Silverfin false false 31/12/2024 01/01/2024 31/12/2024 C Forgione 05/06/2024 19/07/2021 B Hayward 23/01/2025 R Malin 31/07/2015 A Uttley 02/01/2025 10/05/2024 06 March 2026 no description of principal activity 09711556 2024-12-31 09711556 bus:Director1 2024-12-31 09711556 bus:Director2 2024-12-31 09711556 bus:Director3 2024-12-31 09711556 bus:Director4 2024-12-31 09711556 2023-12-31 09711556 core:CurrentFinancialInstruments 2024-12-31 09711556 core:CurrentFinancialInstruments 2023-12-31 09711556 core:Non-currentFinancialInstruments 2024-12-31 09711556 core:Non-currentFinancialInstruments 2023-12-31 09711556 core:ShareCapital 2024-12-31 09711556 core:ShareCapital 2023-12-31 09711556 core:SharePremium 2024-12-31 09711556 core:SharePremium 2023-12-31 09711556 core:OtherCapitalReserve 2024-12-31 09711556 core:OtherCapitalReserve 2023-12-31 09711556 core:RetainedEarningsAccumulatedLosses 2024-12-31 09711556 core:RetainedEarningsAccumulatedLosses 2023-12-31 09711556 core:ComputerEquipment 2023-12-31 09711556 core:ComputerEquipment 2024-12-31 09711556 bus:OrdinaryShareClass1 2024-12-31 09711556 bus:OrdinaryShareClass2 2024-12-31 09711556 bus:OrdinaryShareClass3 2024-12-31 09711556 2024-01-01 2024-12-31 09711556 bus:FilletedAccounts 2024-01-01 2024-12-31 09711556 bus:SmallEntities 2024-01-01 2024-12-31 09711556 bus:AuditExemptWithAccountantsReport 2024-01-01 2024-12-31 09711556 bus:PrivateLimitedCompanyLtd 2024-01-01 2024-12-31 09711556 bus:Director1 2024-01-01 2024-12-31 09711556 bus:Director2 2024-01-01 2024-12-31 09711556 bus:Director3 2024-01-01 2024-12-31 09711556 bus:Director4 2024-01-01 2024-12-31 09711556 core:ComputerEquipment core:TopRangeValue 2024-01-01 2024-12-31 09711556 2023-01-01 2023-12-31 09711556 core:ComputerEquipment 2024-01-01 2024-12-31 09711556 core:Non-currentFinancialInstruments 2024-01-01 2024-12-31 09711556 bus:OrdinaryShareClass1 2024-01-01 2024-12-31 09711556 bus:OrdinaryShareClass1 2023-01-01 2023-12-31 09711556 bus:OrdinaryShareClass2 2024-01-01 2024-12-31 09711556 bus:OrdinaryShareClass2 2023-01-01 2023-12-31 09711556 bus:OrdinaryShareClass3 2024-01-01 2024-12-31 09711556 bus:OrdinaryShareClass3 2023-01-01 2023-12-31 09711556 1 2024-01-01 2024-12-31 iso4217:GBP xbrli:pure xbrli:shares

Company No: 09711556 (England and Wales)

# WHEN IN ROME WINE LTD

### Unaudited Financial Statements
For the financial year ended 31 December 2024
Pages for filing with the registrar

WHEN IN ROME WINE LTD

## Unaudited Financial Statements

For the financial year ended 31 December 2024

Contents

WHEN IN ROME WINE LTD

## STATEMENT OF FINANCIAL POSITION

As at 31 December 2024
WHEN IN ROME WINE LTD

## STATEMENT OF FINANCIAL POSITION (continued)

As at 31 December 2024

| Note | 2024 |  | 2023
|  | £ |  | £
Fixed assets |  |  |  |
Tangible assets | 3 | 0 |  | 1,435
|  | 0 |  | 1,435
Current assets |  |  |  |
Stocks | 4 | 168,432 |  | 230,754
Debtors | 5 | 252,790 |  | 347,874
Cash at bank and in hand | 6 | 50,564 |  | 118,051
|  | 471,786 |  | 696,679
Creditors: amounts falling due within one year | 7 | ( 410,156) |  | ( 1,092,852)
Net current assets/(liabilities) |  | 61,630 |  | (396,173)
Total assets less current liabilities |  | 61,630 |  | (394,738)
Creditors: amounts falling due after more than one year | 8 | ( 133,394) |  | ( 19,656)
Net liabilities |  | ( 71,764) |  | ( 414,394)
Capital and reserves |  |  |  |
Called-up share capital | 9 | 235 |  | 200
Share premium account |  | 2,877,337 |  | 2,104,398
Other reserves |  | 0 |  | 17,164
Profit and loss account |  | ( 2,949,336 ) |  | ( 2,536,156 )
Total shareholders' deficit |  | ( 71,764) |  | ( 414,394)

For the financial year ending 31 December 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

- The members have not required the company to obtain an audit of its financial statements for the financial year in accordance with section 476;
- The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements; and
- These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Statement of Income and Retained Earnings has not been delivered.

The financial statements of When in Rome Wine Ltd (registered number: 09711556) were approved and authorised for issue by the Board of Directors. They were signed on its behalf by:

R Malin Director |

06 March 2026

WHEN IN ROME WINE LTD

## NOTES TO THE FINANCIAL STATEMENTS

For the financial year ended 31 December 2024
WHEN IN ROME WINE LTD

## NOTES TO THE FINANCIAL STATEMENTS

For the financial year ended 31 December 2024

##### 1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

##### General information and basis of accounting

When in Rome Wine Ltd (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the company's registered office is Rowan House Shortwood, Nailsworth, Stroud, GL6 0SJ, United Kingdom.
The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.
The financial statements are presented in pounds sterling which is the functional currency of the Company and rounded to the nearest £.

