ACCOUNTS - Final Accounts

An analysis of turnover by class of business is as follows:

MO FREEDOM LIMITED - Company Information

Caseware UK (AP4) 2021.0.152 2021.0.152 2021-08-312021-08-312021-08-31falsetrue2020-09-01false11 09350386 2020-09-01 2021-08-31 09350386 2019-09-01 2020-08-31 09350386 2021-08-31 09350386 2020-08-31 09350386 2019-09-01 09350386 1 2020-09-01 2021-08-31 09350386 d:Director1 2020-09-01 2021-08-31 09350386 d:RegisteredOffice 2020-09-01 2021-08-31 09350386 c:Buildings c:ShortLeaseholdAssets 2020-09-01 2021-08-31 09350386 c:PlantMachinery 2020-09-01 2021-08-31 09350386 c:FurnitureFittings 2020-09-01 2021-08-31 09350386 c:Goodwill 2020-09-01 2021-08-31 09350386 c:CurrentFinancialInstruments 2021-08-31 09350386 c:CurrentFinancialInstruments 2020-08-31 09350386 c:CurrentFinancialInstruments c:WithinOneYear 2021-08-31 09350386 c:CurrentFinancialInstruments c:WithinOneYear 2020-08-31 09350386 c:ShareCapital 2021-08-31 09350386 c:ShareCapital 2020-08-31 09350386 c:ShareCapital 2019-09-01 09350386 c:RetainedEarningsAccumulatedLosses 2020-09-01 2021-08-31 09350386 c:RetainedEarningsAccumulatedLosses 2021-08-31 09350386 c:RetainedEarningsAccumulatedLosses 2019-09-01 2020-08-31 09350386 c:RetainedEarningsAccumulatedLosses 2020-08-31 09350386 c:RetainedEarningsAccumulatedLosses 2019-09-01 09350386 d:OrdinaryShareClass1 2020-09-01 2021-08-31 09350386 d:OrdinaryShareClass1 2021-08-31 09350386 d:OrdinaryShareClass1 2020-08-31 09350386 d:FRS102 2020-09-01 2021-08-31 09350386 d:Audited 2020-09-01 2021-08-31 09350386 d:FullAccounts 2020-09-01 2021-08-31 09350386 d:PrivateLimitedCompanyLtd 2020-09-01 2021-08-31 09350386 c:Subsidiary1 2020-09-01 2021-08-31 09350386 c:Subsidiary1 1 2020-09-01 2021-08-31 09350386 d:Consolidated 2021-08-31 09350386 d:ConsolidatedGroupCompanyAccounts 2020-09-01 2021-08-31 09350386 2 2020-09-01 2021-08-31 09350386 6 2020-09-01 2021-08-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 09350386

MO FREEDOM LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2021

MO FREEDOM LIMITED

COMPANY INFORMATION

Director	M Odabash


Registered number	09350386


Registered office	22 Bruton Street
	London
	W1J 6QE


Independent auditors	Simmons Gainsford LLP
	Chartered Accountants & Statutory Auditors
	14th Floor
	33 Cavendish Square
	London
	W1G 0PW

MO FREEDOM LIMITED

CONTENTS

	Page
Group strategic report	1 - 2
Director's report	3 - 4
Independent auditors' report	5 - 8
Consolidated statement of comprehensive income	9
Consolidated balance sheet	10
Company balance sheet	11
Consolidated statement of changes in equity	12
Company statement of changes in equity	13
Consolidated Statement of cash flows	14 - 15
Consolidated analysis of net debt	16
Notes to the financial statements	17 - 32

MO FREEDOM LIMITED

GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 AUGUST 2021

Introduction

The director presents her strategic report for the year ended 31 August 2021.

Business review

The principal activity of the company continued to be that of the design, manufacture and distribution of women’s holiday wear. There have been no major changes in the group’s core activities in the year under review.
Closure of our retail outlets during the Covid-19 lockdown between November 2020 and December 2020, and a further lockdown from January 2021 to April 2021, has dampened the retail sales for the current year. Delays in deliveries of goods, due to various issues with sea shipments, has also further negatively impacted our overall turnover. On the other hand, the strengthening of USD and further growth in US wholesale and US online business has resulted in overall increase of turnover of the group.
Group total turnover for 2022 is expected to show growth in sales for all business activities, as most countries have lifted their travel ban and business is back as usual. In addition, US wholesale is expected to show further growth and the strengthening of USD will have further positive impact on group turnover.

