BLOOM AND HALO LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021
Company Registration No. 11176754 (England and Wales)
BLOOM AND HALO LTD
CONTENTS
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 9
BLOOM AND HALO LTD
BALANCE SHEET
AS AT
31 DECEMBER 2021
31 December 2021
- 1 -
2021
2020
as restated
Notes
£
£
£
£
Current assets
Stocks
58,121
56,904
Debtors
3
77,942
129,945
Cash at bank and in hand
75,529
28,311
211,592
215,160
Creditors: amounts falling due within one year
4
(1,030,542)
(712,237)
Net current liabilities
(818,950)
(497,077)
Net liabilities
(818,950)
(497,077)
Capital and reserves
Called up share capital
100
100
Profit and loss reserves
(819,050)
(497,177)
Total equity
(818,950)
(497,077)
The director of the company has elected not to include a copy of the profit and loss account within the financial statements.
true
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 31 October 2022 and are signed on its behalf by:
D G D'Souza
Director
Company Registration No. 11176754
BLOOM AND HALO LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2021
- 2 -
Share capital
Profit and loss reserves
Total
£
£
£
As restated for the period ended 31 December 2020:
Balance at 1 January 2020
100
(339,755)
(339,655)
Year ended 31 December 2020:
Loss and total comprehensive income for the year
-
(157,422)
(157,422)
Balance at 31 December 2020
100
(497,177)
(497,077)
Year ended 31 December 2021:
Loss and total comprehensive income for the year
-
(321,873)
(321,873)
Balance at 31 December 2021
100
(819,050)
(818,950)
BLOOM AND HALO LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021
- 3 -
1
Accounting policies
Company information
Bloom And Halo Ltd is a
private
company
limited by shares
incorporated in
England and Wales
.
The registered office is
c/o Dermatica, 87a Worship Street, London, EC2A 2BE.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in
sterling
, which is the functional currency of the company.
Monetary a
mounts
in these financial statements are
rounded to the nearest
£1.
The financial statements for the previous year were unaudited.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
As at the date of preparing these financial statements, the company is in the process of ceasing all operational activities.
true
The director
has therefore
concluded that
the financial statements
should not be
prepared on a going concern basis
given the ultimate intention to liquidate the company
and assets and liabilities have been measure
d
at their
estimated
net realisable value, at the balance sheet date. There is no material difference in the carrying value of the company's net assets on a break-up basis versus on a going concern basis.
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods provided in the normal course of business
, and
is shown net of VAT and other sales related taxes
.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer
(usually on dispatch of the goods)
, the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
1.4
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
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.
1.5
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 current liabilities.
BLOOM AND HALO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
1
Accounting policies
(Continued)
- 4 -
1.6
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset
, with
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.
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.
Impairment of financial assets
Financial assets, other than those
held
at
fair value through profit and loss
, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected.
If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when
the company
transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
BLOOM AND HALO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
1
Accounting policies
(Continued)
- 5 -
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
paymen
ts 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. A
m
ounts 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.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations
expire or are discharged or cancelled.
1.7
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.8
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the
profit and loss account
because it excludes items of income or expense that are taxable or deductible in other years and it further excludes 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 reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date 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 is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the
profit and loss account
, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the
company
has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.9
Foreign exchange
Transactions in currencies other than
pounds sterling
are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation
in the period
are included in profit or loss.
BLOOM AND HALO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
1
Accounting policies
(Continued)
- 6 -
1.10
The director has adjusted the financial statements in the prior year to include certain costs that ought to have been accrued and charged to the statement of comprehensive income, the presentation of certain costs within administrative expenses and cost of sales, and the presentation of certain assets and liabilities on the balance sheet. The necessary adjustments have been applied retrospectively by way of prior year adjustments in accordance with FRS102. Details of the impact of the prior year adjustments are disclosed in note 7.
2
Employees
The average monthly number of persons employed by the company during the year was:
2021
2020
Number
Number
Total
The employment contract of the director is held with a fellow group company.
3
Debtors
2021
2020
Amounts falling due within one year:
£
£
Trade debtors
26,562
34,255
Other debtors
51,380
95,690
77,942
129,945
Included within trade debtors is an amount of £26,562 (2020: £33,411) that relates to cash due to be paid out by website payment processing providers.
