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REGISTERED NUMBER: 11122858 (England and Wales)










STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

HONI POKE LTD

HONI POKE LTD (REGISTERED NUMBER: 11122858)






CONTENTS OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024




Page

Company Information 1

Strategic Report 2

Report of the Directors 5

Report of the Independent Auditors 7

Income Statement 10

Other Comprehensive Income 11

Statement of Financial Position 12

Statement of Changes in Equity 13

Statement of Cash Flows 14

Notes to the Statement of Cash Flows 15

Notes to the Financial Statements 16


HONI POKE LTD

COMPANY INFORMATION
FOR THE YEAR ENDED 31 DECEMBER 2024







DIRECTORS: Mr V Martynov
Ms G Michaelidou





REGISTERED OFFICE: 1 Kings Avenue
Winchmore Hill
London
N21 3NA





REGISTERED NUMBER: 11122858 (England and Wales)





AUDITORS: AGK Partnership Ltd
Chartered Accountants & Statutory Auditors
1 Kings Avenue
Winchmore Hill
London
N21 3NA

HONI POKE LTD (REGISTERED NUMBER: 11122858)

STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

The directors present their strategic report for the year ended 31 December 2024.

REVIEW OF BUSINESS
The Company operates restaurant/take-away shops, predominantly in London, and sell takeaway poke-bowls. In 2024, we showed showed resilience amid cost pressures and labour shortages, with growth in food-to-go and delivery, driven by convenience and value-seeking consumers. Hence, during the year the company made profit before tax amounted to £276,629 (2023: £750,215) from revenue of £12,420,433 (2023: £11,631,374) despite the challenging economic conditions.

COMPANY STRATEGY AND FUTURE OUTLOOK
Honi Poke Ltd's long-term strategy centres on sustained, scalable growth built on operational excellence and brand strength. Our priorities include expanding into new markets across the UK and internationally, broadening and refining our product offering, and investing in technology that enhances both customer experience and internal efficiency. We are committed to maintaining strong, long-lasting relationships with our employees, customers, suppliers, and stakeholders, ensuring that our growth is both responsible and sustainable. This commitment to high business standards is reflected in our operational practices, our focus on quality, and our dedication to exceptional customer service.

Looking ahead, our primary focus is to enhance customer wellbeing by delivering fresh, healthy, and flavourful meals in a way that is convenient and accessible. We believe food should be both satisfying and sustainable, and we continue to adopt practices that minimise our environmental impact. Our made-to-order model allows us to operate with close to zero food waste, avoiding pre-prepared items and ensuring every bowl is crafted fresh. As we grow, we aim to further strengthen our sustainability initiatives, improve operational efficiency, and continue positioning Honi Poke as a leading healthy fast-casual brand in the UK.


HONI POKE LTD (REGISTERED NUMBER: 11122858)

STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

PRINCIPAL RISKS AND UNCERTAINTIES
1. Margin erosion
Potential impact on the Company
The current economic situation resulting in rising prices of raw materials, fleet and transport costs could lead to the erosion of profit margins in the short to medium term.

Mitigating factors or controls
The Company will not seek to win business at any price. When necessary the Company will increase sale prices to individual consumers but within reason, given the impact on consumers’ spare income with the persisting cost of living crisis.

2. Supply chain
Potential impact on the Company
Again, the current economic situation is impacting on the supply chain and our customers expect stock to be on hand.

Mitigating factors or controls
The Company builds strong relationships with suppliers and for our significant raw material supplies, we have entered into long term supply contracts to ensure availability. However, to avoid disruption in the current climate we have also increased our safety stock levels.

3. Competition in our markets
Potential impact on the Company
The Company operates in a competitive market environment and the development of new product ranges is key to our success.

Mitigating factors or controls
Customer care is a top priority and the Company maintains strong relationships with customers. The Company provides value added services and launches new products regularly.

4. Regulatory Risk
Potential impact on the Company
Failure to meet health and safety standards puts the Company's outlets at risk of closure by the government.