Principal risks and uncertainties

The director is constantly reviewing market conditions and competitors’ activities in order to remain relevant and maintaining trade with existing customers and engaging new customers across various activities of the group.
Liquidity Risk
The Group has a strong operating cash inflow and manages its cash requirements in order to maximise interest income and minimise interest expense, whilst ensuring the Group has sufficient liquid resources to meet the operating needs of the business.
Credit Risk
Trade debtors are reviewed on a regular basis and provision is made for doubtful debts when necessary.
Foreign Exchange Risk
The Group operates across the world and is exposed to movements in foreign currencies affecting the financial result and the value of Group equity. Foreign exchange risk arises because the amount of local currency paid or received for transactions denominated in foreign currencies may vary due to changes in exchange rates (transaction exposures). Foreign exchange risks arise primarily on transactions that are denominated in USD and EUR. In managing its exposure regarding the fluctuation in foreign currency exchange rates, the Group maintains USD and Euro bank accounts to offset the receipts and payments as far as possible and to minimise the exchange impact.

Financial key performance indicators

The director believes that other than the statutory KPI’s of revenue, gross profit and operating profit set out in the Income statement, there are no other KPI’s required to be reported to give a full understanding of the business.
Revenue increased by 13.4% from £11.7 to £13.2m, gross profit increased by 14.7% from £6.3m to £7.3m and operating profit increased by 67.1% from £511k to £854k.

Page 1

MO FREEDOM LIMITED

GROUP STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 AUGUST 2021

This report was approved by the board on 14 September 2022 and signed on its behalf.

................................................

M Odabash

Director

Page 2

MO FREEDOM LIMITED

DIRECTOR'S REPORT

FOR THE YEAR ENDED 31 AUGUST 2021

The director presents her report and the financial statements for the year ended 31 August 2021.

Director's responsibilities statement

The director is responsible for preparing the Group strategic report, the Director's report and the consolidated financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless she is satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.

In preparing these financial statements, the director is required to:

∙select suitable accounting policies for the Group'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 Group 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 the Group 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Principal activities

The principal activity of the Company is that of a management company for Avalon Fashions Group. The principal activity of the Group continued to be that of designing, manufacturing and selling beachwear.

Results and dividends

The profit for the year, after taxation and minority interests, amounted to £490,086 (2020 - £339,179).

Dividends of £376,550 (2020: £192,722) were paid during the year. The director does not propose a final dividend.

Director

The director who served during the year was:

M Odabash

Future developments

The directors have indicated that the group will continue to trade in beachwear.

Page 3

MO FREEDOM LIMITED

DIRECTOR'S REPORT (CONTINUED)

FOR THE YEAR ENDED 31 AUGUST 2021

Matters covered in the Group strategic report

The following information has been included in the strategic report:
- A business review
- Principal risks and uncertainties
- Financial and other key performance indicators

Disclosure of information to auditors

The director at the time when this Director's report is approved has confirmed that:

∙so far as she is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

∙she has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

Going concern

During the year, the COVID-19 virus continued to be categorised as a global pandemic and the UK Government maintained restrictions on certain activities and behaviours in an effort to prevent the virus' spread and limit its longer term impact.
Whilst these restrictions have caused the Company and Group to assess and adapt their working practices, the directors do not consider that the circumstances have caused any material change to the Group's ability to trade, nor affect its status as a Going Concern.
The directors have had to amend some of their procedures to deal with the implications of the United Kingdom's withdrawal from the European Union. Although, this has resulted in additional overheads and bureaucracy, the directors are hopeful that there will not be a material impact on the Company or the Group.

Auditors

The auditors, Simmons Gainsford LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 14 September 2022 and signed on its behalf.

................................................

M Odabash

Director

Page 4

MO FREEDOM LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MO FREEDOM LIMITED

Opinion

We have audited the financial statements of MO Freedom Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 August 2021, which comprise the Group Statement of comprehensive income, the Group and Company Balance sheets, the Group Statement of cash flows, the Group and Company 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 our opinion the financial statements:

∙give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 August 2021 and of the Group's 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 Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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

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 Group's or the parent 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.