##### Going concern

The company’s financial statements show a loss of £413,181, net current assets of £61,630 and overall net liability of £71,764 which was in line with Director’s expectations. Whilst revenue has remained consistent against 2023, losses have decreased due to careful management of product and overhead costs.
The stock & IP was sold post balance sheet to a 3rd party which has effectively meant that the company has ceased trading.
Therefore these accounts have been prepared on a basis other than as a going concern.

##### Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Statement of Financial Position date are reported at the rates of exchange prevailing at that date.
Exchange differences are recognised in the Statement of Income and Retained Earnings in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.

##### Turnover

Turnover is stated net of VAT and trade discounts and is recognised when the significant risks and rewards are considered to have been transferred to the buyer. Turnover from the sale of goods is recognised when the goods are physically delivered to the customer.

##### Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line or reducing balance basis over its expected useful life, as follows:

Computer equipment | 3 years straight line

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

##### Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to the net realisable value. Cost includes materials, direct labour and an attributable proportion of manufacturing overheads based on normal levels of activity. Cost is calculated using the FIFO (first-in, first-out) method. Provision is made for obsolete, slow-moving or defective items where appropriate.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

##### Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in creditors: amounts falling due within one year.

##### Financial instruments

The Company only enters into basic financial instruments and transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to and from related parties and investments in non-puttable ordinary shares.

Financial assets
Basic financial assets, including trade and other debtors, and amounts due from related companies, 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.
Such assets are subsequently carried at amortised cost using the effective interest method.
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in the Statement of Income and Retained Earnings/Statement of Comprehensive Income.

Financial liabilities
Basic financial liabilities, including trade and other creditors and accruals, 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 receipts discounted at a market rate of interest.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

Convertible loan notes
The proceeds received on issue of the Company's convertible debt are allocated into their liability and equity components and presented separately in the Statement of Financial Position.
The amount initially attributed to the debt component equals the discounted cash flows using a market rate of interest that would be payable on a similar debt instrument that did not include an option to convert.
The difference between the net proceeds of the convertible debt and the amount allocated to the debt component is credited direct to equity and is not subsequently remeasured. On conversion, the debt and equity elements are credited to share capital and share premium as appropriate.
Transaction costs that relate to the issue of the instrument are allocated to the liability and equity components of the instrument in proportion to the allocation of proceeds.

##### Ordinary share capital

The ordinary share capital of the company is presented as equity.

#### 2. Employees

| 2024 |  | 2023
| Number |  | Number
Monthly average number of persons employed by the company during the year, including directors | 6 |  | 6

#### 3. Tangible assets

| Computer equipment |  | Total
| £ |  | £
Cost |  |  |
At 01 January 2024 | 6,290 |  | 6,290
At 31 December 2024 | 6,290 |  | 6,290
Accumulated depreciation |  |  |
At 01 January 2024 | 4,855 |  | 4,855
Charge for the financial year | 1,435 |  | 1,435
At 31 December 2024 | 6,290 |  | 6,290
Net book value |  |  |
At 31 December 2024 | 0 |  | 0
At 31 December 2023 | 1,435 |  | 1,435

#### 4. Stocks

| 2024 |  | 2023
| £ |  | £
Stocks | 168,432 |  | 230,754

#### 5. Debtors

| 2024 |  | 2023
| £ |  | £
Trade debtors | 133,297 |  | 286,719
Other debtors | 119,493 |  | 61,155
| 252,790 |  | 347,874

#### 6. Cash and cash equivalents

| 2024 |  | 2023
| £ |  | £
Cash at bank and in hand | 50,564 |  | 118,051
Less: Bank overdrafts | 0 |  | ( 24,847)
| 50,564 |  | 93,204

#### 7. Creditors: amounts falling due within one year

| 2024 |  | 2023
| £ |  | £
Bank loans and overdrafts | 10,000 |  | 47,348
Trade creditors | 357,131 |  | 495,458
Other taxation and social security | 12,555 |  | 166,594
Other creditors | 30,470 |  | 383,452
| 410,156 |  | 1,092,852

#### 8. Creditors: amounts falling due after more than one year

| 2024 |  | 2023
| £ |  | £
Bank loans | 9,656 |  | 19,656
Other creditors | 123,738 |  | 0
| 133,394 |  | 19,656

There are no amounts included above in respect of which any security has been given by the small entity.

#### 9. Called-up share capital

| 2024 |  | 2023
| £ |  | £
Allotted, called-up and fully-paid |  |  |
1,856,106 Ordinary shares of £ 0.0001 each (2023: 1,654,308 shares of £ 0.0001 each) | 186 |  | 165
430,778 Ordinary A shares of £ 0.0001 each (2023: 346,444 shares of £ 0.0001 each) | 43 |  | 35
58,824 Deferred shares ordinary shares of £ 0.0001 each (2023: nil shares) | 6 |  | 0
| 235 |  | 200

#### 10. Events after the Balance Sheet date

On the 19th December 2025, the company entered into an asset and IP purchase agreement. The impact of this was to sell the stock and IP of the company to the purchaser and effectively means that the company will cease to trade. It is expected that the proceeds from the transaction will be sufficent to cover the companies liabilities. The Directors of the company are focused on ensuring that this is the case and will then proceed to wind up the company in early 2026.