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Registration number: 10674803

eSalon.com, Ltd
Annual Report and Financial Statements
for the Year Ended 31 December 2025

eSalon.com, Ltd

Contents

Company Information | 1
Directors' Report | 2 to 4
Statement of Directors' Responsibilities | 4
Independent Auditor's Report to the Members of eSalon.com, Ltd | 5 to 8
Profit and Loss Account | 9
Balance Sheet | 10
Statement of Changes in Equity | 11
Notes to the Financial Statements | 12 to 22

eSalon.com, Ltd

Company Information

Directors | Greta Isabell Rose Tarakeshwar Raghavan

Registered Number: | 10674803

Registered office | Unit 15 Grapht Works Victoria Road London W3 6UU

Independent auditors | PricewaterhouseCoopers LLP 40 Clarendon Road Watford Hertfordshire WD17 1JJ

eSalon.com, Ltd

Directors' Report for the Year Ended 31 December 2025

The directors present their report and the financial statements for the year ended 31 December 2025.

Directors of the company

The directors of the company who were in office during the year and up to the date of signing the financial statements were:

Greta Isabell Rose

Tarakeshwar Raghavan

Principal activities
The principal activities of the company are the provision of representative, customer support services and manufacturing on behalf of eSalon.com LLC.

Financial risks
eSalon.com, Ltd is exposed to minimum financial risk. The company provides contract manufacturing and representative and customer support services exclusively to its US based parent, eSalon.com LLC, in return for a cost plus based service fee. As such its profits are a direct function of its cost base and so relatively predictable. The company operates within a financial framework set by its parent. It is part of the Henkel Group of companies and operational funding requirements are managed via a short term inter-company account with its parent and participation in group cash pooling arrangements. The nature of the underlying arrangements is such that the company bears no external credit risk, inventory risk, currency risk or interest rate risk. No dividends are currently planned.

Future developments

The nature of the company’s activities are not expected to materially change in the foreseeable future.

Going concern

The directors have prepared these financial statements on a going concern basis as they have considered the funding requirements for at least 12 months from the date of signing the financial statements and received a letter of support from Henkel of America, Inc., eSalon.com, Ltd's US based intermediate parent company and a member of the Henkel Group of companies.

Post balance sheet events

eSalon.com, Ltd continues to carefully monitor and manage its operating costs in view of the current inflationary environment. Any increases in costs incurred will be fully recovered from its US based parent, eSalon.com LLC.
FRS 102 Amendments
The Financial Reporting Council (FRC) issued amendments to FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and other FRSs, following its periodic review. The amendments outline a number of changes to FRS 102 including a new model of revenue recognition, lease accounting and various other incremental improvements and clarifications. The effective date of the amendments is for accounting periods beginning after 1 January 2026 with the year ended 31 December 2026 being the first year eSalon.com Limited will be impacted by the proposals. The company is currently assessing the likely impact of the proposals on the financial statements of the company.

eSalon.com, Ltd

Directors' Report for the Year Ended 31 December 2025

Disclosure of information to the auditors

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.

Small companies provision statement

In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006, in addition, the Company has taken advantage of the exemption available and has not presented a Strategic Report.

Reappointment of auditors

The auditors PricewaterhouseCoopers LLP are deemed to be reappointed under section 487(2) of the Companies Act 2006.

eSalon.com, Ltd

Directors' Report for the Year Ended 31 December 2025

Statement of Directors' Responsibilities in Respect of the Financial Statements

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulation.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have prepared the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland", and applicable law).
Under company law, 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 apply them consistently;

• | state whether applicable United Kingdom Accounting Standards, comprising FRS 102 have been followed, subject to any material departures disclosed and explained in the financial statements;

• | make judgements and accounting estimates that are reasonable and prudent; and

• | 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 safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The directors are also 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.

Directors’ confirmations

In the case of each director in office at the date the directors’ report is approved:

• | so far as the director is aware, there is no relevant audit information of which the company’s auditors are unaware; and
• | they have taken all the steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company’s auditors are aware of that information.