Page 5

MO FREEDOM LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MO FREEDOM LIMITED (CONTINUED)

Other information

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.

We have nothing to report in this regard.

Opinion 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 Group 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 Group strategic report and the Director's report have 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 Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group strategic report or the Director's report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

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

∙the parent Company financial statements are not in agreement with the accounting records and returns; or

∙certain disclosures of director's remuneration specified by law are not made; or

∙we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Director's responsibilities statement set out on page 3, the director is 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 director determines is 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 director is responsible for assessing the Group's and the parent 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 director either intends to liquidate the Group or the parent 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 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

Page 6

MO FREEDOM LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MO FREEDOM LIMITED (CONTINUED)

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 Group 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 Auditors' report.

Extent to which the audit was considered capable of detecting irregularities, including fraud

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.
Based on our understanding of the Group and industry, we identified and assessed the risks of material misstatements, including fraud and non-compliance with laws and regulations that could be expected to have a material impact on the financial statements. We also enquired of management and those charged with governance about their own identification and assessment of the risks of irregularities. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.
We obtained an understanding of the legal and regulatory frameworks that the Group and the parent company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act, UK financial reporting standards, Tax and Pensions legislation, and distributable profits legislation.
In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the Group’s and parent company's ability to operate or to avoid a material penalty.
As a result of performing the above, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in relation to revenue recognition. We also evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls).
Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised: enquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; testing the appropriateness of entries in the nominal ledger, including journal entries; reviewing transactions around the end of the reporting period; and the performance of analytical procedures to identify unexpected movements in account balances which may be indicative of fraud.
No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity’s controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

Page 7

MO FREEDOM LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MO FREEDOM LIMITED (CONTINUED)

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 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.

Abdultaiyab Pisavadi BSc FCA (Senior statutory auditor)

for and on behalf of

Simmons Gainsford LLP

Chartered Accountants

Statutory Auditors

14th Floor

33 Cavendish Square

London

W1G 0PW

14 September 2022

Page 8

MO FREEDOM LIMITED

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 AUGUST 2021

	2021	2020
Note	£	£


Turnover	4	13,214,813	11,651,324
Cost of sales		(5,963,567)	(5,330,512)
Gross profit		7,251,246	6,320,812
Distribution costs		(2,992,103)	(2,401,510)
Administrative expenses		(3,530,769)	(3,523,311)
Other operating income		125,523	114,910
Operating profit	6	853,897	510,901
Interest receivable and similar income	10	429	7,887
Interest payable and similar expenses	11	(5,001)	(6,459)
Profit before taxation		849,325	512,329
Tax on profit	12	(169,246)	(90,176)
Profit for the financial year		680,079	422,153

Profit for the year attributable to:
Non-controlling interests	189,993	82,974
Owners of the parent Company	490,086	339,179
	680,079	422,153

There was no other comprehensive income for 2021 (2020:£NIL).

The notes on pages 17 to 32 form part of these financial statements.

Page 9

MO FREEDOM LIMITED

REGISTERED NUMBER: 09350386

CONSOLIDATED BALANCE SHEET

AS AT 31 AUGUST 2021

		2021		2020
Note		£		£

Fixed assets
Intangible assets	15		185,546		238,560
Tangible assets	16		57,242		64,545
			242,788		303,105
Current assets
Stocks	18	1,046,011		1,154,894
Debtors: amounts falling due within one year	19	1,718,610		1,499,248
Cash at bank and in hand	20	6,281,862		4,878,916
		9,046,483		7,533,058
Creditors: amounts falling due within one year	21	(3,635,523)		(2,485,944)
Net current assets			5,410,960		5,047,114
Total assets less current liabilities			5,653,748		5,350,219
Net assets			5,653,748		5,350,219

Capital and reserves
Called up share capital	22	1	1
Profit and loss account	23	3,436,838	3,323,302
Equity attributable to owners of the parent Company		3,436,839	3,323,303
Non-controlling interests		2,216,909	2,026,916
Shareholders' funds		5,653,748	5,350,219

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 14 September 2022.

................................................

M Odabash

Director

The notes on pages 17 to 32 form part of these financial statements.

