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Registered number: 11351511 FQM BRANDS LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 FEBRUARY 2025
FQM BRANDS LIMITED CONTENTS
| Page
Company information | 1
Balance sheet | 2
Notes to the financial statements | 3 - 12
FQM BRANDS LIMITED COMPANY INFORMATION
Director | J Morris
Registered number | 11351511
Registered office | 16 Great Queen Street
| Covent Garden
| London
| WC2B 5AH
Trading Address | 12 Oval Road
| London
| NW1 7DH
Independent auditor | Blick Rothenberg Audit LLP
| Chartered Accountants & Statutory Auditor
| 16 Great Queen Street
| Covent Garden
| London
| WC2B 5AH
Page 1
|  | REGISTERED NUMBER:11351511
FQM BRANDS LIMITED BALANCE SHEET AS AT 28 FEBRUARY 2025
|  | 28 February |  | 29 February
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Intangible assets | 4 |  | 9,660 |  | 13,343
Tangible assets | 5 |  | 1,233 |  | 3,776
|  |  | 10,893 |  | 17,119
Current assets |  |  |  |  |
Stocks | 6 | 19,508 |  | 89,929 |
Debtors: amounts falling due within one year | 7 | 103,581 |  | 526,548 |
Cash at bank and in hand |  | 150,726 |  | 646,676 |
|  | 273,815 |  | 1,263,153 |
Creditors: amounts falling due within one year | 8 | (2,279,674) |  | (3,103,571) |
Net current liabilities |  |  | (2,005,859) |  | (1,840,418)
Net liabilities |  |  | (1,994,966) |  | (1,823,299)
Capital and reserves |  |  |  |  |
Called up share capital | 9 |  | 100 |  | 100
Profit and loss account |  |  | (1,995,066) |  | (1,823,399)
Net deficit |  |  | (1,994,966) |  | (1,823,299)
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities. The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime. The company has opted not to file the profit and loss account in accordance with provisions applicable to companies subject to the small companies' regime. The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
J Morris
Director
Date: 13 February 2026
The notes on pages 3 to 12 form part of these financial statements. Page 2
FQM BRANDS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 FEBRUARY 2025
1. | General information
FQM Brands Limited is a private company limited by shares incorporated in England and Wales. The address of its registered office is 16 Great Queen Street, London, WC2B 5AH. The financial statements are presented in Sterling (£), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £. 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 requirements and the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view. The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies. The following principal accounting policies have been applied:
| 2.2 | Going concern
After making enquiries, the director has a reasonable expectation that the company and group have adequate resources to continue in operational existence and meet their liabilities as they fall due for the foreseeable future, being a period of at least twelve months from the date these financial statements were approved. The parent company has undertaken to support the company's working capital requirements for at least twelve months from the the date of approval of these accounts. Accordingly, the director continues to adopt the going concern basis in preparing the financial statements.
| 2.3 | Foreign currency translation
Functional and presentation currency The company'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 within 'administrative expenses'. Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the profit and loss account within 'administrative expenses'. Page 3
FQM BRANDS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 FEBRUARY 2025 2.Accounting policies (continued)
| 2.4 | Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company 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 following criteria must also be met before revenue is recognised: Sale of goods Revenue from the sale of goods is recognised when all of the following conditions are satisfied: ∙the company has transferred the significant risks and rewards of ownership to the buyer; ∙the company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; ∙the amount of revenue can be measured reliably; ∙it is probable that the company will receive the consideration due under the transaction; and ∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.
| 2.5 | Operating leases: the company as lessee
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term. Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
| 2.6 | Finance costs
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
| 2.7 | Pensions
Defined contribution pension plan The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations. The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the balance sheet. The assets of the plan are held separately from the company in independently administered funds. Page 4
FQM BRANDS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 FEBRUARY 2025 2.Accounting policies (continued)
| 2.8 | 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. At each reporting date the company 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. 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:
|  |  |  | Website development costs | - | 5 | years
| 2.9 | 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 company 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. Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. Depreciation is provided on the following basis:
|  |  |  | Fixtures and fittings | - | 25% |
|  |  |  | Computer equipment | - | 25% |
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.
| 2.10 | Stocks
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads. At each balance sheet 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. Page 5
FQM BRANDS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 FEBRUARY 2025 2.Accounting policies (continued)
| 2.11 | Cash
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.
| 2.12 | Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds.
