HEALTHMATTERS GROUP LIMITED


Director	LAMPER, Jamie Robert


Registered Address	85 Burnelli Building 352 Queenstown Road
	London
	SW11 8NG


Registered Number	05654323 (England and Wales)

Notes to the Financial Statements
for the year ended 31 December 2025

1.	Accounting policies

	Statutory information
	The company is a private company limited by shares and registered in England and Wales. The company's registered office address is 85 Burnelli Building 352 Queenstown Road, London, England, SW11 8NG

	Statement of compliance
	These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. 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.

Statement of compliance

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. 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.

	Functional and presentation currency
	The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

	Going concern
	At the time of approving the financial statements, the director has a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

	Judgements and key sources of estimation uncertainty
	In the application of the company’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

	Turnover policy
	Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business. Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion can be estimated reliably.

	Employee benefits
	The costs of short-term employee benefits are recognised as a liability and an expense.

	Defined contribution pension plan
	Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

	Share-based payments
	The company has issued share options to certain individuals. These financial statements have been prepared without recognition of any potential share based payment costs as an expense.

	Current taxation
	Current tax is recognised in profit or loss. Current tax represents the amount of tax payable (receivable) in respect of taxable profit (loss) for the current, or past, reporting periods. Current tax is measured at the amount expected to be paid (recovered) using the tax rates and laws which have been enacted, or substantively enacted, by the balance sheet date. Where payments to HM Revenue and Customs exceed liabilities owed, an asset is recognised to the extent of the amount of tax recoverable.

Current taxation

Current tax is recognised in profit or loss.
Current tax represents the amount of tax payable (receivable) in respect of taxable profit (loss) for the current, or past, reporting periods. Current tax is measured at the amount expected to be paid (recovered) using the tax rates and laws which have been enacted, or substantively enacted, by the balance sheet date. Where payments to HM Revenue and Customs exceed liabilities owed, an asset is recognised to the extent of the amount of tax recoverable.

	Tangible fixed assets and depreciation
	Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses. 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. Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

Tangible fixed assets and depreciation

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.
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. 
Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:


		Straight line (years)
	Plant and machinery	5
	Office Equipment	5

	Investments
	Interests in subsidiaries are measured at cost. A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

	Cash and cash equivalents
	Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.

	Financial instruments
	The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments. Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument. Basic financial assets Basic financial assets, which include debtors and cash and bank balances, are measured at transaction price including transaction costs. Classification of financial liabilities 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. Basic financial liabilities Basic financial liabilities, including creditors, are recognised at transaction price including transaction costs. Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities as payment is due within one year or less.

Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are measured at transaction price including transaction costs.

Classification of financial liabilities
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.

Basic financial liabilities
Basic financial liabilities, including creditors, are recognised at transaction price including transaction costs. Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities as payment is due within one year or less.

2.	Average number of employees


		2025		2024
	Average number of employees during the year	4		4

3.	Tangible fixed assets

	Plant & machinery	Total
	£	£
Cost or valuation
At 01 January 25	693	693
Disposals	(693)	(693)
Depreciation and impairment
At 01 January 25	474	474
Charge for year	219	219
On disposals	(693)	(693)
Net book value
At 31 December 25	-	-
At 31 December 24	219	219

4.	Fixed asset investments
	Details of undertakings As at 31 December 2025, the company held 100.00% of the Ordinary share capital of WeightMatters Limited, an undertaking incorporated in England and Wales. The nature of the business of this subsidiary remained dormant throughout the financial year. Financial position of subsidiaries The aggregate capital and reserves of WeightMatters Limited as at 31 December 2025 amounted to £100. The result for the subsidiary for the financial year ending 31 December 2025 was £nil. Events after the reporting period WeightMatters Limited was dissolved via voluntary strike-off on 31 March 2026. There is no material impact on the carrying value of the company’s assets as at the balance sheet date.

Fixed asset investments

Details of undertakings
As at 31 December 2025, the company held 100.00% of the Ordinary share capital of WeightMatters Limited, an undertaking incorporated in England and Wales. The nature of the business of this subsidiary remained dormant throughout the financial year.

Financial position of subsidiaries
The aggregate capital and reserves of WeightMatters Limited as at 31 December 2025 amounted to £100. The result for the subsidiary for the financial year ending 31 December 2025 was £nil.