Page 10

MO FREEDOM LIMITED

REGISTERED NUMBER: 09350386

COMPANY BALANCE SHEET

AS AT 31 AUGUST 2021

		2021		2020
Note		£		£

Fixed assets
Investments	17		1,193,174		1,193,174
			1,193,174		1,193,174
Current assets
Debtors: amounts falling due within one year	19	117,760		66,008
Cash at bank and in hand	20	245,635		397,276
		363,395		463,284
Creditors: amounts falling due within one year	21	(459,155)		(438,787)
Net current (liabilities)/assets			(95,760)		24,497
Total assets less current liabilities			1,097,414		1,217,671


Net assets			1,097,414		1,217,671

Capital and reserves
Called up share capital	22	1	1
Profit and loss account	23	1,097,413	1,217,670
Shareholder's funds		1,097,414	1,217,671

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 14 September 2022.

................................................

M Odabash

Director

The notes on pages 17 to 32 form part of these financial statements.

Page 11

MO FREEDOM LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 AUGUST 2021

	Called up share capital	Profit and loss account	Equity attributable to owners of parent Company	Non-controlling interests	Total equity
	£	£	£	£	£
At 1 September 2020	1	3,323,302	3,323,303	2,026,916	5,350,219

Profit for the year	-	490,086	490,086	189,993	680,079
Dividends: Equity capital	-	(376,550)	(376,550)	-	(376,550)
At 31 August 2021	1	3,436,838	3,436,839	2,216,909	5,653,748

The notes on pages 17 to 32 form part of these financial statements.

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 AUGUST 2020

	Called up share capital	Profit and loss account	Equity attributable to owners of parent Company	Non-controlling interests	Total equity
	£	£	£	£	£
At 1 September 2019	1	3,176,845	3,176,846	1,943,942	5,120,788

Profit for the year	-	339,179	339,179	82,974	422,153
Dividends: Equity capital	-	(192,722)	(192,722)	-	(192,722)
At 31 August 2020	1	3,323,302	3,323,303	2,026,916	5,350,219

The notes on pages 17 to 32 form part of these financial statements.

Page 12

MO FREEDOM LIMITED

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 AUGUST 2021

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 September 2020	1	1,217,670	1,217,671

Profit for the year	-	256,293	256,293
Dividends: Equity capital	-	(376,550)	(376,550)
At 31 August 2021	1	1,097,413	1,097,414

The notes on pages 17 to 32 form part of these financial statements.

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 AUGUST 2020

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 September 2019	1	1,144,066	1,144,067

Profit for the year	-	266,326	266,326
Dividends: Equity capital	-	(192,722)	(192,722)
At 31 August 2020	1	1,217,670	1,217,671

The notes on pages 17 to 32 form part of these financial statements.

Page 13

MO FREEDOM LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 AUGUST 2021

			2021	2020
			£	£

Cash flows from operating activities
Profit for the financial year	680,079	422,153
Adjustments for:
Amortisation of intangible assets	53,014	53,014
Depreciation of tangible assets	33,629	22,291
Profit on disposal of tangible assets	(130)	-
Government grants	(125,523)	(114,910)
Interest paid	5,001	6,459
Interest received	(434)	(7,887)
Taxation charge	169,246	90,176
Decrease in stocks	108,883	274,760
Increase in debtors	(267,470)	(579,687)
Increase in creditors	1,121,868	423,939
Corporation tax (paid)	(93,427)	(220,698)
Net cash generated from operating activities	1,684,736	369,610

Cash flows from investing activities
Purchase of tangible fixed assets	(28,096)	(7,027)
Sale of tangible fixed assets	1,900	-
Government grants received	125,523	114,910
Interest received	434	7,887
Net cash from investing activities	99,761	115,770

Page 14

MO FREEDOM LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)

FOR THE YEAR ENDED 31 AUGUST 2021

		2021	2020
		£	£


Cash flows from financing activities
Dividends paid	(376,550)	(192,722)
Interest paid	(5,001)	(6,459)
Net cash used in financing activities	(381,551)	(199,181)
Net increase in cash and cash equivalents	1,402,946	286,199
Cash and cash equivalents at beginning of year	4,878,916	4,592,717
Cash and cash equivalents at the end of year	6,281,862	4,878,916

Cash and cash equivalents at the end of year comprise:
Cash at bank and in hand	6,281,862	4,878,916
	6,281,862	4,878,916

The notes on pages 17 to 32 form part of these financial statements.