Mitigating factors or controls
Compliance with food safety and other regulations is ensured through regular Health & Safety Audits, Food Safety & Hygiene Audits and adherence to best practices.

5. Attracting, developing and retaining people with the necessary skills
Our ability to achieve our business strategy depends on attracting, developing and retaining a wide range of skilled and experienced people.

Potential impact on the Company
- Inability to attract, develop and retain people with necessary skills could negatively impact delivery of our strategy.
- Business interruption or underperformance may arise from a lack of access to the right capabilities.

Mitigating factors or controls
- We conduct annual and quarterly business planning activities that identify trends in turnover and retention, which
enables corrective action to be taken when needed.
- We have local trainee (apprenticeship) and graduate internship programmes and other future skill development
partnerships.
- We conduct a biennial people survey, as part of our engagement strategy and retention efforts.
- We provide respect at work training to mitigate sexual harassment, bullying and discrimination in our workplace.
- We undertake succession planning for critical roles.
- We provide leadership training and development programmes.


HONI POKE LTD (REGISTERED NUMBER: 11122858)

STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

KEY PERFORMANCE INDICATORS
2024 2023
Revenue 12,420,433 11,631,374
Gross Profit 7,325,385 6,799,070
Gross Margin 59% 58%
Profit before tax 276,629 750,215
EBITDA* 628,096 938,876
Net Assets (1,075,869) (1,327,992)

*EBITDA is operating profit as measured using UK GAAP principles adjusted for the effects of depreciation, amortisation and impairment of non-financial assets. EBITDA is reported to the Board as management considers that it provides a useful proxy for the Company’s operating profit excluding non-cash items, it also gives the Board some insight as to the Company’s ability to produce cash to repay creditors or to distribute to shareholders.

The Company also monitors its performance by tracking other non-financial indicators that are important to the Company's long term success. A key non-financial indicator is customer satisfaction scores, which the Company collate periodically based on voluntary customer satisfaction surveys. Low scores are investigated and subject to a root cause assessment to make sure that any lessons that should be learned are identified and implemented.

ENGAGEMENT WITH EMPLOYEES
We consider that our employees act with the utmost integrity and professional expertise in providing our customers with exceptional service. In doing so, the Board considers that its employees are both rewarded fairly and incentivised to deliver the Company’s strategy.

How we engage with our employees
The Board is kept informed on employee-related matters at every Board meeting at which it receives a standing agenda update from the Company’s Human Resources Director. For our senior people, feedback is regularly received from the work that our human resources department undertakes throughout the year. Employee surveys are undertaken regularly to monitor issues arising and these surveys form the basis of action plans. Consultation with employees happens when their views need to be considered in decisions the Company needs to make that will likely affect their interests. All employees are kept abreast of Company news and financial performance in quarterly business updates. There is also ongoing communication through the Company’s intranet, notice boards, newsletters and team briefings.

ON BEHALF OF THE BOARD:





Mr V Martynov - Director


10 December 2025

HONI POKE LTD (REGISTERED NUMBER: 11122858)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 DECEMBER 2024

The directors present their report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of operating takeaway outlets and restaurants.

DIVIDENDS
No dividends will be distributed for the year ended 31 December 2024.

FUTURE DEVELOPMENTS
The Company’s future developments are set out in the Company strategy and future outlook section of the Strategic Report on page 2 in accordance with s414C(11) of the Companies Act 2006 as the directors consider this to be of strategic importance to the Company.

EVENTS SINCE THE END OF THE YEAR
Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTORS
Mr V Martynov has held office during the whole of the period from 1 January 2024 to the date of this report.

Other changes in directors holding office are as follows:

Mr N Agiomamitis - resigned 1 March 2024
Mr E Menelaou - appointed 1 March 2024

Ms G Michaelidou was appointed as a director after 31 December 2024 but prior to the date of this report.

