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Registered number:
FOR THE YEAR ENDED 31 OCTOBER 2025
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COMPANY INFORMATION
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CONTENTS
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STRATEGIC REPORT
FOR THE YEAR ENDED 31 OCTOBER 2025
The director presents the strategic report and financial statements for the year ended 31 October 2025.
The Company's principal activities are that of interior design and consultancy, and the sale of antiques and fabrics. Sourcing and selling antiques follows the acquisition described below. The Company operates within the United Kingdom and also has overseas clients. It continues to take a selective approach to the projects it accepts, prioritising design quality, the effective use of studio resources and timely delivery.
On 1 April 2025 the Company acquired the trade, assets and liabilities of the antiques and interior design business previously carried on by the director as a sole trader; details of the acquisition and the consideration are given in note 21. The purpose of the acquisition was to bring the design studio and the sourcing and sale of antique pieces together within one company, so that clients can be offered a single, complete service and so that the two activities share premises, staff and supplier relationships. Integration was completed during the year and the acquired trade is no longer managed separately from the Company's existing operations. Demand for the Company's services remained stable during the year, supported by repeat business and referrals and reflecting the strength of client relationships and the Company's reputation for design quality. The year was nonetheless one of transition. The enlarged business carried a materially larger cost base for the first time and the mix of turnover shifted towards the sale of goods. The financial effect of these changes is set out under financial key performance indicators below. The director considers the financial position of the Company to be satisfactory, with adequate resources to meet its ongoing commitments.
The Company is owner managed and the director is closely involved in all significant decisions. She considers the principal risks and uncertainties facing the Company, and the way in which they are managed, to be as follows.
Market conditions - demand depends on discretionary spending within the property, construction and refurbishment sectors. The Company maintains a flexible cost base and applies a selective approach to the projects it accepts. Realisation of stock - the Company holds £8,388,011 of unique goods for resale, the carrying value of which depends on the selling prices ultimately achieved. Each item is reviewed individually against expected selling price less costs to sell, and provision is made where necessary. Project delivery - projects are exposed to delays, scope changes and cost overruns. These are managed through project management processes, staged billing and regular client communication. Reliance on key people - the business depends on the reputation and design expertise of the director and a small number of senior designers. The Company invests in staff development and retention.
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2025
The director monitors performance principally by reference to turnover and its growth, gross and operating profits and the working capital measures of debtor days and stock days. The gross profits for the year were £8,042,152 (2024 - £5,468,928) and operating profits were £864,251 (2024 - £1,770,365).
Turnover grew by 67.0% to £20,433,457 (2024 - £12,236,876), the first year in which the Company has traded as a combined business following the acquisition on 1 April 2025. Antiques, fabrics and paint turnover rose to £11,857,186 (2024 - £4,748,407) and recharged costs to £1,849,967 (2024 - £435,065), while design services were £6,726,304 (2024 - £7,053,404). Because the acquired trade has been fully integrated, its separate contribution cannot be identified (note 21). Gross profit margin reduced from 44.7% to 39.4%. The Company has no external borrowings. Stocks of £8,388,011 (2024 - £2,532,546) principally comprise the unique antiques acquired with the sole trade business. These are held for resale and turn over more slowly than conventional trading stock. Trade debtors reduced to £961,211 (2024 - £2,147,128), and cash at bank was £866,956 (2024 - £945,172). Debtor days reduced to 17 days (2024 - 64 days). Stock days rose to 247 days (2024 - 137 days), reflecting the antiques acquired with the sole trade business, which are unique items held for resale and realised over a longer period than conventional trading stock. Included in creditors is £2,626,416 (2024 - £Nil) due to the director, who is the Company's sole shareholder. The balance is interest free and repayable on demand and she does not intend to seek repayment in a manner that would prejudice the Company's ability to meet its other liabilities as they fall due.
As a medium-sized company, the Company has taken advantage of the exemption under section 414C(6) of the Companies Act 2006 and has not disclosed non-financial key performance indicators.
This report was approved by the board on 30 October 2026 and signed on its behalf.
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DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 OCTOBER 2025
The director presents her report and the financial statements for the year ended 31 October 2025.
The director is responsible for preparing the Strategic Report, the Director's Report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the director is required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The director is 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 to enable her to ensure that the financial statements comply with the Companies Act 2006. She is also 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 profit for the year, after taxation, amounted to £564,977 (2024 - £1,311,169).
