VITA MOJO INTERNATIONAL LTD Accounts Cover
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Company No. 09852472
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VITA MOJO INTERNATIONAL LTD Contents
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Pages
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Company Information
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2
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Directors' Report
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3 to 4
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Auditor's Report
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5 to 7
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Profit and Loss Account
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8
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Statement of Comprehensive Income
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9
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Balance Sheet
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10
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Statement of Changes in Equity
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11
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Notes to the Accounts
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12 to 20
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VITA MOJO INTERNATIONAL LTD Company Information
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Directors
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Secretary
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Registered Office
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Auditor
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Suite 5, 4th Floor,
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3 Universal Square,
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Devonshire Street North,
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Manchester
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M12 6JH
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Accountants
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FKGB Accounting Ltd
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2nd Floor
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201 Haverstock Hill
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London
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NW3 4QG
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VITA MOJO INTERNATIONAL LTD Directors Report
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The Directors present their report and the accounts for the year ended 31 December 2021.
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Principal activities
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Directors
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The Directors who served at any time during the year were as follows:
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(Resigned 20 May 2022)
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(Resigned 20 May 2022)
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Statement of directors' responsibilities
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The Directors are responsible for preparing the Directors' report and the accounts in accordance with applicable law and regulations.
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Company law requires the directors to prepare accounts for each financial year. Under that law the directors have elected to prepare the accounts in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the accounts 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 accounts, the directors are required to:
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*
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select suitable accounting policies and then apply them consistently;
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*
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make judgments and estimates that are reasonable and prudent;
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*
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prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
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The directors are responsible for keeping adequate accounting records that 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. They are 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.
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Statement of disclosure of information to auditor
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Statement of directors' responsibilities
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The Directors are responsible for preparing the Directors' report and the accounts in accordance with applicable law and regulations.
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Company law requires the directors to prepare accounts for each financial year. Under that law the directors have elected to prepare the accounts in accordance with united Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the accounts 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 accounts, the
directors are required to:
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* select suitable accounting policies and then apply them consistently;
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* make judgments and estimates that are reasonable and prudent;
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* prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
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The directors are responsible for keeping adequate accounting records that show and explain the enable them to ensure that the financial statements comply with the Companies Act 2006. They are also company's transactions and disclose with reasonable accuracy at any time the financial position of the company and responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
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Statement of disclosure of information to auditor
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So far as the directors are aware, there is no relevant audit information of which the company's auditors are unaware and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant information and to establish that the company's auditors are
aware of that information.
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Signed on behalf of the board
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B.N. Popovici
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Director
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16 August 2022
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VITA MOJO INTERNATIONAL LTD Audit Report Unqualified
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Independent Auditor's Report to the members of VITA MOJO INTERNATIONAL LTD
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Opinion
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We have audited the accounts of VITA MOJO INTERNATIONAL LTD (the 'company') for the year ended 31 December 2021 which comprise the Profit and Loss Account, the Balance Sheet, the Statement of Changes in Equity and the Notes to the Accounts. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including FRS 102 Section 1A 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' .
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In our opinion the accounts:
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for the year then ended; • have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and • have been prepared in accordance with the requirements of the Companies Act 2006. |
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Basis for opinion
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We conducted our audit in accordance with applicable law and International Standards on Auditing (UK) (ISAs (UK). Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the accounts section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the accounts in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
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Conclusions relating to going concern
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We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:
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• the directors' use of the going concern basis of accounting in the preparation of the accounts is not
appropriate; or • the directors' have not disclosed in the accounts any identified material uncertainties that may cast significant doubt about the company's ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the accounts are authorised for issue. |
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Other information
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The other information comprises the information included in the annual report and accounts, other than the accounts and our auditor’s report thereon. The directors are responsible for the other information. Our opinion on the accounts 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.
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In connection with our audit of the accounts, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the accounts or our knowledge obtained in 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 there is a material misstatement in the accounts 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.
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We have nothing to report in this regard.
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Opinion on other matters prescribed by the Companies Act 2006
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In our opinion, based upon the work undertaken in the course of the audit:
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• the information given in the directors' report for the financial year for which the accounts are
prepared is consistent with the accounts; and |
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• the directors' report has been prepared in accordance with applicable legal requirements.
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Matters on which we are required to report by exception
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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 directors' report.
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• adequate accounting records have not been kept, or returns adequate for our audit have not been
received from branches not visited by us; or |
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• the accounts are not in agreement with the accounting records and returns; or
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• certain disclosures of directors’ remuneration specified by law are not made; or
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• we have not received all the information and explanations we require for our audit; or
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• the directors were not entitled to prepare the accounts in accordance with the small companies
regime and take advantage of the small companies' exemptions in preparing the directors' report and from the requirement to prepare a strategic report. |
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Responsibilities of directors
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In preparing the accounts, 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.