Mr E Menelaou ceased to be a director after 31 December 2024 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-select suitable accounting policies and then apply them consistently;
-make judgements 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 company 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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

HONI POKE LTD (REGISTERED NUMBER: 11122858)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 DECEMBER 2024


AUDITORS
The auditors, AGK Partnership Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:




Mr V Martynov - Director


10 December 2025

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
HONI POKE LTD

Opinion
We have audited the financial statements of Honi Poke Ltd (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity, Statement of Cash Flows and Notes to the Statement of Cash Flows, Notes to the Financial Statements, including a summary of significant accounting policies. The 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 company's affairs as at 31 December 2024 and of its 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 company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC'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 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 in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors 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 statements, our 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 this gives rise to a material misstatement in the financial statements themselves. If, based on the 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.

Opinions 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 Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and the Report of the Directors 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
- the 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.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
HONI POKE LTD


Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page five, 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 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 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 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 a Report of the Auditors 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 financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is 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 recognize non-compliance with applicable laws and regulations;
- we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the industry;
- 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 company'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; and
- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

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;
- reading the minutes of meetings of those charged with governance;
- 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 Report of the Auditors.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
HONI POKE LTD


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.




Alekos Christofi (FCCA) (Senior Statutory Auditor)
for and on behalf of AGK Partnership Ltd
Chartered Accountants & Statutory Auditors
1 Kings Avenue
Winchmore Hill
London
N21 3NA

10 December 2025

HONI POKE LTD (REGISTERED NUMBER: 11122858)

INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024

2024 2023
Notes £    £   

TURNOVER 4 12,420,433 11,631,374

Cost of sales 5,095,048 4,832,304
GROSS PROFIT 7,325,385 6,799,070

Administrative expenses 7,106,741 6,201,797
218,644 597,273

Other operating income 54,242 149,385
OPERATING PROFIT 6 272,886 746,658

Interest receivable and similar income 3,743 3,589
276,629 750,247

Interest payable and similar expenses 7 - 32
PROFIT BEFORE TAXATION 276,629 750,215

Tax on profit 8 24,506 150,742
PROFIT FOR THE FINANCIAL YEAR 252,123 599,473

HONI POKE LTD (REGISTERED NUMBER: 11122858)

OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024

2024 2023
Notes £    £   

PROFIT FOR THE YEAR 252,123 599,473


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

252,123

599,473

HONI POKE LTD (REGISTERED NUMBER: 11122858)

STATEMENT OF FINANCIAL POSITION
31 DECEMBER 2024

2024 2023
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 9 244,629 4,125
Tangible assets 10 4,013,799 1,787,497
4,258,428 1,791,622

CURRENT ASSETS
Stocks 11 86,984 72,409
Debtors 12 1,223,889 494,728
Cash at bank 135,850 275,263
1,446,723 842,400
CREDITORS
Amounts falling due within one year 13 5,755,935 2,961,435
NET CURRENT LIABILITIES (4,309,212 ) (2,119,035 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

(50,784

)

(327,413

)

CREDITORS
Amounts falling due after more than one
year

14

(641,578

)

(641,578

)

PROVISIONS FOR LIABILITIES 16 (383,507 ) (359,001 )
NET LIABILITIES (1,075,869 ) (1,327,992 )

CAPITAL AND RESERVES
Called up share capital 17 100 100
Retained earnings 18 (1,075,969 ) (1,328,092 )
SHAREHOLDERS' FUNDS (1,075,869 ) (1,327,992 )

The financial statements were approved by the Board of Directors and authorised for issue on 10 December 2025 and were signed on its behalf by:





Mr V Martynov - Director


HONI POKE LTD (REGISTERED NUMBER: 11122858)

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 January 2023 100 (1,927,565 ) (1,927,465 )

Changes in equity
Total comprehensive income - 599,473 599,473
Balance at 31 December 2023 100 (1,328,092 ) (1,327,992 )

Changes in equity
Total comprehensive income - 252,123 252,123
Balance at 31 December 2024 100 (1,075,969 ) (1,075,869 )

HONI POKE LTD (REGISTERED NUMBER: 11122858)

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024

2024 2023
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 2,608,382 817,586
Interest paid - (32 )
Net cash from operating activities 2,608,382 817,554