Approved by the Board on 17 July 2026 and signed on its behalf by:

......................................... Greta Isabell Rose Director |  |

eSalon.com, Ltd

Independent Auditor's Report to the Members of eSalon.com, Ltd

Report on the audit of the financial statements

Opinion
In our opinion, eSalon.com, Ltd's financial statements:

• | give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its profit for the year then ended;
• | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland'', and applicable law); and
• | have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements, included within the Annual Report and Financial Statements (the "Annual Report"), which comprise:

• | the Balance Sheet as at 31 December 2025;
• | the Profit and Loss Account for the year then ended;
• | the Statement of Changes in Equity for the year then ended; and
• | the notes to the financial statements which include a description of the significant accounting policies.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities under ISAs (UK) are further described in the Auditors’ responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independence

We remained independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, which includes the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

Conclusions relating to going concern

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.

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.

However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the company's ability to continue as a going concern.

eSalon.com, Ltd

Independent Auditor's Report to the Members of eSalon.com, Ltd

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Reporting on other information

The other information comprises all of the information in the Annual Report other than the financial statements and our auditors’ report thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form of assurance 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 an apparent material inconsistency or material misstatement, we are required to perform procedures to conclude whether there is a material misstatement of the financial statements or a material misstatement of the other information. 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 based on these responsibilities.

With respect to the Directors' Report, we also considered whether the disclosures required by the Companies Act 2006 have been included.

Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and matters as described below.

Directors' Report

In our opinion, based on the work undertaken in the course of the audit, the information given in the Directors' Report for the year ended 31 December 2025 is consistent with the financial statements and has been prepared in accordance with applicable legal requirements.

In light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we did not identify any material misstatements in the Directors' Report.

Responsibilities for the financial statements and the audit

Responsibilities of the directors for the financial statements

As explained more fully in the Statement of directors' responsibilities in respect of the financial statements, the directors are responsible for the preparation of the financial statements in accordance with the applicable framework and for being satisfied that they give a true and fair view. The directors are also responsible for such internal control as they determine is 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.

eSalon.com, Ltd

Independent Auditor's Report to the Members of eSalon.com, Ltd

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 an auditors’ report 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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations related to UK Corporation Tax and Companies Act 2006, and we considered the extent to which non-compliance might have a material effect on the financial statements. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries. Audit procedures performed by the engagement team included:

• | Discussions with Management and Directors, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud;
• | Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations to revenue;
• | Reviewing minutes of meetings with those charged with governance;
• | An element of unpredictability was incorporated into our audit testing by performing additional procedures, such as testing tracing bank payments to approvals.

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors’ report.

Use of this report

This report, including the opinions, has been prepared for and only for the company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

eSalon.com, Ltd

Independent Auditor's Report to the Members of eSalon.com, Ltd

Other required reporting

Companies Act 2006 exception reporting

Under the Companies Act 2006 we are required to report to you if, in our opinion:

• | we have not obtained all the information and explanations we require for our audit; or

• | adequate accounting records have not been kept by the company or returns adequate for our audit have not been received from branches not visited by us; or

• | the company's financial statements are not in agreement with the accounting records and returns; or
• | certain disclosures of directors's remuneration specified by law are not made.

We have no exceptions to report arising from this responsibility.

Entitlement to exemptions

Under the Companies Act 2006 we are required to report to you if, in our opinion, the directors were not entitled to: prepare financial statements in accordance with the small companies regime; take advantage of the small companies exemption in preparing the Directors' Report; and take advantage of the small companies exemption from preparing a strategic report. We have no exceptions to report arising from this responsibility.

......................................
Fotis Kyrmizoglou (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Watford

20 July 2026

eSalon.com, Ltd

Profit and Loss Account for the Year Ended 31 December 2025

| Note | 31 December 2025 £ | 31 December 2024 £
Turnover | 3 | 1,860,980 | 1,976,287
Cost of sales |  | (985,496) | (1,090,755)
Gross profit |  | 875,484 | 885,532
Administrative expenses |  | (786,863) | (790,774)
Operating profit | 4 | 88,621 | 94,758
Interest receivable and similar income | 5 | 12,493 | 287
Interest payable and similar expenses |  | - | (936)
|  | 12,493 | (649)
Profit before tax |  | 101,114 | 94,109
Tax on profit | 8 | (25,279) | (23,527)
Profit for the financial year |  | 75,835 | 70,582

The above results were derived from continuing operations.