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Auditor's responsibilities for the audit of the accounts
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Our objectives are to obtain reasonable assurance about whether the accounts as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s 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 accounts.
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As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
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• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control.
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• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
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• Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the company to cease to continue as a going concern.
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• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the company to express an opinion on the financial statements. We are responsible for the direction, supervision and performance of the company audit. We remain solely responsible for our audit opinion.
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We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. |
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Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities to detect material misstatements in respect of irregularities, including fraud. We have used professional scepticism throughout the audit and no evidence of fraud was found.
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We remained alert to any indications of fraud or noncompliance with laws and regulations throughout the audit.
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Use of this report
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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.
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Senior Statutory Auditor
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For and on behalf of Gordon Levy Limited
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Statutory Auditors
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Suite 5, 4th Floor
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3 Universal Square
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Devonshire Street North
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Manchester, M12 6JH
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VITA MOJO INTERNATIONAL LTD Profit and Loss Account
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for the year ended 31 December 2021
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2021
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2020
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£
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£
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Turnover
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Cost of Sales
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(
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(
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Gross profit
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Administrative expenses
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(
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(
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Other operating income
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Operating loss
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(
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(
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Other interest receivable
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Loss on ordinary activities before taxation
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(
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(
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Taxation
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Loss for the financial year after taxation
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(
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(
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VITA MOJO INTERNATIONAL LTD Statement of Comprehensive Income
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STATEMENT OF COMPREHENSIVE INCOME
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for the year ended 31 December 2021
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2021
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2020
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£
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£
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Loss for the financial year after taxation
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(
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(
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Other comprehensive income
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Other reserves
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11
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Total comprehensive income for the period
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(
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(
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VITA MOJO INTERNATIONAL LTD Balance Sheet
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at
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Company No.
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Notes
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2021
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2020
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£
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£
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Fixed assets
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Intangible assets
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4
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Tangible assets
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5
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Current assets
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Stocks
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6
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Debtors
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7
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Cash at bank and in hand
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Creditors: Amount falling due within one year
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8
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(
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(
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Net current assets
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Total assets less current liabilities
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Net assets
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Capital and reserves
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Called up share capital
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Share premium account
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11
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Other reserves
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9
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Profit and loss account
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11
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(
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(
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Total equity
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Approved by the board on 16 August 2022
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And signed on its behalf by:
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B.N. Popovici
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Director
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16 August 2022
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VITA MOJO INTERNATIONAL LTD Statement of Changes in Equity
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for the year ended 31 December 2021
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Share Capital
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Share Premium
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Other Reserves
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Retained earnings
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Total equity
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£
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£
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£
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£
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£
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At 1 January 2020
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32,410
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16,613,223
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-
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(8,982,074)
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7,663,559
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Unrealised surplus on revaluation
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Loss for the period
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(
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(
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At 31 December 2020 and 1 January 2021
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(
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Shares issued during the period
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Shares redeemed during the period
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Movement in other reserves
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Loss for the period
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(
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(
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At 31 December 2021
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(
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VITA MOJO INTERNATIONAL LTD Notes to the Accounts
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for the year ended 31 December 2021
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1
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General information
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Its registered number is: 09852472
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Its registered office is:
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2
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Accounting policies
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Turnover
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Share based payments
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Where share options are awarded to employees, the fair value of the options at the date of grant is charged to the Profit and Loss Account over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each Balance Sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a marketing vesting condition.
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The fair value of the award also takes into account non-vesting conditions. There are either factors beyond the control of either party (such as the company keeping the scheme open or the employee maintaining any contributions required by the scheme).
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Where the terms and conditions of options are modified before they best, the increase in the fair value of options, measure immediately before and after the modification, is also charged to the Profit and Loss Account over the remaining vesting period.
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Intangible fixed assets
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Expenditure on research and development are initially capitalised at cost. They are subsequently carried at cost less accumulated amortisation and accumulated impairment losses. These costs are amortised to profit or loss using the straight line method over their useful lives of five years.