No dividends were paid during the year (2024 - Nil). The director does not recommend the payment of a final dividend (2024 - Nil).
The director who served during the year was:
The director is confident that the Company is well positioned to take advantage of opportunities in the marketplace.
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DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2025
The Company uses basic financial instruments only: cash, trade debtors, trade creditors and a loan from the director. The Company does not use derivatives or hedge accounting. The director manages financial risk directly, as part of day-to-day management of the business, with the objective of protecting cash flow and profitability.
Price risk The Company’s main price risk is foreign currency risk. The Company buys antiques from suppliers in Europe and the United States and pays in Euros and US dollars. Foreign exchange losses of £127,266 (2024 - £14,054) were recognised in the year. The Company does not hedge this exposure. The director monitors exchange rates and considers currency movements when agreeing purchase prices and client selling prices. Credit risk The Company’s credit risk relates mainly to trade debtors of £961,211 (2024 - £2,147,128). The Company manages this risk through staged billing on design projects and payment before delivery or collection on goods sales. Debtor days reduced to 17 (2024 - 64). Bad debts of £31,543 (2024 - £Nil) were written off in the year. Cash is held with UK banks. Liquidity risk The Company has no external borrowings. At the year end, the Company held cash of £866,956 (2024 - £945,172). Included in creditors due within one year is £2,626,416 (2024 - £Nil) due to the director. The balance is interest free and repayable on demand. The director has confirmed she will not seek repayment in a way which would prevent the Company from meeting its other liabilities as they fall due. The Company holds stock of £8,388,011, which is realised over a longer period than conventional trading stock. The director monitors cash flow forecasts regularly to ensure the Company has sufficient funds to meet its obligations. Cash flow risk The Company has no interest-bearing borrowings. The director’s loan is interest free. Exposure to interest rate changes is limited to interest earned on cash balances, which amounted to £2,166 (2024 - £177).
There have been no significant events affecting the Company since the year end.
Sopher + Co LLP were appointed as auditors on 28 November 2025. Under section 487(2) of the Companies Act 2006, Sopher + Co LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
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DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2025
This report was approved by the board on
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ROSE UNIACKE STUDIO LTD
We have audited the financial statements of Rose Uniacke Studio Ltd (the 'Company') for the year ended 31 October 2025, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Cash Flows, the Analysis of Net Debt, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
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.
Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The director is responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. 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 course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. 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.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ROSE UNIACKE STUDIO LTD (CONTINUED)
We have nothing to report in this regard.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic Report and the Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Director's Report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Director's Report.
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:
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ROSE UNIACKE STUDIO LTD (CONTINUED)
fraud and non-compliance with laws and regulations, was as follows:
∙the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
∙we identified the laws and regulations applicable to the Company through discussions with the director and other management, and from our commercial knowledge and experience of the interior design and consultancy sector;
∙we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the Company, including the Companies Act 2006, taxation legislation and data protection, money laundering, anti-bribery, employment, environmental and health and safety legislation;
∙we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
∙identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
We assessed the susceptibility of the Company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
∙making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud;
∙considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; and
∙understanding the design of the Company’s remuneration policies.
To address the risk of fraud through management bias and override of controls, we:
∙performed analytical procedures to identify any unusual or unexpected relationships;
∙tested journal entries to identify unusual transactions;
∙assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and
∙investigated the rationale behind significant or unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
∙agreeing financial statement disclosures to underlying supporting documentation;
∙enquiring of management as to actual and potential litigation and claims; and
∙reviewing correspondence with HMRC and relevant regulators.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ROSE UNIACKE STUDIO LTD (CONTINUED)
The comparative figures and disclosures are unaudited.
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Chartered Accountants
Statutory Auditors
5 Elstree Gate
Elstree Way
Hertfordshire
WD6 1JD
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STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 OCTOBER 2025
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STATEMENT OF FINANCIAL POSITION
AS AT 31 OCTOBER 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 15 to 26 form part of these financial statements.
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STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 OCTOBER 2025
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STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 OCTOBER 2025
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ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 OCTOBER 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
Rose Uniacke Studio Ltd is a private company, limited by shares, registered in England and Wales. Its registered office and trading address is at 76-84 Pimlico Road, London, SW1W 8PL.
