Samadin Limited - Limited company accounts 23.2

REGISTERED NUMBER: 11509372 (England and Wales)

REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 APRIL 2023

FOR

SAMADIN LIMITED

Page

Company Information

1

Report of the Directors

2

Report of the Independent Auditors

4

Statement of Income and Retained Earnings

7

Balance Sheet

8

Notes to the Financial Statements

9

DIRECTORS:

D Nair

Mrs S Nair

Miss S Nair

K R Bhojwani

S Mohan

REGISTERED OFFICE:

Central House, Ground Floor Office

No 9, Ritz Parade

Western Avenue

London

W5 3RA

REGISTERED NUMBER:

11509372 (England and Wales)

AUDITORS:

Menzies LLP

Statutory Auditor

Lynton House

7-12 Tavistock Square

London

WC1H 9LT

The directors present their report with the financial statements of the company for the year ended 30 April 2023.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of restaurateurs.

REVIEW OF BUSINESS

The new restaurant Mi Mi Meifair at 55 Curzon Street, Mayfair was opened in September 2021. Since opening the annual turnover has been on course to reach £3.5m.

Key performance indicators:

YE 30.04.2023

PE 30.04.2022

£

£

Turnover

3,289,821

2,339,137

Gross profit

1,052,328

641,384

EBITDA

(103,043

)

(43,284

)

DIRECTORS

The directors shown below have held office during the whole of the period from 1 May 2022 to the date of this report.

D Nair

Mrs S Nair

Miss S Nair

K R Bhojwani

S Mohan

DIRECTORS' RESPONSIBILITIES STATEMENT

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). 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;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

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, Menzies LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting, in accordance with section 485 of the Companies Act 2006.

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:

K Bhojwani - Director

13 March 2024

Qualified Opinion

We have audited the financial statements of Samadin Limited (the 'company') for the year ended 30 April 2023 which comprise the Statement of Income and Retained Earnings, 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, except for the possible effects of the matter described in the basis for the qualified opinion section of our report, the financial statements:

- give a true and fair view of the state of the company's affairs as at 30 April 2023 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 not appointed as auditor of the company until after 30 April 2023 and thus did not observe the counting of physical inventories at the end of the year. We were unable to satisfy ourselves by alternative means concerning the inventory quantities held at 30 April 2023, which are included in the balance sheet at £97,941 by using other audit procedures.

Consequently we were unable to determine whether any adjustment to this amount was necessary.

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.

Conclusion relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

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 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.

As described in the basis for qualified opinion section of our report, we were unable to satisfy ourselves concerning the inventory quantities of £97,941 held at 30 April 2023. We have concluded that where other information relates to the inventory balance or related balances such as cost of sales, it may be materially misstated for the same reason.

Opinions on other matters prescribed by the Companies Act 2006

Except for the possible effects of the matter described in the basis for qualified opinion section, 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, except for the matter described in the basis for qualified opinion section of our report, we have not identified material misstatements in the Report of the Directors.

Arising solely from the limitation on the scope of our work relating to inventory, referred to above:

- we have not obtained all the information and explanations that we considered necessary for the purpose of our audit; and

- we were unable to determine whether adequate accounting records have been kept.

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:

-	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.

-	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 Directors' Responsibilities Statement 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.

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.

Enquiries of management, concerning the company's policies and procedures relating to:

- Identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance

- Detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud.

- Discussions among the engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

- Performed analytical review procedures to identify any unusual transactions or relationships

- Tested journal entries to identify any unusual transactions

- Reviewed and tested material accounting estimates for reasonableness

- Reviewed for appropriateness and reasonableness of accounting policies used.

We also obtained an understanding of the legal and regulatory frameworks that the company operates in.

As a result of performing the above, we did not identify any key audit matters related to the potential risk of fraud or non-compliance.

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.

