Company No: 08090491 (England and Wales)

Contents

• Company Information
• Balance Sheet
• Notes to the Financial Statements

Directors	M S Laheri (Appointed 27 February 2025)
	A Tanvir (Resigned 19 February 2025)
	M H Tanvir

Registered office	Vyners House Milton Road
	Ickenham
	Uxbridge
	UB10 8NQ
	United Kingdom

Company number

08090491 (England and Wales)

Accountant	Kreston Reeves LLP
	2nd Floor
	168 Shoreditch High Street
	London
	E1 6RA

	Note	2025		2024
		£		£
Fixed assets
Tangible assets	3	23,922		30,633
		23,922		30,633
Current assets
Stocks	4	713,546		728,071
Debtors	5	235,703		199,537
Cash at bank and in hand	6	1,430		575
		950,679		928,183
Creditors: amounts falling due within one year	7	( 948,822)		( 730,025)
Net current assets		1,857		198,158
Total assets less current liabilities		25,779		228,791
Creditors: amounts falling due after more than one year	8	( 16,056)		( 155,736)
Net assets		9,723		73,055
Capital and reserves
Called-up share capital	9	100		100
Profit and loss account		9,623		72,955
Total shareholders' funds		9,723		73,055

For the financial year ending 31 May 2025 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 Profit and Loss Account has not been delivered.

The financial statements of UK Electronic Cigarette Limited (registered number: 08090491) were approved and authorised for issue by the Board of Directors on 27 August 2026. They were signed on its behalf by:

M H Tanvir Director

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

UK Electronic Cigarette Limited (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 Vyners House Milton Road, Ickenham, Uxbridge, UB10 8NQ, 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 directors have assessed the Balance Sheet and likely future cash flows at the date of approving these financial statements. The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence and to meet its financial obligations as they fall due for at least 12 months from the date of signing these financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Turnover is recognised when the significant risks and rewards are considered to have been transferred to the customer.

Interest income

Interest income is recognised when it is probable that the economic benefits will flow to the Company and the amount of revenue can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount on initial recognition.

Employee benefits

Defined contribution schemes
The Company operates a defined contribution scheme. The amount charged to the Profit and Loss Account in respect of pension costs and other post-retirement benefits is the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are included as either accruals or prepayments in the Balance Sheet.

Finance costs

Finance costs are charged to the Profit and Loss Account over the term of the debt using the effective interest method so 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.

Taxation

Current tax
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the Balance Sheet date.

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:

Plant and machinery	25 % reducing balance
Fixtures and fittings	25 % reducing balance
Office equipment	25 % reducing balance
Other property, plant and equipment	25 % reducing balance

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.

Leases

The Company as lessee
Assets held under finance leases, hire purchase contracts and other similar arrangements, which confer rights and obligations similar to those attached to owned assets, are capitalised as tangible fixed assets at the fair value of the leased asset (or, if lower, the present value of the minimum lease payments as determined at the inception of the lease) and are depreciated over the shorter of the lease terms and their useful lives. The capital elements of future lease obligations are recorded as liabilities, while the interest elements are charged to the Profit and Loss Account over the period of the leases to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.

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.

Trade and other debtors

Trade and other debtors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest method less impairment losses for bad and doubtful debts, except where the effect of discounting would be immaterial. In such cases the receivables are stated at cost less impairment losses for bad and doubtful debts.

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.

Trade and other creditors

Trade and other creditors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest rate method, unless the effect of discounting would be immaterial, in which case they are stated at cost.

Financial instruments

Financial assets and financial liabilities are recognised when the Company becomes a 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.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

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 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 Company's contractual obligations expire or are discharged or cancelled.

2. Employees

	2025		2024
	Number		Number
Monthly average number of persons employed by the Company during the year, including directors	21		22

3. Tangible assets

	Plant and machinery		Fixtures and fittings		Office equipment		Other property, plant and equipment		Total
	£		£		£		£		£
Cost
At 01 June 2024	73,241		154,374		194,245		38,361		460,221
Additions	1,097		0		0		0		1,097
At 31 May 2025	74,338		154,374		194,245		38,361		461,318
Accumulated depreciation
At 01 June 2024	54,781		153,775		194,245		26,787		429,588
Charge for the financial year	4,765		150		0		2,893		7,808
At 31 May 2025	59,546		153,925		194,245		29,680		437,396
Net book value
At 31 May 2025	14,792		449		0		8,681		23,922
At 31 May 2024	18,460		599		0		11,574		30,633

4. Stocks

	2025		2024
	£		£
Stocks	713,546		728,071

5. Debtors

	2025		2024
	£		£
Trade debtors	104,404		58,455
Prepayments	36,179		44,782
VAT recoverable	0		1,746
Other debtors	95,120		94,554
	235,703		199,537

6. Cash and cash equivalents

	2025		2024
	£		£
Cash at bank and in hand	1,430		575
Less: Bank overdrafts	( 5,364)		( 47,185)
	(3,934)		(46,610)

7. Creditors: amounts falling due within one year

	2025		2024
	£		£
Bank loans and overdrafts (secured)	41,443		79,535
Trade creditors	408,368		401,094
Amounts owed to directors	108,324		38,738
Other loans	260,543		87,805
Accruals	7,091		16,912
Other taxation and social security	74,283		72,937
Other creditors	48,770		33,004
	948,822		730,025

The company has a bank overdraft of £5,364 (2024: £47,185) and loan facility £36,079 (2024: £32,350) with Barclays Bank PLC secured by a fixed charge over all plant and machinery and a floating charge over all other assets and undertakings of the company.

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

	2025		2024
	£		£
Bank loans	16,056		52,011
Other creditors	0		103,725
	16,056		155,736

The company has a bank loan facility £16,056 (2024: £52,011) with Barclays Bank PLC secured by a fixed charge over all plant and machinery and a floating charge over all other assets and undertakings of the company.

9. Called-up share capital

	2025		2024
	£		£
Allotted, called-up and fully-paid
100 Class 1 ordinary shares of £ 1.00 each	100		100

10. Financial commitments

Commitments

Total future minimum lease payments under non-cancellable operating leases are as follows:

	2025		2024
	£		£
Within one year	42,000		42,000
Between one and five years	0		42,000
	42,000		84,000

11. Related party transactions

Transactions with owners holding a participating interest in the entity

	2025		2024
	£		£
Amounts owed to shareholders	233,000		0

During the year the company received £233,000 (2024 £Nil) from Xyfil Holdings Limited a shareholder in the company.

Transactions with the entity's directors

	2025		2024
	£		£
Amounts owed to a director	108,324		38,738

During the year M H Tavnir a director of the company paid for expenses of £120,571 (2024: £17,00) on behalf of the company and was repaid £50,985 (2024: £138,880). No interest has been charged on the above amount and there are no set repayment terms.