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Tangible fixed assets and depreciation
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At each balance sheet date, the company reviews the carrying amount of its tangible fixed assets to determine whether there is any indication that any items have suffered an impairment loss. If any such indication exists, the recoverable amount of an asset is estimated in order to determine the extent of the impairment loss. |
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Leasehold land and buildings
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Plant and machinery
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Taxation
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Income tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the profit and loss account because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The Company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period. Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible timing differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Current or deferred tax for the year is recognised in profit or loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax is also recognised in other comprehensive income or directly in equity respectively. |
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Financial instruments
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Classification
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All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a finance transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
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Recognition and measurement
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Debt instruments which meet the following conditions are subsequently measured at amortised cost
using the effective interest method: (a) The contractual return to the holder is (i) a fixed amount; (ii) a positive fixed rate or a positive variable rate; or (iii) a combination of a positive or a negative fixed rate and a positive variable rate. |
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(b) The contract may provide for repayments of the principal or the return to the holder (but not both) to be linked to a single relevant observable index of general price inflation of the currency in which the debt instrument is denominated, provided such links are not leveraged.
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(c) The contract may provide for a determinable variation of the return to the holder during the life of the instrument, provided that (i) the new rate satisfies condition (a) and the variation is not contingent on future events other than (1) a change of a contractual variable rate; (2) to protect the holder against credit deterioration of the issuer; (3) changes in levies applied by a central bank or arising from changes in relevant taxation or law; or (ii) the new rate is a market rate of interest and satisfies condition (a).
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(d) There is no contractual provision that could, by its terms, result in the holder losing the principal amount or any interest attributable to the current period or prior periods.
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(e) Contractual provisions that permit the issuer to prepay a debt instrument or permit the holder to put it back to the issuer before maturity are not contingent on future events, other than to protect the holder against the credit deterioration of the issuer or a change in control of the issuer, or to protect the holder or issuer against changes in levies applied by a central bank or arising from changes in relevant taxation or law.
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(f) Contractual provisions may permit the extension of the term of the debt instrument, provided that the return to the holder and any other contractual provisions applicable during the extended term satisfy the conditions of paragraphs (a) to (c).
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Debt instruments that are classified as payable or receivable within one year on initial recognition and which meet the above conditions are measured at the undiscounted amount of the cash or other consideration expected to be paid or received, net of impairment. With the exception of some hedging instruments, other debt instruments not meeting these conditions are measured at fair value through profit or loss. Commitments to make and receive loans which meet the conditions mentioned above are measured at cost (which may be nil) less impairment.
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Impairment
|
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Research and development costs
|
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generate future economic benefits and hence all expenditure on research is recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised to administrative expenses on a straight line basis over their expected useful economic lives of 5 years. Amortisation begins when the intangible asset is available for use, i.e. when it is in the location and condition necessary for it to be usable in the manner intended by management. The expected useful economic life of development costs are estimated based on business plans which set out the development plan and time to market for the associated project. If it is not possible to distinguish between the research phase and the development phase of an internal project the expenditure is treated as if it were all incurred in the research phase only. |
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Stocks
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Trade and other debtors
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Trade and other creditors
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Foreign currencies
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Going concern
|