Page 15

MO FREEDOM LIMITED

CONSOLIDATED ANALYSIS OF NET DEBT

FOR THE YEAR ENDED 31 AUGUST 2021


At 1 September 2020	Cash flows	At 31 August 2021
£	£	£

Cash at bank and in hand	4,878,916	1,402,946	6,281,862
Debt due within 1 year	(148,948)	(42,358)	(191,306)
	4,729,968	1,360,588	6,090,556

The notes on pages 17 to 32 form part of these financial statements.

Page 16

MO FREEDOM LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2021

1.	General information

The company is a private company limited by shares, and is incorporated in England and Wales. The address of its registered office is 22 Bruton Street, London W1J 6QE.

2.Accounting policies

2.1

Basis of preparation of financial statements

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 Group management to exercise judgement in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

Parent company disclosure exemptions
In preparing the separate financial statements of the parent company, advantage has been taken of the following disclosure exemptions available to qualifying entities:
• Only one reconciliation of the number of shares outstanding at the beginning and end of the period
  has been presented as the reconciliations for the group and the parent company would be identical;
• No cash flow statement or net debt reconciliation has been presented for the parent company;
• Disclosures in respect of the parent company’s financial instruments have not been presented as
  equivalent disclosures have been provided in respect of the group as a whole; and
• No disclosure has been given for the aggregate remuneration of the key management personnel of
  the parent company as their remuneration is included in the totals for the group as a whole.

The following principal accounting policies have been applied:

2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.

Page 17

MO FREEDOM LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2021

2.Accounting policies (continued)

2.3

Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Group and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before turnover is recognised:

Sale of goods

Turnover from the sale of goods is recognised when all of the following conditions are satisfied:

∙the Group has transferred the significant risks and rewards of ownership to the buyer;

∙the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

∙the amount of turnover can be measured reliably;

∙it is probable that the Group will receive the consideration due under the transaction; and

∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Turnover from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

∙the amount of turnover can be measured reliably;

∙it is probable that the Group will receive the consideration due under the contract;

∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and

∙the costs incurred and the costs to complete the contract can be measured reliably.

2.4

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated statement of comprehensive income over its useful economic life.

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

Page 18

MO FREEDOM LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2021

2.Accounting policies (continued)

2.5

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Short-term leasehold property	-	Straight line over 10 years
Plant and machinery	-	20%-33% straight line
Fixtures and fittings	-	20%-33% Straight line

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 profit or loss.

2.6

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.7

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a weighted average basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

2.8

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

2.9

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

Page 19

MO FREEDOM LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2021

2.Accounting policies (continued)

2.10

Financial instruments

The Group 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 banks and other third parties, loans to related parties and investments in ordinary shares.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Consolidated statement of comprehensive income.

Financial assets and liabilities are offset and the net amount reported in the Balance sheet when there is an 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.

2.11

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

2.12

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Consolidated statement of comprehensive income in the same period as the related expenditure.

Page 20

MO FREEDOM LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2021

2.Accounting policies (continued)

2.13

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP. Monetary amounts in these financial
statements are rounded to the nearest £.

Transactions and balances

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 except when deferred in other comprehensive income as qualifying cash flow hedges.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

2.14

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

2.15

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

2.16

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Page 21

MO FREEDOM LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2021

2.Accounting policies (continued)

2.17

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group 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 Balance sheet. The assets of the plan are held separately from the Group in independently administered funds.

2.18

Interest income

Interest income is recognised in profit or loss using the effective interest method.

2.19

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

2.20

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.

3.	Judgements in applying accounting policies and key sources of estimation uncertainty

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The group makes estimates and assumptions concerning the future. Actual results may differ from these estimates. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Stock provision
In line with other retailers stock is physically counted at each location at the year end. The provision for old stock is based on prior years’ experience of saleability and profitability of old stock. A loss provision of 65% has been made for the current year stock, 80% for prior year stock and 85% for stock older than two years. These provisions are consistent with prior years.