The company has no recognised gains or losses for this or previous year other than the results above.

eSalon.com, Ltd

(Registration number: 10674803)
Balance Sheet as at 31 December 2025

| Note | 2025 £ | 2024 £
Fixed assets |  |  |
Tangible assets | 9 | 6,102 | 7,886
Current assets |  |  |
Debtors | 10 | 671,776 | 613,504
Creditors: Amounts falling due within one year | 11 | (102,393) | (121,294)
Net current assets |  | 569,383 | 492,210
Total assets less current liabilities |  | 575,485 | 500,096
Provisions for liabilities | 12 | (1,525) | (1,971)
Net assets |  | 573,960 | 498,125
Capital and reserves |  |  |
Called up share capital | 14 | 100 | 100
Profit and loss account |  | 573,860 | 498,025
Total equity |  | 573,960 | 498,125

The company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements on pages 9 to 22 were approved by the Board on 17 July 2026 and signed on its behalf by:

.........................................

Greta Isabell Rose
Director

eSalon.com, Ltd

Statement of Changes in Equity for the Year Ended 31 December 2025

| Called up Share capital £ | Profit and loss account £ | Total Equity £
At 1 January 2025 | 100 | 498,025 | 498,125
Profit for the year | - | 75,835 | 75,835
At 31 December 2025 | 100 | 573,860 | 573,960

| Called up Share Capital £ | Profit and loss account £ | Total Equity £
At 1 January 2024 | 100 | 427,443 | 427,543
Profit for the year | - | 70,582 | 70,582
At 31 December 2024 | 100 | 498,025 | 498,125

eSalon.com, Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

1 | General information

The company is a private company limited by share capital, incorporated in United Kingdom and registered in England and Wales.

The address of its registered office is:
Unit 15 Grapht Works
Victoria Road
London
W3 6UU

These financial statements were authorised for issue by the Board on 17 July 2026.

The financial statements are presented in Pound sterling, the functional currency.

2 | Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements were 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.

Basis of preparation

These financial statements have been prepared using the historical cost convention. These financial statements have been prepared under the small companies regime.

FRS 102 Amendments
The Financial Reporting Council (FRC) issued amendments to FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and other FRSs, following its periodic review. The amendments outline a number of changes to FRS 102 including a new model of revenue recognition, lease accounting and various other incremental improvements and clarifications. The effective date of the amendments is for accounting periods beginning after 1 January 2026 with the year ended 31 December 2026 being the first year eSalon.com Limited will be impacted by the proposals. The company is currently assessing the likely impact of the proposals on the financial statements of the company.

eSalon.com, Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

2 | Accounting policies (continued)

Summary of disclosure exemptions

eSalon.com, Ltd satifies the criteria of being a qualifying entity as define by FRS 102.
As such, advantage has been taken of the following disclosure exemptions available under paragraph 1.12 of FRS 102:
a) No cash flow statement has been presented for the company in accordance with Section 7 (FRS 102 paragraph 1.12(b)).
b) Disclosures in respect of financial instruments have not been presented in accordance with Section 11 and 12 (FRS 102 paragraph 1.12(c)).
c) No disclosure has been given for the aggregate remuneration of key management personnel in accordance with Section 28 (FRS 102 paragraph 1.12(e)).

Going concern

The directors have prepared these financial statements on a going concern basis as they have considered the funding requirements for at least 12 months from the date of signing the financial statements and received a letter of support from Henkel of America, Inc., eSalon.com, Ltd's US based intermediate parent company and a member of the Henkel Group of companies.

Judgements

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

Key sources of estimation uncertainty

Tangible fixed assets 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.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.
The company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the company's activities.

eSalon.com, Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

2 | Accounting policies (continued)

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted.

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the financial statements.
Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class | Depreciation method and rate
Fixtures and Fittings | 10 years straight line

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

eSalon.com, Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

2 | Accounting policies (continued)

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

3 | Turnover

The analysis of the company's revenue for the year from continuing operations is as follows:

| 2025 £ | 2024 £
Rendering of services | 1,860,980 | 1,976,287

All of the company's turnover relates to its principal activities and is generated from its United States based parent, eSalon.com LLC.