Cash flows from investing activities
Purchase of intangible fixed assets (241,329 ) (4,125 )
Purchase of tangible fixed assets (2,510,209 ) (834,167 )
Interest received 3,743 3,589
Net cash from investing activities (2,747,795 ) (834,703 )

Decrease in cash and cash equivalents (139,413 ) (17,149 )
Cash and cash equivalents at beginning
of year

2

275,263

292,412

Cash and cash equivalents at end of year 2 135,850 275,263

HONI POKE LTD (REGISTERED NUMBER: 11122858)

NOTES TO THE STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024

1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2024 2023
£    £   
Profit before taxation 276,629 750,215
Depreciation charges 284,732 163,863
Finance costs - 32
Finance income (3,743 ) (3,589 )
557,618 910,521
Increase in stocks (14,575 ) (11,474 )
(Increase)/decrease in trade and other debtors (729,161 ) 218,232
Increase/(decrease) in trade and other creditors 2,794,500 (299,693 )
Cash generated from operations 2,608,382 817,586

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Year ended 31 December 2024
31.12.24 1.1.24
£    £   
Cash and cash equivalents 135,850 275,263
Year ended 31 December 2023
31.12.23 1.1.23
£    £   
Cash and cash equivalents 275,263 292,412


3. ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.24 Cash flow At 31.12.24
£    £    £   
Net cash
Cash at bank 275,263 (139,413 ) 135,850
275,263 (139,413 ) 135,850
Total 275,263 (139,413 ) 135,850

HONI POKE LTD (REGISTERED NUMBER: 11122858)

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1. STATUTORY INFORMATION

Honi Poke Ltd 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 (£).


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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going Concern
After reviewing the Company’s forecasts and projections, which cover the 12-month period from the date of signing the financial statements, the directors have a reasonable expectation that the Company have adequate resources to continue in operational existence for the foreseeable future. These forecasts and projections have considered a downside scenario in sales levels; however, management have also identified mitigating actions that could be taken to ensure that the Company has sufficient funds to meet liabilities as they fall due over the next 12 months. The Company therefore continues to adopt the going concern basis in preparing its financial statements.

Financial Reporting Standard 102 - reduced disclosure exemptions
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

the requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of paragraphs 26.18(b), 26.19 to 26.21 and 26.23;
the requirements of paragraphs 29.28(b) and 29.29;
the requirement of paragraph 33.7.

Revenue
Revenue is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, commission, value added tax and other sales taxes.

Revenue from the sale of goods is recognised when the significant risks and rewards of the ownership of the goods have passed to the buyer, usually on the despatch of the goods, the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Other interest receivable and similar income
Interest income is recognised in profit or loss using the effective interest method.

Intangible assets
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Development costs are being amortised evenly over their estimated useful life of five years.

Tangible fixed assets
Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses. Such cost includes costs directly attributable to making the assets capable of operating as intended.

The carrying value of tangible assets are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable.

Depreciation has been provided at the following rates in order to write off the assets over their estimated useful lives.

Short leasehold - over the lifetime of the lease
Plant and machinery - 25% on reducing balance

The company has adopted the policy of not depreciating the assets in the first year, however full depreciation is provided in the year of disposal.

HONI POKE LTD (REGISTERED NUMBER: 11122858)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

2. ACCOUNTING POLICIES - continued

Inventories
Inventories are measured at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first in first out method. The carrying amount of inventory sold is recognised as an expense in the period in which the related revenue is recognised.

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 statement of financial position date.

Deferred tax
Deferred tax is recognised in respect of all material timing differences that have originated but not reversed at the statement of financial position 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 statement of financial position 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.

Pension costs and other post-retirement benefits
The Company operates a defined contribution pension scheme. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity and has no further payment obligations.

The contributions are recognised as an expense in profit or loss in the period as employees provide service. Amounts due but unpaid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

Basic financial assets and liabilities
Cash and cash equivalents
Cash and cash equivalents in the statement of financial position comprise cash at banks and in hand, short-term deposits and other short-term liquid investments with original maturities of three months or less that is readily convertible to a known amount of cash and are subject to insignificant risk of changes in values.