Page 22

MO FREEDOM LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2021

Other income	-	7,000
Beachwear wholesale	7,490,424	7,762,734
Beachwear retail	5,629,389	3,881,590
Management fees	95,000	-
	13,214,813	11,651,324

Analysis of turnover by country of destination:

					2021	2020
					£	£

United Kingdom	3,420,272	3,407,220
Rest of Europe	2,996,170	3,105,094
Rest of the world	6,798,371	5,139,010
	13,214,813	11,651,324

5.	Other operating income
		2021	2020
		£	£

Local authority grants	54,856	-
Government grants receivable - furlough	70,667	114,910
	125,523	114,910

	Exchange differences	(121,134)	155,757
	Other operating lease rentals	388,041	427,309

Page 23

MO FREEDOM LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2021

7.	Auditors' remuneration
		2021	2020
		£	£

Audit of these financial statements	8,500	8,500
Audit of financial statements of subsidiaries	23,200	20,700
	31,700	29,200

8.	Employees
	Staff costs, including director's remuneration, were as follows:

Group	Group	Company	Company
2021	2020	2021	2020
£	£	£	£


Wages and salaries	1,562,558	1,475,566	36,000	36,000
Social security costs	156,593	118,805	3,040	3,768
Cost of defined contribution scheme	62,681	27,899	-	-
	1,781,832	1,622,270	39,040	39,768

The average monthly number of employees, including the director, during the year was as follows:

	Group	Group	Company	Company
	2021	2020	2021	2020
	No.	No.	No.	No.

Directors	2	2	1	1
Production	23	24	-	-
Administration	22	22	-	-

	47	48	1	1

Page 24

MO FREEDOM LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2021

9.	Director's remuneration
		2021	2020
		£	£

Director's emoluments	36,000	36,000
	36,000	36,000

During the year retirement benefits were accruing to no directors (2020 - NIL) in respect of defined contribution pension schemes.

10.	Interest receivable
		2021	2020
		£	£

Other interest receivable

429

7,887

11.	Interest payable and similar expenses
		2021	2020
		£	£

Bank interest payable	-	13
Other loan interest payable	4,525	4,387
Other interest payable	476	2,059
	5,001	6,459

Corporation tax
Current tax on profits for the year	117,219	116,167
Adjustments in respect of previous periods	-	(25,991)
Foreign tax on income for the year	52,027	-
Total current tax	169,246	90,176

Page 25

MO FREEDOM LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2021

12.Taxation (continued)

Profit on ordinary activities before tax

849,325

512,329

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2020 - 19%)	161,372	97,343
Effects of:
Non-tax deductible amortisation of goodwill and impairment	10,073	10,073
Expenses not deductible for tax purposes, other than goodwill amortisation and impairment	2,307	640
Capital allowances for period in excess of depreciation	955	2,549
Utilisation of tax losses	-	(587)
Different tax rates on overseas earnings	(5,461)	-
Other timing differences leading to an increase (decrease) in taxation	-	(19,842)
Total tax charge for the year	169,246	90,176

13.	Dividends
		2021	2020
		£	£

Dividend paid on equity capital

376,550

192,722

14.	Parent company profit for the year

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements. The profit after tax of the parent Company for the year was £256,293 (2020 - £266,326).

Page 26

MO FREEDOM LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2021

15.	Intangible assets
	Group

		Goodwill
		£
	Cost
	At 1 September 2020	530,136
	At 31 August 2021	530,136
	Amortisation
	At 1 September 2020	291,576
	Charge for the year on owned assets	53,014
	At 31 August 2021	344,590
	Net book value
	At 31 August 2021	185,546
	At 31 August 2020	238,560

Page 27

MO FREEDOM LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2021

16.	Tangible fixed assets
	Group

	Short-term leasehold property	Plant and machinery	Fixtures and fittings	Total
	£	£	£	£
Cost or valuation
At 1 September 2020	120,954	131,674	311,983	564,611
Additions	-	4,278	23,818	28,096
Disposals	-	(1,770)	-	(1,770)
At 31 August 2021	120,954	134,182	335,801	590,937
Depreciation
At 1 September 2020	83,704	131,022	285,340	500,066
Charge for the year on owned assets	6,650	1,361	27,388	35,399
Disposals	-	(1,770)	-	(1,770)
At 31 August 2021	90,354	130,613	312,728	533,695
Net book value
At 31 August 2021	30,600	3,569	23,073	57,242
At 31 August 2020	37,250	652	26,643	64,545