Andrew Wooding FCA (Senior Statutory Auditor)

for and on behalf of Menzies LLP

Statutory Auditor

Lynton House

7-12 Tavistock Square

London

WC1H 9LT

19 March 2024

TURNOVER

3,289,821

2,339,137

Cost of sales

2,237,493

1,697,753

GROSS PROFIT

1,052,328

641,384

Administrative expenses

1,431,460

877,862

(379,132

)

(236,478

)

Other operating income

1,068

21,897

OPERATING LOSS and

LOSS BEFORE TAXATION

(378,064

)

(214,581

)

Tax on loss

-

-

LOSS FOR THE FINANCIAL YEAR

(378,064

)

(214,581

)

Retained earnings at beginning of year as previously reported

(1,304,949

)

(1,168,993

)

Prior year adjustment - corrections of material errors

4

(78,625

)

-

RETAINED EARNINGS AT END OF YEAR

(1,761,638

)

(1,383,574

)

FIXED ASSETS

Intangible assets

5

13,960

18,275

Tangible assets

6

3,298,656

3,401,906

3,312,616

3,420,181

CURRENT ASSETS

Stocks

97,941

121,119

Debtors

7

392,736

408,617

Cash at bank and in hand

135,127

253,221

625,804

782,957

CREDITORS

Amounts falling due within one year

8

5,586,839

5,586,612

NET CURRENT LIABILITIES

(4,961,035

)

(4,803,655

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(1,648,419

)

(1,383,474

)

PROVISIONS FOR LIABILITIES

113,119

-

NET LIABILITIES

(1,761,538

)

(1,383,474

)

CAPITAL AND RESERVES

Called up share capital

100

100

Retained earnings

(1,761,638

)

(1,383,574

)

SHAREHOLDERS' FUNDS

(1,761,538

)

(1,383,474

)

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were authorised for issue by the Board of Directors and authorised for issue on 13 March 2024 and were signed on its behalf by:

K Bhojwani - Director

1.	STATUTORY INFORMATION

Samadin 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.

The presentation currency of the financial statements is the Pound Sterling (£).

The previous financial period end is shortened to that of the immediate parent under-taking's year-end. Therefore, the comparatives are not entirely comparable.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going concern

The financial statements have been prepared on a going concern basis on the assumption that the company will continue to trade in the foreseeable future. During the year ended 30 April 2023, the company incurred a net loss of £384,414 (as restated 2022: £214,581) and, as of that date, the company's net liabilities were £1,761,538 (as restated 2022: £1,383,474).

The main creditor of the company is the ultimate parent company, which was owed £4,584,161 (2022: £4,580,000) as at year end.The company directors having made appropriate enquiries consider that adequate resources exist for the company to continue in operational existence for the foreseeable future. The company has received confirmation from its parent of continued support to meet its liabilities as they fall due and has received similar confirmation from its ultimate parent company. Therefore, the directors are of the opinion that it is appropriate to adopt the going concern basis in preparing the financial statements.

Related party exemption

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.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Intangible assets

Brand costs - 5 years straight lline

Tangible fixed assets

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

Land and building - Up to lease term on cost

Plant and machinery (inc. fixtures and fittings) - 8 years on cost

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Financial instruments

Financial assets and financial liabilities are recognised in the balance sheet when the company becomes a party to the contractual provisions of the instrument.

Trade and other debtors and creditors are classified as basic financial instruments and measured at initial recognition at transaction price. Debtors and creditors are subsequently measured at amortised cost using the effective interest rate method. A provision is established when there is objective evidence that the company will not be able to collect all amounts due.

Cash and cash equivalents are classified as basic financial instruments and comprise cash in hand and at bank and bank overdrafts which are an integral part of the company's cash management.

Financial liabilities and equity instruments issued by the company are classified in accordance with the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument. An equity instrument is any contract that evidences a residual interest in assets of the company after deducting all of its liabilities. Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Income and Retained Earnings, 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.

Hire purchase and leasing commitments

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

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.

Grants receivables

Government Grants

Government grants are recognised at the fair value of the asset received when there is reasonable assurance that the grants condition will be met and the grants will be received.