The Company's principal activities are that of interior design and consultancy, and the sale of antiques and fabrics.
2.Accounting policies
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 Companies Act 2006.
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 (see note 3).
The following principal accounting policies have been applied:
The Company is owner managed and is supported by its director and sole shareholder, R C Heyman. At 31 October 2025, creditors due within one year included £2,626,416 owed to her. She has confirmed that she will not seek repayment of this balance, and will continue to make premises available to the Company, for at least twelve months from the date of approval of these financial statements. Having considered the Company's expected trading and cash flows for that period, the director is satisfied that the Company has adequate resources to continue in operation. The financial statements have therefore been prepared on a going concern basis.
Turnover comprises revenue recognised by the Company in respect of design fees, recharged expenses, and sales of antiques and fabrics during the year, exclusive of Value Added Tax.
Design fees are non-refundable and are accounted for when earned. Recharged expenses are costs recharged at a margin and are accounted for in the period in which the work is carried out. Sales of antiques, fabrics and paint are recognised when title passes to the customer.
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 provided on the following basis:
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
2.Accounting policies (continued)
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 the statement of comprehensive income.
The Company's functional and presentation currency is GBP.
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.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
2.Accounting policies (continued)
The Company contributes to 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 Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that: a) 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 b) 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. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from and to related parties.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
2.Accounting policies (continued)
Business combinations are accounted for using the purchase method in accordance with Section 19 of FRS 102. The cost of a business combination comprises the fair value of the consideration given and any directly attributable costs. The acquisition date is the date on which control passes to the Company. At the acquisition date, the identifiable assets, liabilities and contingent liabilities acquired are recognised at fair value.
In preparing these financial statements, the director has made the following judgements: - When determining whether there are indicators of impairment of the Company's tangible assets, factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset. - To determine whether a provision for slow-moving and obsolete stock is required, the director reviews each stock item individually, as each item is unique. The review takes into account the item's age and condition, recent selling prices achieved for similar items, sales made after the year end, market and fashion trends, and current market demand. In preparing these financial statements, the director has considered the following key sources of estimation uncertainty: - Stock is stated at the lower of cost and estimated selling price less costs to complete and sell. The Company's stock comprises unique items and, as each item is unique, there is often no observable market price. The director therefore estimates net realisable value on an item-by-item basis, as described above. Where estimated selling price less costs to sell is below cost, the item is written down to net realisable value. This estimate is inherently uncertain, particularly for slower-moving items, and actual selling prices may differ from those estimated, which could result in a material adjustment to the carrying amount of stock within the next financial year. - Tangible 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 and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and estimated disposal values.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
Analysis of turnover by country of destination:
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
There were no factors that may affect future tax charges.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
16.Deferred taxation (continued)
Profit and loss account
The Company contributes to a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in independently administered funds. The pension cost charge represents contributions payable by the Company to the fund and amounted to £68,439 (2024 - £41,597). Contributions totalling £6,369 (2024 - £5,384) were payable to the fund at the reporting date and are included in creditors.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
Because the transaction was between the Company and its controlling shareholder it was not negotiated on an open market basis. The director determined the consideration as the aggregate fair value of the identifiable assets and liabilities acquired, without attributing any amount to goodwill. The reputation and client relationships of the acquired business attach to the director personally and to the Rose Uniacke name, no brand, trade mark, restrictive covenant or client contract was assigned separately, and no premium over net asset value was paid. Accordingly no goodwill, and no negative goodwill, arose on the acquisition. Fair values were determined as follows. Tangible fixed assets were recognised at depreciated replacement cost, no active market existing for the equipment specific to the trade. Stocks, which comprise unique antiques and fabrics held for resale, were recognised at the lower of the cost and estimated fair values, no write-down was required. Debtors, creditors and cash are short term and undiscounted and their transaction prices approximate fair value. Since the date of acquisition the trade acquired has been fully integrated with the Company's existing operations, sharing premises, staff, clients and suppliers, and separate records of its turnover and results have not been maintained. The director therefore considers that it is impracticable to determine the turnover and profit or loss of the acquired business included in the Company's results since 1 April 2025.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
21.Business combinations (continued)
R C Heyman is the ultimate controlling party by virtue of her shareholding.
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