interest payable and similar expenses

2025
2024
£
£


Other interest payable
2,928
6,197

Interest payable on overdue tax
-
12,402

2,928
18,599


13.


Taxation


2025
2024
£
£

Corporation tax


Adjustments in respect of previous periods
-
67,161

Foreign tax


Foreign tax on income for the year
171
-

Total current tax
171
67,161

Deferred tax


Origination and reversal of timing differences
99,347
(217,330)

Taxation charge/(credit)
 
99,518
 
(150,169)
Page 23

 
RODIAL LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
 
13.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2024 - higher than) the main rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:

2025
2024
£
£


Profit/(loss) on ordinary activities before tax
263,980
(1,153,671)


Loss on ordinary activities multiplied by the main rate of corporation tax in the UK of 25% (2024 - 25%)
65,995
(288,418)

Effects of:


Expenses not deductible for tax purposes
12,127
8,317

Depreciation for year in excess of capital allowance
5,633
7,503

Utilisation of tax losses
(83,547)
-

Adjustments to tax charge in respect of prior periods
-
67,161

Lower rate of tax on overseas earnings
(37)
-

Unrelieved tax losses carried forward
-
216,325

Group relief
-
56,273

Deferred tax movement
99,347
(217,330)

Total tax charge for the year
99,518
(150,169)


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 24

 
RODIAL LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

14.


Intangible assets

Group and Company





Computer software

£



Cost


At 1 April 2024
196,440


Additions
24,255


Disposals
(68,655)



At 31 March 2025

152,040



Amortisation


At 1 April 2024
25,044


Charge for the year on owned assets
48,207



At 31 March 2025

73,251



Net book value



At 31 March 2025
78,789



At 31 March 2024
171,396



Page 25

 
RODIAL LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

15.


Tangible fixed assets

Group and Company






Fixtures and fittings
Office equipment
Total

£
£
£



Cost


At 1 April 2024
194,055
280,832
474,887


Additions
-
8,889
8,889


Disposals
(57,906)
(26,502)
(84,408)



At 31 March 2025

136,149
263,219
399,368



Depreciation


At 1 April 2024
133,929
260,051
393,980


Charge for the year on owned assets
19,840
11,281
31,121


Disposals
(56,167)
(24,949)
(81,116)



At 31 March 2025

97,602
246,383
343,985



Net book value



At 31 March 2025
38,547
16,836
55,383



At 31 March 2024
60,126
20,781
80,907


16.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost


At 1 April 2024
856



At 31 March 2025
856




Page 26

 
RODIAL LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

Subsidiary undertaking


The following was a subsidiary undertaking of the Company:

Name

Class of shares

Holding

Rodial (Cyprus) Limited
Ordinary Shares
100%

The registered address for the subsidiary is Strovolou 77, Strovolos Centre, Flat/Office 301, Strovolos, 2018, Nicosia, Cyprus.


17.


Stocks

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Finished goods and components
2,453,383
2,154,347
2,453,383
2,154,347



18.


Debtors

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Due after more than one year

Other debtors
89,964
89,964
89,964
89,964


Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Due within one year

Trade debtors
2,879,212
941,289
2,879,212
941,289

Other debtors
730,102
614,360
729,443
613,504

Prepayments and accrued income
304,870
263,212
304,870
263,212

Tax recoverable
168,750
168,750
168,750
168,750

Deferred taxation
100,066
199,413
100,066
199,413

4,183,000
2,187,024
4,182,341
2,186,168


Page 27

 
RODIAL LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

19.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Trade creditors
1,877,604
1,112,439
1,877,604
1,112,439

Amounts owed to fellow group company
3,277,362
2,335,119
3,277,362
2,335,119

Corporation tax
170
-
-
-

Other taxation and social security
399,157
356,370
399,157
356,370

Other creditors
469,450
265,823
469,640
265,823

Accruals and deferred income
509,479
264,168
508,226
264,168

6,533,222
4,333,919
6,531,989
4,333,919



20.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Accruals and deferred income
31,238
56,228
31,238
56,228





21.


Deferred taxation


Group





2025
2024


£

£




Deferred tax asset


At beginning of year
199,413
(17,917)


(Charged)/released to profit or loss
(99,347)
1,845


Asset arising on losses carried forward
-
215,485



At end of year
100,066
199,413

Page 28

 
RODIAL LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
 
21.Deferred taxation (continued)

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Accelerated capital allowances
(10,439)
(16,072)
(10,439)
(16,072)

Tax losses carried forward
110,505
215,485
110,505
215,485

100,066
199,413
100,066
199,413


22.


Share capital

2025
2024
£
£
Allotted, called up and fully paid



2 (2024 - 2) Ordinary shares of £1 each
2
2



23.


Contingent liabilities

The Company is party to a cross guarantee between Barclays Bank PLC and a fellow subsidiary company, Nip And Fab Limited. The Company's contingent liability under this guarantee as at 31 March 2025 was £Nil (2024 - £Nil). 


24.


Pension commitments

The Group operates a defined contributions 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 £13,922 (2024 - £22,396). Contributions totalling £9,934 (2024 - £10,566) were payable to the fund at the reporting date and are included in creditors.


25.


Commitments under operating leases

At 31 March 2025 the Group had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2025
2024
Group
£
£


Not later than 1 year
214,593
215,705

Later than 1 year and not later than 5 years
249,900
449,820

464,493
665,525

Page 29

 
RODIAL LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

26.


Related party transactions

During the year the Group made payments of £38,501 on behalf of (2024 - received £23,501 from) the directors. At the reporting date the directors owed £627,843 (2024 - £589,342) to the Group and this balance is repayable on demand. No interest is charged by the Group on the amount advanced.

During the year the Group purchased and paid for services totalling £125,773 (2024 - £85,602) from a company under common control of the directors. 

The Company has taken advantage of the exemption under FRS102 33.1A Related Party Disclosures and have not disclosed transactions entered with entities which are are wholly owned within the group that the Company belongs to.


27.


Controlling party

Starmak Holdings Limited was the parent company until 20 March 2025. From that date R&H Trust Co (Jersey) Limited, a company incorporated in Jersey, with its registered office at Ordnance House, 31 Pier Road, St Helier, Jersey, JE4 8PW,  became the parent company. It does not prepare consolidated financial statements. On 26 September 2025, R&H Trust Co (Jersey) Limited changed its name to Summit Trust Jersey Limited.
The Company is jointly controlled by M Papageorgiou and E Hatzistefanis.

 
Page 30