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operations for the foreseeable future. The company's ability to meet future working capital requirements and therefore continue as a going concern is dependent on it being able to maintain its cash flow. Given the entity's positive net asset position and success in raising investment the business is well placed to operate within its existing cash resources. The company is therefore in a strong position to continue trading for the foreseeable future. |
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Defined contribution pensions
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The contributions are recognised as expenses when they fall due. Amounts not paid are shown in accruals in the balance sheet. The assets of the plan are held separately from the company in independently administered funds.
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Judgements and key sources of estimation and uncertainty
|
||||||||||||||||
assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors including expectations of future events that are believed to be reasonable under the circumstances. In preparing these financial statements the directors have made the following judgements: - Determine whether there are indicators of impairment of the group’s tangible and intangible assets. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset and where it is a component of a larger cash-generating unit, the viability and expected future performance of that unit - Determine the expected useful life of each class of tangible and intangible asset. This has been determined using both judgement and in comparison to similar assets held by other companies operating in the same or similar industries. Depreciation and amortisation policies are reviewed annually to ensure their accuracy. - Determine the fair value of the employee share options issued. This has been estimated using the Black Scholes model. The fair value of the options is re-calculated yearly to make sure that the share based payments cost included in administrative expenses is a reliable estimate. The were no other key sources of estimation and uncertainty. |
||||||||||||||||
3
|
Employees
|
|||||||||||||||
2021
|
2020
|
|||||||||||||||
Number
|
Number
|
|||||||||||||||
The average monthly number of employees (including directors) during the year was:
|
|
|
||||||||||||||
4
|
Intangible fixed assets
|
|||||||||||||||
Development costs
|
Total
|
|||||||||||||||
£
|
£
|
|||||||||||||||
Cost
|
||||||||||||||||
At 1 January 2021
|
|
|
||||||||||||||
Additions
|
|
|
||||||||||||||
At 31 December 2021
|
|
|
||||||||||||||
Amortisation and impairment
|
||||||||||||||||
At 1 January 2021
|
|
|
||||||||||||||
Charge for the year
|
|
|
||||||||||||||
At 31 December 2021
|
|
|
||||||||||||||
Net book values
|
||||||||||||||||
At 31 December 2021
|
|
|
||||||||||||||
At 31 December 2020
|
|
|
||||||||||||||
5
|
Tangible fixed assets
|
|||||||||||||||
Land and buildings
|
Plant and machinery
|
Fixtures, fittings and equipment
|
Total
|
|||||||||||||
£
|
£
|
£
|
£
|
|||||||||||||
Cost or revaluation
|
||||||||||||||||
At 1 January 2021
|
|
|
|
|
||||||||||||
Additions
|
|
|
|
|
||||||||||||
At 31 December 2021
|
|
|
|
|
||||||||||||
Depreciation
|
||||||||||||||||
At 1 January 2021
|
|
|
|
|
||||||||||||
Charge for the year
|
|
|
|
|
||||||||||||
At 31 December 2021
|
|
|
|
|
||||||||||||
Net book values
|
||||||||||||||||
At 31 December 2021
|
|
|
|
|
||||||||||||
At 31 December 2020
|
|
|
|
|
||||||||||||
6
|
Stocks
|
|||||||||||||||
2021
|
2020
|
|||||||||||||||
£
|
£
|
|||||||||||||||
Finished goods
|
|
|
||||||||||||||
|
|
|||||||||||||||
7
|
Debtors
|
|||||||||||||||
2021
|
2020
|
|||||||||||||||
£
|
£
|
|||||||||||||||
Trade debtors
|
|
|
||||||||||||||
Corporation tax recoverable
|
|
|
||||||||||||||
Other debtors
|
|
|
||||||||||||||
Prepayments and accrued income
|
|
|
||||||||||||||
|
|
|||||||||||||||
8
|
Creditors:
|
|||||||||||||||
amounts falling due within one year
|
||||||||||||||||
2021
|
2020
|
|||||||||||||||
£
|
£
|
|||||||||||||||
Trade creditors
|
|
|
||||||||||||||
Other taxes and social security
|
|
|
||||||||||||||
Other creditors
|
|
|
||||||||||||||
Accruals and deferred income
|
|
|
||||||||||||||
|
|
|||||||||||||||
9
|
Share based payments
|
|||||||||||||||
The company operates an employee share option plan, 346,139 options have been granted in 2021 (2020: 664,070)
|
||||||||||||||||
Details of the share options outstanding during the year are as follows:
|
||||||||||||||||
Weighted average exercise price 2021
|
Number 2021
|
Weighted average exercise price 2020
|
Number 2020
|
|||||||||||||
Outstanding as at beginning of year
|
0.288
|
1,683,488
|
0.288
|
1,397,845
|
||||||||||||
Granted during the year
|
0.288
|
346,139
|
0.288
|
664,070
|
||||||||||||
Cancelled during the year
|
0.288
|
(31,133)
|
0.288
|
(378,427)
|
||||||||||||
Outstanding as the end of the year
|
0.288
|
1,998,494
|
0.288
|
1,683,488
|
||||||||||||
2021
|
2020
|
|||||||||||||||
£
|
£
|
|||||||||||||||
Option pricing model used
|
Black and Scholes
|
Black and Scholes
|
||||||||||||||
Share price
|
1.075
|
1.075
|
||||||||||||||
Excercise price
|
0.288
|
0.288
|
||||||||||||||
Contractual life (years)
|
5
|
5
|
||||||||||||||
Expected volatility
|
0.5
|
0.5
|
||||||||||||||
Risk-free interest rate
|
0.021
|
0.021
|
||||||||||||||
2021
|
2020
|
|||||||||||||||
£
|
£
|
|||||||||||||||
Equity-settled schemes
|
|
464,558
|
||||||||||||||
10
|
Post Balance Sheet Events
|
|||||||||||||||
On 20 May 2022, Vita Mojo International Ltd secured a £24m investment from Battery Ventures XIV (AIV I Cayman) L.P. to fund further expansion into foreign markets.
|
||||||||||||||||
11
|
Reserves
|
|||||||||||||||
Other Reserve
|
Total other reserves
|
|||||||||||||||
£
|
£
|
|||||||||||||||
Movement on other reserve
|
|
|
||||||||||||||
At 31 December 2020 and 1 January 2021
|
|
|
||||||||||||||
Movement in other reserve
|
|
|
||||||||||||||
At 31 December 2021
|
|
|
||||||||||||||
|
||||||||||||||||
|
||||||||||||||||
|
||||||||||||||||