| 2.13 | Financial instruments
The company has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments. Financial assets and financial liabilities are recognised when the company becomes party to the contractual provisions of the instrument. Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. The company’s policies for its major classes of financial assets and financial liabilities are set out below. Financial assets Basic financial assets, including trade and other debtors and cash and bank balances and intercompany financing are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate. Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment. Financial liabilities Basic financial liabilities, including trade and other creditors and loans from fellow group companies are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate. Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. Page 6
FQM BRANDS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 FEBRUARY 2025 2.Accounting policies (continued)
|  | Financial instruments (continued)
Impairment of financial assets Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account. For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the company would receive for the asset if it were to be sold at the reporting date. For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss. Derecognition of financial assets and financial liabilities 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) despite having retained some significant risks and rewards of ownership, 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 liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires. Offsetting of financial assets and financial liabilities Financial assets and liabilities are offset and the net amount reported in the balance sheet 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. Page 7
FQM BRANDS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 FEBRUARY 2025 2.Accounting policies (continued)
| 2.14 | Current and deferred taxation
The tax expense for the year comprises current and deferred tax. Tax is recognised in the profit and loss account, 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. Current tax is the amount of income tax payable in respect of taxable profit for the year or prior years. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the company operates and generates income. Deferred tax arises from timing differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. These timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that: ∙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 ∙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 except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
3. | Employees
| The average monthly number of employees, including directors, during the year was 3 (2024 - 9).
Page 8
FQM BRANDS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 FEBRUARY 2025
4. | Intangible assets
|  | Website development
|  | £
| Cost |
| At 1 March 2024 | 74,514
| At 28 February 2025 | 74,514
| Amortisation |
| At 1 March 2024 | 61,171
| Charge for the year | 3,683
| At 28 February 2025 | 64,854
| Net book value |
| At 28 February 2025 | 9,660
| At 29 February 2024 | 13,343
Page 9
FQM BRANDS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 FEBRUARY 2025
5. | Tangible fixed assets
|  | Fixtures and fittings | Computer equipment | Total
|  | £ | £ | £
| Cost |  |  |
| At 1 March 2024 | 8,584 | 9,563 | 18,147
| At 28 February 2025 | 8,584 | 9,563 | 18,147
| Depreciation |  |  |
| At 1 March 2024 | 7,297 | 7,074 | 14,371
| Charge for the year | 690 | 1,853 | 2,543
| At 28 February 2025 | 7,987 | 8,927 | 16,914
| Net book value |  |  |
| At 28 February 2025 | 597 | 636 | 1,233
| At 29 February 2024 | 1,287 | 2,489 | 3,776
6. | Stocks
|  |  |  |  | 28 February | 29 February
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Fashion garments | 6,960 | 67,269
| Stock in transit | 12,548 | 22,660
|  | 19,508 | 89,929
7. | Debtors
|  |  |  |  | 28 February | 29 February
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade debtors | 74,223 | 196,111
| Amounts owed by group undertakings | 21,324 | -
| Other debtors | 8,034 | 7,446
| Prepayments and accrued income | - | 322,991
|  | 103,581 | 526,548
Page 10
FQM BRANDS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 FEBRUARY 2025 7.Debtors (continued)
| Amounts owed by group undertakings are unsecured, interest-free and repayable on demand. Included within other debtors is a loan to Jacob Morris, a director, amounting to £3,774 (2024: £3,600).
8. | Creditors: Amounts falling due within one year
|  |  |  |  | 28 February | 29 February
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade creditors | 23,532 | 151,068
| Amounts owed to group undertakings | 2,101,679 | 2,874,447
| Corporation tax | - | 6,341
| Other taxation and social security | 112,838 | 11,499
| Other creditors | - | 37
| Accruals and deferred income | 41,625 | 60,179
|  | 2,279,674 | 3,103,571
| Amounts owed to group undertakings are unsecured, interest-free and repayable on demand.
9. | Share capital
|  |  |  |  | 28 February | 29 February
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Shares classified as equity Allotted, called up and fully paid |  |
|  | 100 (2024 - 100) Ordinary shares of £1.00 each | 100 | 100
| The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the company.
10. | Commitments under operating leases
| The company had no commitments under non-cancellable operating leases at the balance sheet date.
11. | Related party transactions
| The company has taken advantage of the exemption contained in FRS 102 section 33 "Related Party Disclosures" from disclosing transactions with entities which are a wholly owned part of the group.
Page 11
FQM BRANDS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 FEBRUARY 2025
12. | Parent undertaking
The smallest group for which consolidated financial statements are drawn up is headed by FQM Entertainment Limited whose registered office is 16 Great Queen Street, London, WC2B 5AH. The results of this company have been included within the FQM Entertainment Limited financial statements for the year ended 28 February 2025 Copies of the consolidated financial statements are available from Companies House, Crown Way, Cardiff, CF14 3UZ.
13. | Auditor's information
The auditor's report on the financial statements for the year ended 28 February 2025 was unqualified. The audit report was signed on 13 February 2026 by Thomas Dickinson (senior statutory auditor) on behalf of Blick Rothenberg Audit LLP.
Page 12