4
Creditors: amounts falling due within one year
2021
2020
£
£
Trade creditors
25,284
24,848
Amounts owed to group undertakings
992,972
673,426
Other creditors
12,286
13,963
1,030,542
712,237
Amounts owed to group undertakings are unsecured, interest free, and payable on demand.
BLOOM AND HALO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
- 7 -
5
Audit report information
As the income statement has been omitted from the filing copy of the financial statements
,
the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006
:
The auditor's report was qualified and the auditor reported as follows:
We have audited the financial statements of Bloom And Halo Ltd (the 'company') for the year ended 31 December 2021 which comprise
the statement of comprehensive income, the balance sheet, the statement of changes in equity
and notes to the financial statements, including 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 our opinion, except for the effects of the matter described in the
b
asis for
q
ualified
o
pinion
section of our report
, the financial statements:
-
give a true and fair view of the state of the company's affairs as at 31 December 2021 and of its loss 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.
Basis for qualified opinion
We were appointed as auditors of the company on
26 November 2021
and thus did not observe
the counting of the physical
stock
at the beginning of the
year
. We were unable to satisfy
ourselves by alternative means concerning stock quantities held at
31 December
20
2
0.
Since opening stocks enter into the determination of the financial performance, we were unable to determine whether adjustments might have been necessary in
respect of the loss for the year reported in the
statement of comprehensive income.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the
Auditor's
responsibilities for the audit of the
financial statements
section of our report. We are independent of the
company
in accordance with the ethical requirements that are relevant to our audit of the
financial statements
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
qualified
opinion.
Senior Statutory Auditor:
Iain White BSc FCA
Statutory Auditor:
DSG
6
Events after the reporting date
The director has made the decision to cease all operational activities and liquidate the company. These financial statements are therefore prepared on a basis other than as a going concern.
BLOOM AND HALO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
- 8 -
7
Related party transactions
The company has taken advantage of the exemption conferred by section 33.1A of FRS102 not to disclose transactions with other wholly owned subsidiaries within the group as consolidated accounts, including the subsidiary undertakings, are publically available.
8
Prior year adjustment
The director has revisited the presentation of the following items in the
comparative
statement of comprehensive income and balance sheet for the year ended 31 December 2020:
The presentation of certain items included in bank and cash amounting to £33,411 in the prior year financial statements which have now been represented within debtors due within one year.
The presentation of other creditors falling due after more than one year of £673,426 in the prior year financial statements which have now been represented as amounts due to parent undertaking falling due within one year.
The recording of purchase invoices at the prior year end date, identifying certain costs amounting to £12,217 that ought to have been accrued and charged to the statement of comprehensive income in the year ended 31 December 2020.
The presentation of certain items within administrative expenses amounting to £51,842 in the prior year financial statements which have now been represented as cost of sales.
The adjustments have been applied retrospectively by way of prior year adjustments.
The director considers these adjustments as correcting fundamental errors that are necessary to present a true and fair view of the company's financial position and performance in the prior year. The effect of the prior year adjustments are as follows:
Changes to the balance sheet
As previously reported
Adjustment
As restated at 31 Dec 2020
£
£
£
Current assets
Debtors due within one year
96,534
33,411
129,945
Bank and cash
61,722
(33,411)
28,311
Creditors due within one year
Amounts due to parent undertaking
-
(673,426)
(673,426)
Other creditors
(1,746)
(12,217)
(13,963)
Creditors due after one year
Other creditors
(673,426)
673,426
Net liabilities
(460,012)
(12,217)
(472,229)
Capital and reserves
Profit and loss reserves
(484,960)
(12,217)
(497,177)
BLOOM AND HALO LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
8
Prior year adjustment
(Continued)
- 9 -
Changes to the statement of comprehensive income
As previously reported
Adjustment
As restated
Year ended 31 December 2020
£
£
£
Cost of sales
(107,026)
(54,159)
(161,185)
Administrative expenses
(282,423)
41,942
(240,481)
Loss for the financial year
(145,205)
(12,217)
(157,422)
9
Ultimate parent company
The immediate
and ultimate
parent company is HeliosX Holdings Limited
, which prepares group financial statements.
The registered office address for HeliosX Holdings Limited is c/o Dermatica, 87a Worship Street, London EC2A 2BE.