Short term debtors and creditors
Short term debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in profit and loss under other operating expenses.

The carrying value of all financial assets and liabilities are measured at amortised cost.

Called up share capital and reserves
Called-up share capital represents the nominal value of ordinary shares that have been issued. The share premium account includes any premiums received on issue of share capital. Any transaction costs associated with issuing shares are deducted from share premium.

The retained earnings include all current and prior period retained profits and losses.

Dividends
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting. These amounts are recognised in the statement of changes in equity.

HONI POKE LTD (REGISTERED NUMBER: 11122858)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

2. ACCOUNTING POLICIES - continued

New or revised standards or interpretations
Amendments to FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland and other FRSs Periodic Review 2024

On 27 March 2024, the FRC issued Amendments to FRS 102. The effective date for most amendments is accounting periods beginning on or after 1 January 2026, with earlier adoption permitted. The Amendments include new disclosures for supplier finance arrangements that are mandatorily effective from 1 January 2025.

The most significant amendments are the replacement of Section 23, now renamed Revenue from Contracts with Customers, and Section 20 Leases. The many other less significant changes, including a new Section 2A Fair Value Measurement, are not currently expected to have a material impact. The new revenue and leasing requirements seek to provide greater consistency and alignment to the international accounting standards, i.e. IFRS 15 and IFRS 16.

The Company is planning for the implementation of these change and is at an early stage in evaluating their financial impact. At 31 December 2024 the Company had commitments under operating leases of approximately £1,637,500 (2023: £1,687,500). Under the new lease accounting requirements management expects that these amounts would be recognised on the balance sheet, with a lease liability based on the discounted value of the future commitments, plus payments related to optional extension periods if considered reasonably certain, and a related ‘right-of-use’ asset. Management is reviewing existing revenue contracts to determine the overall recognition, measurement, presentation and disclosure impact.

3. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

Preparation of the financial statements requires management to make significant judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the statement of financial position date and the amounts reported for revenues and expenses during the period. However, the nature of estimation means that actual outcomes could differ from those estimates.

In preparing these financial statements, the directors have made the following judgements:
- Determine whether leases entered into by the Company either as a lessor or a lessee are operating or finance leases. These decisions depend on an assessment of whether the risks and rewards of ownership have been transferred from the lessor to the lessee on a lease by lease basis.

- Determining when the significant risks and rewards have transferred to the customer and a sale is recognised. This has been determined to be upon delivery of goods to the buyer rather than on invoicing date.

Other key sources of estimation uncertainty
Tangible fixed assets
Tangible fixed assets, other than investment properties, are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In re-assessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.

4. TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

2024 2023
£    £   
Takeaway food 12,420,433 11,631,374
12,420,433 11,631,374

HONI POKE LTD (REGISTERED NUMBER: 11122858)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

4. TURNOVER - continued

An analysis of turnover by geographical market is given below:

2024 2023
£    £   
United Kingdom 12,420,433 11,631,374
12,420,433 11,631,374

5. EMPLOYEES AND DIRECTORS
2024 2023
£    £   
Wages and salaries 3,179,273 3,202,181
Social security costs 253,415 290,763
Other pension costs 41,702 45,555
3,474,390 3,538,499

The average number of employees during the year was as follows:
2024 2023

171 162

2024 2023
£    £   
Directors' remuneration 89,807 55,867

6. OPERATING PROFIT

The operating profit is stated after charging:

2024 2023
£    £   
Depreciation - owned assets 283,907 163,862
Development costs amortisation 825 -
Auditors' remuneration 12,500 10,000

7. INTEREST PAYABLE AND SIMILAR EXPENSES
2024 2023
£    £   
Interest payable - 32

8. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2024 2023
£    £   
Deferred tax 24,506 150,742
Tax on profit 24,506 150,742

HONI POKE LTD (REGISTERED NUMBER: 11122858)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

