Stampin' Up! UK Limited - Limited company accounts 18.2

REGISTERED NUMBER: 06039514 (England and Wales)

REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31ST DECEMBER 2018

FOR

STAMPIN' UP! UK LIMITED

Page

Company Information

1

Report of the Directors

2

Report of the Independent Auditors

3

Income Statement

5

Balance Sheet

6

Notes to the Financial Statements

7

DIRECTORS:

Mr J K Howes

Ms C Hancock

SECRETARY:

Mr J K Howes

REGISTERED OFFICE:

Unit 4a

Lancaster Court

Coronation Road

High Wycombe

Bucks

HP12 3TD

REGISTERED NUMBER:

06039514 (England and Wales)

AUDITORS:

Richardson Jones

Chartered Accountants &

Registered Auditors

Mercury House

19-21 Chapel Street

Marlow

Buckinghamshire

SL7 3HN

The directors present their report with the financial statements of the company for the year ended 31st December 2018.

DIRECTORS

Mr J K Howes has held office during the whole of the period from 1st January 2018 to the date of this report.

Other changes in directors holding office are as follows:

Ms C Hancock - appointed 29th March 2018

POLITICAL DONATIONS AND EXPENDITURE

No political donations were made during the year (2017 - £nil).

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Report of the Directors and the financial statements in accordance with

applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors

have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting

Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The

Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not

approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the

company and of the profit or loss of the company for that period. In preparing these financial statements, the directors

are required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the

company's transactions and disclose with reasonable accuracy at any time the financial position of the company and

enable them to ensure that the financial statements comply with the Companies Act 2006. 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act

2006) 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 audit information and to establish that

the company's auditors are aware of that information.

AUDITORS

The auditors, Richardson Jones, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small

companies.

ON BEHALF OF THE BOARD:

Mr J K Howes - Director

13th August 2019

Opinion

We have audited the financial statements of Stampin' Up! UK Limited (the 'company') for the year ended

31st December 2018 which comprise the Income Statement, Balance Sheet and Notes to the Financial Statements,

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 our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31st December 2018 and of its profit 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 opinion

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 Auditors' 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 opinion.

Conclusions relating to going concern

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:

-	the directors' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or

-

the directors have not disclosed in the financial statements 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 financial statements are authorised for issue.

Other information

The directors are responsible for the other information. The other information comprises the information in the Report of

the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing

so, consider whether the other information is materially inconsistent with the financial statements or our knowledge

obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or

apparent material misstatements, we are required to determine whether there is a material misstatement in the financial

statements or a material misstatement of the other information. If, based on the work we have performed, we conclude

that there is a material misstatement of this other information, we are required to report that fact. We have nothing to

report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Directors has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

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 Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you

if, in our opinion:

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit; or

-	the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page two, the directors are responsible

for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such

internal control as the directors determine necessary to enable the preparation of financial statements that are free from

material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a

going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of

accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic

alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from

material misstatement, whether due to fraud or error, and to issue a Report of the Auditors 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.

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 Report of the Auditors.

Use of our report

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 a Report of the Auditors 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.

G Thrush (Senior Statutory Auditor)

for and on behalf of Richardson Jones

Chartered Accountants &

Registered Auditors

Mercury House

19-21 Chapel Street

Marlow

Buckinghamshire

SL7 3HN

13th August 2019

TURNOVER

3,237,241

3,318,353

Cost of sales

1,328,490

1,573,607

GROSS PROFIT

1,908,751

1,744,746

Distribution costs

385,962

371,139

Administrative expenses

1,410,864

1,465,206

1,796,826

1,836,345

OPERATING PROFIT/(LOSS)

4

111,925

(91,599

)

Interest payable and similar expenses

37,193

34,858

PROFIT/(LOSS) BEFORE TAXATION

74,732

(126,457

)

Tax on profit/(loss)

21,911

(9,981

)

PROFIT/(LOSS) FOR THE FINANCIAL YEAR

52,821

(116,476

)

FIXED ASSETS

Tangible assets

6

-

356

CURRENT ASSETS

Debtors

7

291,732

312,508

Cash at bank

514,598

254,368

806,330

566,876

CREDITORS

Amounts falling due within one year

8

(2,005,979

)

(1,819,702

)

NET CURRENT LIABILITIES

(1,199,649

)

(1,252,826

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(1,199,649

)

(1,252,470

)

CAPITAL AND RESERVES

Called up share capital

25,000

25,000

Retained earnings

(1,224,649

)

(1,277,470

)

SHAREHOLDERS' FUNDS

(1,199,649

)

(1,252,470

)

The financial statements have been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

The financial statements were approved by the Board of Directors on 13th August 2019 and were signed on its behalf by:

Mr J K Howes - Director

1.	STATUTORY INFORMATION

Stampin' Up! UK Limited is a private company, limited by shares , registered in England and Wales. The

company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statement have been prepared in accordance with the provisions of Section 1A "Small Entities" of

Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland"

and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The financial statements have been prepared on the going concern basis. The director believes this basis or

preparation to be appropriate as the ultimate parent company, Stampin' Up Inc., has provided a written

undertaking not to withdraw existing funds and to provide additional funding for at least 12 months from the date

of approval of these financial statements to enable the company to continue to trade and meet its obligations as

they fall due.

The director is confident that the promised support will be forthcoming and accordingly the financial statements

do not contain any adjustments which may arise if the parent company support is withdrawn.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to

the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or

substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance

sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from

those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that

have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the

timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they

will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the

balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling

at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension

scheme are charged to profit or loss in the period to which they relate.

Turnover

Turnover represents the sale of goods and events net of Value Added Tax and discounts.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 2 (2017 - 2 ) .

4.	OPERATING PROFIT/(LOSS)

The operating profit (2017 - operating loss) is stated after charging:

31.12.18

31.12.17

as restated

£

£

Depreciation - owned assets

356

611

5.	PRIOR YEAR ADJUSTMENT

A deferred tax asset has now been included. This represents a change in approach and accounting policy. In

order to affect this change a prior year adjustment has been made.

6.	TANGIBLE FIXED ASSETS

Computer

equipment

£

COST

At 1st January 2018

and 31st December 2018

8,444

DEPRECIATION

At 1st January 2018

8,088

Charge for year

356

At 31st December 2018

8,444

NET BOOK VALUE

At 31st December 2018

-

At 31st December 2017

356

7.

DEBTORS

31.12.18

31.12.17

as restated

£

£

Amounts falling due within one year:

Other debtors

8,349

10,228

Prepayments

28,044

25,030

36,393

35,258

Amounts falling due after more than one year:

Deferred tax

255,339

277,250

Aggregate amounts

291,732

312,508

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.18

31.12.17

as restated

£

£

Trade creditors

8,825

9,207

Amounts owed to group undertakings

1,628,487

1,404,758

Social security and other taxes

3,891

8,768

VAT

114,314

123,706

Other creditors

34,421

40,748

Deferred income

28,348

13,528

Accrued expenses

187,693

218,987

2,005,979

1,819,702

9.	RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The

Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party

transactions with wholly owned subsidiaries within the group.

10.	ULTIMATE CONTROLLING PARTY AND GOING CONCERN

The ultimate controlling party is S. Gardner.

S. Gardner is the ultimate controlling party by virtue of her 93% shareholding in the ultimate parent company

Stampin' Up! Inc.

The company is a UK subsidiary of a larger trading group. The majority of products and services are purchased

from other group companies. By nature of this trading dependency, there is a inherent going concern reliant on

the rest of the group. Without the amount of support from the group, the company would not be able to

continue. The holding company and group is fully supportive of the UK operation and currently has no intention

of withdrawing support.