A grant that specifies performance condition is recognised in income when the performance conditions are met. Where a grant does not specify performance condition, it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

3.	EMPLOYEES AND DIRECTORS

Period

1/9/21

Year ended

to

30/04/23

30/4/22

£

£

Wages and salaries

1,145,886

1,022,501

Social security costs

121,522

108,995

Other pension costs

23,089

15,420

1,290,497

1,146,916

The average number of employees during the year was as follows:

Period

1/9/21

Year ended

to

30/4/23

30/4/22

Operational

51

49

Administration

3

3

Management

3

3

57

55

4.	PRIOR YEAR ADJUSTMENT

During the year ended 30 April 2023 audit, a review of brought forward intangible assets has taken place. Several items included within intangible assets have been determined to not meet the recognition criteria for intangible fixed assets as stipulated by FRS 102: Section 18. This has resulted in a prior period adjustment being made to write off the previously incorrectly capitalised expenditure to profit or loss. A corresponding adjustment has also been made to write back amortisation previously charged against these items.

Changes to the statement of financial position

As previously

Adjustment at

Adjustment at

As restated at

reported

31-Aug-21

30-Apr-22

30-Apr-22

Fixed assets

Intangible assets

96,900

(90,657

)

12,032

18,275

Total fixed assets

3,498,806

(90,657

)

12,032

3,420,181

Net liabilities

(1,304,849

)

(90,657

)

12,032

(1,383,474

)

Capital and reserves

Retained earnings

(1,304,949

)

(90,657

)

12,032

(1,383,574

)

Changes to the income statement

Period ended 30 April 2022

Loss for the period

(226,613

)

12,032

(214,581

)

The prior year amounts owed to group undertakings in creditors falling due after more than one year of £4,580,000 have also been restated to present these as creditors falling due within one year.

5.	INTANGIBLE FIXED ASSETS

Other

intangible

assets

£

COST

At 1 May 2022

and 30 April 2023

21,568

AMORTISATION

At 1 May 2022

3,293

Charge for year

4,315

At 30 April 2023

7,608

NET BOOK VALUE

At 30 April 2023

13,960

At 30 April 2022

18,275

6.	TANGIBLE FIXED ASSETS

Fixtures

Short

Plant and

and

leasehold

machinery

fittings

Totals

£

£

£

£

COST

At 1 May 2022

2,834,906

395,135

482,456

3,712,497

Additions

166,120

3,756

6,394

176,270

Disposals

(2,500

)

-

(11,010

)

(13,510

)

At 30 April 2023

2,998,526

398,891

477,840

3,875,257

DEPRECIATION

At 1 May 2022

199,549

52,712

58,330

310,591

Charge for year

151,496

54,975

60,479

266,950

Eliminated on disposal

(72

)

-

(868

)

(940

)

At 30 April 2023

350,973

107,687

117,941

576,601

NET BOOK VALUE

At 30 April 2023

2,647,553

291,204

359,899

3,298,656

At 30 April 2022

2,635,357

342,423

424,126

3,401,906

7.

DEBTORS

2023

2022

as restated

£

£

Amounts falling due within one year:

Trade debtors

54,373

49,270

Amounts owed by group undertakings

2,652

9,023

Other debtors

71,711

86,324

128,736

144,617

Amounts falling due after more than one year:

Other debtors

264,000

264,000

Aggregate amounts

392,736

408,617

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2023

2022

as restated

£

£

Trade creditors

178,513

192,887

Amounts owed to group undertakings

5,043,068

5,046,083

Taxation and social security

117,658

83,315

Other creditors

247,600

264,327

5,586,839

5,586,612

9.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2023

2022

as restated

£

£

Within one year

220,000

220,000

Between one and five years

880,000

880,000

In more than five years

2,016,667

2,236,667

3,116,667

3,336,667

10.	DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

The following advances and credits to a director subsisted during the year ended 30 April 2023 and the period ended 30 April 2022:

2023

2022

as restated

£

£

Miss S Nair

Balance outstanding at start of year

-

-

Amounts advanced

5,000

-

Amounts repaid

(2,500

)

-

Amounts written off

-

-

Amounts waived

-

-

Balance outstanding at end of year

2,500

-

11.	ULTIMATE CONTROLLING PARTY

The ultimate controlling party of the company is LSL Holdings Pvt Ltd (formerly Leela Hospitality Pvt Ltd), a company incorporated in India. The financial statements are consolidated in the financial statements of LSL Holdings Pvt Ltd and is available from 703 Leela Business Park, Andheri - Kurla Road, Andheri (East), Mumbai - 400059, India.