8. TAXATION - continued

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

2024 2023
£    £   
Profit before tax 276,629 750,215
Profit multiplied by the standard rate of corporation tax in the UK of 25%
(2023 - 25%)

69,157

187,554

Effects of:
Expenses not deductible for tax purposes 1,925 18,009
Income not taxable for tax purposes (849 ) (897 )
Capital allowances in excess of depreciation (184,881 ) (63,974 )
Utilisation of tax losses 114,648 (140,692 )
Deferred tax 24,506 150,742
Total tax charge 24,506 150,742

The company has estimated tax losses of £2,718,238 (2023: £2,259,645) available for carry forward against future trading profits.

No deferred tax asset has been recognized in respect of these losses due to the uncertainty of future trading profits. These losses have no expiry date.

9. INTANGIBLE FIXED ASSETS
Development
costs
£   
COST
At 1 January 2024 4,125
Additions 241,329
At 31 December 2024 245,454
AMORTISATION
Amortisation for year 825
At 31 December 2024 825
NET BOOK VALUE
At 31 December 2024 244,629
At 31 December 2023 4,125

HONI POKE LTD (REGISTERED NUMBER: 11122858)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

10. TANGIBLE FIXED ASSETS
Short Plant and
leasehold machinery Totals
£    £    £   
COST
At 1 January 2024 1,543,410 671,920 2,215,330
Additions 1,889,293 620,916 2,510,209
At 31 December 2024 3,432,703 1,292,836 4,725,539
DEPRECIATION
At 1 January 2024 274,178 153,655 427,833
Charge for year 154,341 129,566 283,907
At 31 December 2024 428,519 283,221 711,740
NET BOOK VALUE
At 31 December 2024 3,004,184 1,009,615 4,013,799
At 31 December 2023 1,269,232 518,265 1,787,497

11. STOCKS
2024 2023
£    £   
Stocks 86,984 72,409

12. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2024 2023
£    £   
Trade debtors 158,999 67,063
VAT 237,131 101,250
Prepayments 827,759 326,415
1,223,889 494,728

13. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2024 2023
£    £   
Trade creditors 671,732 384,989
Amounts owed to group undertakings 4,683,482 2,341,174
Social security and other taxes 95,690 50,369
Other creditors 179,950 101,795
Accrued expenses 125,081 83,108
5,755,935 2,961,435

14. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
2024 2023
£    £   
Other creditors 641,578 641,578

15. LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:
2024 2023
£    £   
Within one year 130,000 130,000
Between one and five years 520,000 520,000
In more than five years 987,500 1,037,500
1,637,500 1,687,500

HONI POKE LTD (REGISTERED NUMBER: 11122858)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

16. PROVISIONS FOR LIABILITIES
2024 2023
£    £   
Deferred tax 383,507 359,001

Deferred
tax
£   
Balance at 1 January 2024 359,001
Provided during year 24,506
Balance at 31 December 2024 383,507

17. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2024 2023
value: £    £   
100 Ordinary 1 100 100

18. RESERVES
Retained
earnings
£   

At 1 January 2024 (1,328,092 )
Profit for the year 252,123
At 31 December 2024 (1,075,969 )

19. PENSION COMMITMENTS

The company operates a defined contribution pension scheme. Contributions are charged to the profit and loss account as they become payable in accordance with the rules of the scheme.

20. RELATED PARTY DISCLOSURES

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.

21. POST BALANCE SHEET EVENTS

No significant events have occurred between the reporting date, 31 December 2024, and the date the financial statements were authorised for issue that would require adjustment to or disclosure in the financial statements.

22. ULTIMATE PARENT COMPANY

Honi Poke Group Limited is the immediate parent company.

Delgany UK Limited is regarded by the directors as being the company's ultimate parent company.

The largest and smallest group in which the results of the company are consolidated is that headed by Delgany UK Limited, which is incorporated in United Kingdom. The consolidated financial statements of this company are available to the public and may be obtained from the company's registered office at No. 1 Kings Avenue, London, N21 3NA.