REGISTERED NUMBER: 10553761 (England and Wales)

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2024

FOR

GRACE LOVES LACE LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

W B Ziems

M C Ziems

REGISTERED OFFICE:

10 John Street

London

WC1N 2EB

REGISTERED NUMBER:

10553761 (England and Wales)

AUDITORS:

Oury Clark Chartered Accountants

Statutory Auditors

Herschel House

58 Herschel Street

Slough

Berkshire

SL1 1PG

FIXED ASSETS

Tangible assets

4

63,426

13,631

CURRENT ASSETS

Stocks

1,249

2,312

Debtors

5

49,676

121,208

Cash at bank

112,430

25,745

163,355

149,265

CREDITORS

Amounts falling due within one year

6

777,631

436,806

NET CURRENT LIABILITIES

(614,276

)

(287,541

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(550,850

)

(273,910

)

PROVISIONS FOR LIABILITIES

3,466

-

NET LIABILITIES

(554,316

)

(273,910

)

CAPITAL AND RESERVES

Called up share capital

8

100

100

Retained earnings

(554,416

)

(274,010

)

SHAREHOLDERS' FUNDS

(554,316

)

(273,910

)

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 4 December 2025 and were signed on its behalf by:

W B Ziems - Director

1.	STATUTORY INFORMATION

Grace Loves Lace Limited 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 Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

The company's trading address is: Ground Floor, 58-59 Charlotte Road, Shoreditch, London, EC2A 3QT.

In the prior period, the company's accounting year end was changed to 30 June to align the reporting period with fellow group members; as a result, the prior period is a long period, and the comparatives are not entirely comparable.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going concern

The financial statements have been prepared on a going concern basis on the assumption of continued group company support. The company is dependent on financial support from its immediate parent, Grace Loves Lace Pty Ltd, which has confirmed its intention to continue providing support for at least 12 months and one day from the date of approval of these financial statements.

The Directors of the parent have prepared a group forecast indicating that the group can meet its obligations for at least 12 months and one day from the date the audit report is signed; however, the forecast cash flows are uncertain and would require a significant upturn in trading to achieve the projected results.

Given this uncertainty, the entity is likely to require further funding from its venture capital backers, Seidler Equity Australia 1 LP, although there is no guarantee that Seidler Equity Australia 1 LP will continue providing support to Grace Loves Lace Pty Ltd for the same period.

If this support is not available, it would cast significant doubt on Grace Loves Lace Pty Ltd's ability to continue providing support to Grace Loves Lace Limited and therefore on the company's ability to continue as a going concern.

These events and conditions indicate that a material uncertainty exists that may cast significant doubt on the company's ability to continue as a going concern.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover

Turnover represents the amounts receivable for goods supplied in the normal course of business, excluding value added tax. Turnover is measured at the fair value of the consideration receivable and is recognised when the significant risks and rewards of ownership have passed to the buyer, which generally occurs on delivery of goods.

The company has a transfer pricing arrangement with group entities under which charges are calculated to achieve a 5% mark-up on operating costs in line with the arm's length principle. Depending on the results in a given year, these transactions may give rise to revenue or costs. Such amounts are recognised in the financial statements in accordance with this arrangement.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Computer equipment - Straight line over 2 years

Fixtures & fittings - Straight line over 5 years

Improvements to property - Straight line over 5 years

Tangible fixed assets are initially measured at cost, subsequently being measured at cost net of depreciation and any impairments recognised.

Stocks

Stocks are valued at the lower of cost and estimated selling price less costs to complete and sell, after making due allowance for obsolete and slow moving items.

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

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.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

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

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Basic financial instruments

Basic Financial Instruments as covered by Section 11 of FRS 102 (Section 1A) are measured at amortised cost. The company does not have any Other Financial Instrument as covered by Section 12 of FRS 102 (Section 1A).

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 9 (2023 - 9 ) .

4.	TANGIBLE FIXED ASSETS

Plant and

machinery

etc

£

COST

At 1 July 2023

14,986

Additions

57,631

At 30 June 2024

72,617

DEPRECIATION

At 1 July 2023

1,355

Charge for year

7,836

At 30 June 2024

9,191

NET BOOK VALUE

At 30 June 2024

63,426

At 30 June 2023

13,631

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

30.6.24

30.6.23

£

£

Trade debtors

3,214

-

Other debtors

46,462

121,208

49,676

121,208

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

30.6.24

30.6.23

£

£

Trade creditors

56,954

11,679

Taxation and social security

198,712

92,437

Other creditors & accruals

521,965

332,690

777,631

436,806

7.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

30.6.24

30.6.23

£

£

Within one year

125,000

125,000

Between one and five years

218,750

343,750

343,750

468,750

The lease commenced on 28 March 2022 for a term of 10 years, with a mutual break option on 28 March 2027 requiring six months notice. The minimum lease payments disclosed above reflect the amounts payable if the break option is exercised.

8.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

30.6.24

30.6.23

value:

£

£

100

Ordinary

£1

100

100

9.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Amy Enslin (Senior Statutory Auditor)

for and on behalf of Oury Clark Chartered Accountants

We would like to draw your attention to the following statement contained within our audit report as included within the full financial statements:-

"Material uncertainty relating to going concern

We draw attention to note 2 of the financial statements, which explains that the financial statements have been prepared on a going concern basis on the assumption of continued group company support.

The company is dependent on financial support from its immediate parent, Grace Loves Lace Pty Ltd, which has confirmed its intention to continue providing support for the next 12 months and one day from the date the audit report is signed.

Note 2 also outlines that the Directors of the parent have prepared a group forecast indicating that the group can meet its obligations for the next twelve months and one day from the date the audit report is signed; however, the forecast cash flows are uncertain and depend on a significant upturn in trading to be achieved.

Grace Loves Lace Pty Ltd may require additional funding to enable it to provide support, and the ability to obtain such additional funding is uncertain. Grace Loves Lace Pty Ltd is also reliant on ongoing funding from its ultimate parent, Seidler Equity Australia 1 LP, and there is no guarantee that such support will continue.

As stated in note 2, these events and conditions indicate that a material uncertainty exists that may cast significant doubt on the company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter."

We would also like to draw your attention to the following statement contained within our audit report as included within the full financial statements:-

"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."

10.	ULTIMATE CONTROLLING PARTY

The ultimate controlling party is Seidler Equity Partners, a company incorporated in the United States of America.

11.	ULTIMATE PARENT COMPANY

The immediate parent company is Grace Loves Lace Pty Ltd, incorporated in Australia. The ultimate parent company is Seidler Equity Australia. The smallest and largest group to consolidate the results and financial position of the company is Grace Loves Lace Pty Ltd. The financial statements of Grace Loves Lace Pty Ltd and Seidler Equity Australia are not publicly available.

12.	INVENTORY PROVISION

During the prior period ended 30 June 2023, the company recognised a provision of £73,357 against certain inventory items to reflect their reduced net realisable value. No further provision was required in the period ended 30 June 2024.