Events after the reporting period
WeightMatters Limited was dissolved via voluntary strike-off on 31 March 2026. There is no material impact on the carrying value of the company’s assets as at the balance sheet date.

	Investments in groups¹	Total
	£	£
Cost or valuation
At 01 January 25	100	100
At 31 December 25	100	100
Net book value
At 31 December 25	100	100
At 31 December 24	100	100

	Notes
	¹Investments in group undertakings and participating interests

5.	Debtors: amounts due within one year

	2025	2024
	£	£
Trade debtors / trade receivables	11,895	15,295
Other debtors	7,139	16,272
Total	19,034	31,567

6.	Creditors: amounts due within one year

	2025	2024
	£	£
Trade creditors / trade payables	13,483	38,777
Amounts owed to related parties	100	100
Taxation and social security	97	1,020
Other creditors	59,720	57,745
Total	73,400	97,642

7.	Share capital
	Ordinary share capital As at 31 December 2025, the company’s issued and fully paid share capital comprises 100,000 Ordinary shares (2024: 100,000) of £0.001 each, with a total nominal value of £100, and 3,627 B Ordinary shares (2024: 3,627) of £0.001 each, with a total nominal value of £4. The total called up share capital for the 2025 financial year is £104 (2024: £104). Rights and Issue Details With the exception of entitlement to receive dividends, the ordinary shares and B ordinary shares rank pari passu in all aspects, including the right to attend and vote at general meetings. The 3,627 B Ordinary shares were issued in 2024 for a total consideration of £30,000, which resulted in a share premium of £29,664. There have been no new share issues during the current financial year. Share-based payment transactions The company has not recognised an expense in relation to share options. On 30 December 2021 options were granted over 3,150 B Ordinary shares of £0.001 each to three individuals, at an exercise price of £1.00 per share, vesting in equal annual tranches of 1,050 on 31 December 2024, 2025 and 2026 subject to performance conditions. The conditions for the 2024 and 2025 tranches were not met and 2,100 options lapsed unexercised. The remaining 1,050 options outstanding at 31 December 2025 (2024: 2,100) are subject to performance conditions at 31 December 2026. No options were exercisable at 31 December 2025 (2024: nil) at a weighted average exercise price of £1.00.

Share capital

Ordinary share capital
As at 31 December 2025, the company’s issued and fully paid share capital comprises 100,000 Ordinary shares (2024: 100,000) of £0.001 each, with a total nominal value of £100, and 3,627 B Ordinary shares (2024: 3,627) of £0.001 each, with a total nominal value of £4.

The total called up share capital for the 2025 financial year is £104 (2024: £104).

Rights and Issue Details
With the exception of entitlement to receive dividends, the ordinary shares and B ordinary shares rank pari passu in all aspects, including the right to attend and vote at general meetings.

The 3,627 B Ordinary shares were issued in 2024 for a total consideration of £30,000, which resulted in a share premium of £29,664. There have been no new share issues during the current financial year.

Share-based payment transactions
The company has not recognised an expense in relation to share options.

On 30 December 2021 options were granted over 3,150 B Ordinary shares of £0.001 each to three individuals, at an exercise price of £1.00 per share, vesting in equal annual tranches of 1,050 on 31 December 2024, 2025 and 2026 subject to performance conditions.

The conditions for the 2024 and 2025 tranches were not met and 2,100 options lapsed unexercised. The remaining 1,050 options outstanding at 31 December 2025 (2024: 2,100) are subject to performance conditions at 31 December 2026. No options were exercisable at 31 December 2025 (2024: nil) at a weighted average exercise price of £1.00.

8.	Related party transactions
	Included in other creditors is the balance of £28,306 (2024 - £12,568) on the director's current account. The balance is interest free and there are no formal repayment terms.

	Notes	2025		2024
		£	£	£	£
Fixed assets
Tangible assets	3		-		219
Investments	4		100		100
			100		319
Current assets
Debtors	5	19,034		31,567
Cash at bank and on hand		909		50,668
		19,943		82,235
Creditors amounts falling due within one year	6	(73,400)		(97,642)
Net current assets (liabilities)			(53,457)		(15,407)
Total assets less current liabilities			(53,357)		(15,088)
Net assets			(53,357)		(15,088)
Capital and reserves
Called up share capital			104		104
Share premium			29,996		29,996
Profit and loss account			(83,457)		(45,188)
Shareholders' funds			(53,357)		(15,088)