4 | Operating profit

Arrived at after charging

| 2025 £ | 2024 £
Depreciation expense | 1,784 | 5,504
Research and development cost | 674 | 6,604
Operating lease expense | 164,179 | 168,914

5 | Interest receivable and similar income

| 2025 £ | 2024 £
Other finance income | 12,493 | 287

6 | Staff costs

The aggregate payroll costs were as follows:

eSalon.com, Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

6 | Staff costs (continued)

| 2025 £ | 2024 £
Wages and salaries | 676,297 | 644,549
Social security costs | 74,905 | 63,835
Other pension costs | 11,963 | 11,348
| 763,165 | 719,732

The average monthly number of persons employed by the company during the year, analysed by category was as follows:

| 2025 No. | 2024 No.
Production | 7 | 7
Administration and support | 10 | 10
| 17 | 17

The directors' remuneration for the year was £nil (2024: £nil). The directors who served during the year are remunerated by other Henkel Group companies and have determined that their qualifying services to the company do not occupy a significant amount of their time. There is therefore no recharge to the Company for their services.

7 | Auditors' remuneration

| 2025 £ | 2024 £
Audit of the financial statements | 15,586 | 15,150

No other services were provided by the company's auditors.
The Directors have agreed with the company's auditors that the auditor's liability to damages for breach of duty in relation to the audit of the company's financial statements for the year to 31 December 2025 will be limited to the greater of £5m or 5 times the auditor's fees for the statutory audits, and that, in any event, the auditor's liability for damages will be limited to that part of any loss suffered by the company as is just and equitable having regard to the extent to which the auditors, the company and any third parties are responsible for the loss in question. The shareholders of the company waived the need for approval of this liability limitation agreement, as required by the Companies Act 2006, by resolution dated 8th October 2025.

8 | Tax on profit

Tax charged in the profit and loss account

eSalon.com, Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

8 | Tax on profit (continued)

| 2025 £ | 2024 £
Current taxation |  |
UK corporation tax | 25,725 | 24,904
Deferred taxation |  |
Arising from origination and reversal of timing differences | (446) | (1,377)
Tax expense in the profit and loss account | 25,279 | 23,527

The tax on profit before tax for the year is the same as the standard rate of corporation tax in the UK (2024: the same as the standard rate of corporation tax in the UK) of 25% (2024: 25%).
The differences are reconciled below:

| 2025 £ | 2024 £
Profit before tax | 101,114 | 94,109
Corporation tax at standard rate | 25,279 | 23,527
Total tax charge | 25,279 | 23,527

Deferred taxes at the balance sheet date have been measured using the standard corporation tax rate of 25% (2024: 25%).

eSalon.com, Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

8 | Tax on profit (continued)

The Pillar Two rules are included within the UK Finance (No. 2) Act 2023 and came into effect for accounting periods beginning on or after 31 December 2023. There are three active mechanisms under Pillar Two model rules that a country can adopt - an Income Inclusion Rule (IIR), an Undertaxed Profits Rule (UTPR) and a Qualified Domestic Minimum Top-up Tax (QDMTT). The enacted legislation in the United Kingdom includes the IIR and QDMTT for the accounting periods beginning on or after 31 December 2023. Draft legislation has also been published to include the UTPR, which was announced in the Autumn Statement 2023, and applies to accounting periods beginning on or after 31 December 2024. Accordingly, all three Pillar Two mechanisms are now effective in the United Kingdom.
The OECD Inclusive Framework has introduced transitional “safe harbours”, which reduces the Pillar Two compliance burden for many businesses for the first three years since enaction (financial years 2024-2026 for the United Kingdom). The transitional safe harbour is designed to identify a group’s operations in lower risk countries using information taken from its Country-by-Country Report (CbCR) and/or financial statements. Where any one of the three tests (De minimis Test, Effective Tax rate test and Routine profits Test) is met, the top-up tax for that country is deemed to be zero and the group will not be required to prepare full calculations during the transitional period. Both eSalon.com, Ltd and the overall United Kingdom group of companies satisfied the safe harbour test with effective tax rates calculated for the financial year 2025 (second year of transitional period) that were in excess of the global minimum tax rate threshold of 15%. Esalon.com, Ltd is therefore deemed to have zero top-up tax nor is required to perform the full calculation.