Page 28

MO FREEDOM LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2021

17.	Fixed asset investments

	Company

		Investments in subsidiary companies
		£
	Cost or valuation
	At 1 September 2020	1,193,174
	At 31 August 2021	1,193,174

Direct subsidiary undertaking
The following was a direct subsidiary undertaking of the Company:
Name	Registered office	Principal activity	Class of shares	Holding

Avalon Fashions Limited

Design, manufacture and
distribution of beachwear

Ordinary

60.16%

Indirect subsidiary undertakings
The following were indirect subsidiary undertakings of the Company:
Name	Registered office	Principal activity	Class of shares	Holding

	Avalon Fashions II Limited	UK	Design, manufacture and distribution of beachwear	Ordinary	60.16%
	Avalon Fashions LLC	USA	Design, manufacture and distribution of beachwear	Ordinary	60.16%

Page 29

MO FREEDOM LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2021

18.	Stocks
		Group	Group
		2021	2020
		£	£

Raw materials and consumables	408,147	237,603
Finished goods and goods for resale	637,864	917,291
	1,046,011	1,154,894

19.

Debtors

Group	Group	Company	Company
2021	2020	2021	2020
£	£	£	£


Trade debtors	1,149,778	1,032,586	-	27,312
Other debtors	394,095	458,829	-	-
Prepayments and accrued income	174,737	7,833	117,760	38,696
	1,718,610	1,499,248	117,760	66,008

20.	Cash and cash equivalents
		Group	Group	Company	Company
		2021	2020	2021	2020
		£	£	£	£

	Cash at bank and in hand	6,281,862	4,878,916	245,635	397,276

Page 30

MO FREEDOM LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2021

21.	Creditors: Amounts falling due within one year
		Group	Group	Company	Company
		2021	2020	2021	2020
		£	£	£	£

Other loans	128,948	124,573	128,948	124,573
Trade creditors	807,959	481,100	-	2,218
Amounts owed to group undertakings	-	-	156,333	135,798
Corporation tax	91,767	64,056	61,498	64,056
Other taxation and social security	55,195	122,398	10,478	26,857
Other creditors	68,336	83,103	64,398	26,510
Accruals and deferred income	2,483,318	1,610,714	37,500	58,775
	3,635,523	2,485,944	459,155	438,787

22.	Share capital
		2021	2020
		£	£

Allotted, called up and fully paid

1 (2020 - 1) Ordinary share of £1.00	1	1

23.

Reserves

Profit and loss account

The company's reserves of £1,095,893 (2020: £1,217,670) are all distributable.

24.	Pension commitments

The group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the group in an independently administrated fund. The pension cost charge represents contributions payable by the group to the fund an amounted to £62,681 (2020: £27,899).
Contributions totalling £4,988 (2020: £4,625) were payable to the fund at the balance sheet date and are included in creditors.

Page 31

MO FREEDOM LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2021

25.	Commitments under operating leases
	At 31 August 2021 the Group had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

		Group	Group
		2021	2020
		£	£

Not later than 1 year	387,522	286,828
Later than 1 year and not later than 5 years	425,109	225,127
Later than 5 years	370,500	-
	1,183,131	511,955

26.

Related party transactions

Company
At the year end, a balance of £62,358 (2020: £24,375) was owed to the director. No interest was charged on this balance.
At the year end, a balance of £128,948 (2020: £124,573) was owed to Talitha D, a company in which the director has a material interest. Interest of £4,375 (2020: £4,387) was charged on this balance.
At the year end, a balance of £156,333 (2020: £135,798) was owed from Avalon Fashions Limited, a subsidiary.
During the year interest of £4,035 (2020: £4,035) was charged by a subsidiary of the company.
During the year, consultancy fees of £311,816 (2020: £421,028) were charged to subsidiaries.
Group
At the year end, a balance of £62,358 (2020: £24,375) was owed to the director. No interest was charged on this balance.
Remuneration to key management personnel for the year was £356,621 (2020: £389,506).

27.	Post balance sheet events

At the date on which these financial statements were approved, there had been no event that had occurred since 31 August 2021 that would have a material impact on the financial statements.

28.	Controlling party

The ultimate controlling party is the director and sole shareholder, Melissa Odabash.

Page 32