eSalon.com, Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

9 | Tangible assets

| Fixtures and fittings £ | Total £
Cost
At 1 January 2025 | 17,842 | 17,842
At 31 December 2025 | 17,842 | 17,842
Accumulated depreciation
At 1 January 2025 | 9,956 | 9,956
Charge for the year | 1,784 | 1,784
At 31 December 2025 | 11,740 | 11,740
Carrying amount
At 31 December 2025 | 6,102 | 6,102
At 31 December 2024 | 7,886 | 7,886

10 | Debtors

| Note | 2025 £ | 2024 £
Amounts owed by group undertakings | 16 | 516,125 | 451,491
Other debtors |  | 55,834 | 55,834
VAT Control account |  | 39,320 | 45,682
Prepayments and accrued income |  | 60,497 | 60,497
|  | 671,776 | 613,504

Amounts owed by group undertakings do not bear interest, are repayable on demand and are unsecured.
Amounts owed by group undertakings includes £274,935 (2024: £273,378) which relates to group cash pooling arrangements.

eSalon.com, Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

11 | Creditors: Amounts falling due within one year

| Note | 2025 £ | 2024 £
Due within one year |  |  |
Trade creditors |  | 3,646 | 11,160
Other creditors |  | 16,162 | 38,753
Other taxation and social security |  | 18,219 | 16,442
Corporation tax liability | 8 | 25,725 | 24,904
Accruals and deferred income |  | 38,641 | 30,035
|  | 102,393 | 121,294

12 | Provisions for liabilities

| Deferred tax £ | Total £
At 1 January 2025 | 1,971 | 1,971
Additional provisions | (446) | (446)
At 31 December 2025 | 1,525 | 1,525

The provision for deferred tax in the year ended 31 December 2025 consists solely of timing differences due to accelerated capital allowances of £1,525 (2024: £1,971).
There are no unused tax losses or unused tax credits.

13 | Pension and other schemes

Defined contribution pension scheme

The company operates a defined contribution pension scheme. The pension cost charge for the year represents contributions paid by the company to the scheme and amounted to £11,964 (2024: £11,348).

eSalon.com, Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

14 | Called up share capital

Allotted, called up and fully paid shares

| 2025 | 2024
| No. | £ | No. | £
Ordinary Shares of £1 each | 100 | 100 | 100 | 100

15 | Commitments

Leasehold commitments

As at 31 December 2025, the company had commitment to future rental payments of £211,712 (2024: £205,063) (within one year) and £481,338 (2024: £51,266) (later than one year and not later than five years). These commitments are not included in liabilities in the balance sheet.

16 | Related party transactions

Summary of transactions with parent

Throughout the year eSalon.com, Ltd provided services exclusively to eSalon.com LLC.

Income and receivables from related parties

2025 | Parent £ | Other related parties £
Receipt of services | 1,860,980 | -
Defined contribution pension scheme | - | 11,964
Amounts receivable from related party | 241,190 | 274,935

2024 | Parent £ | Other related parties £
Receipt of services | 1,976,287 | -
Amounts receivable from related party | 178,113 | 273,378

eSalon.com, Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

17 | Post balance sheet events

eSalon.com, Ltd continues to carefully monitor and manage its operating costs in view of the current inflationary environment. Any increases in costs incurred will be fully recovered from its US based parent, eSalon.com LLC. FRS 102 Amendments The Financial Reporting Council (FRC) issued amendments to FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and other FRSs, following its periodic review. The amendments outline a number of changes to FRS 102 including a new model of revenue recognition, lease accounting and various other incremental improvements and clarifications. The effective date of the amendments is for accounting periods beginning after 1 January 2026 with the year ended 31 December 2026 being the first year eSalon.com Limited will be impacted by the proposals. The company is currently assessing the likely impact of the proposals on the financial statements of the company.

18 | Parent and ultimate parent undertaking

eSalon.com LLC is the parent company of eSalon.com, Ltd and is registered in the USA.
Henkel AG & Co. KGaA is the ultimate parent company and controlling party of eSalon.com, Ltd a company incorporated in Germany.
The largest and smallest group in which the results of the company are consolidated is that headed by Henkel AG & Co. KGaA. Henkel AG & Co. KGaA is registered in Germany. The registered office of Henkel AG & Co. KGaA is at Henkelstrabe 67, 40589 Dusseldorf, Germany. The consolidated accounts of the Henkel Group are available to the public and are available to download at www.henkel.com/investor-relations.