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Registered number: 02772838









M & I Materials Limited









Annual Report and Financial Statements

For the year ended 31 March 2024

 
M & I Materials Limited
 
 
Company Information


Directors
G J Salt 
S P Sheard (resigned 30 September 2024)
C J Salt (resigned 8 May 2024)
E C M Salt-Melis (resigned 8 May 2024)
S R Burns (appointed 24 September 2024)




Registered number
02772838



Registered office
Hibernia Way
Trafford Park

Manchester

Greater Manchester

M32 0ZD




Independent auditors
Hurst Accountants Limited
Chartered Accountants & Statutory Auditors

3 Stockport Exchange

Stockport

SK1 3GG





 
M & I Materials Limited
 

Contents



Page
Strategic report
1 - 3
Directors' report
4 - 7
Independent auditors' report
8 - 11
Statement of comprehensive income
12
Balance sheet
13
Statement of changes in equity
14
Statement of cash flows
15 - 16
Analysis of net debt
17
Notes to the financial statements
18 - 35


 
M & I Materials Limited
 
 
Strategic Report
For the year ended 31 March 2024

Introduction
 
The directors present their strategic report together with the audited financial statements for the year ended 31 March 2024.

Business review
 
The year ended 31 March 2024 marked a significant milestone in the journey of M&I Materials Ltd. On 31 December 2023, the MIDEL and MIVOLT business, being fire-safe, biodegradable esters for transformers and electrical systems, was sold to Shell UK Limited. Originally established within GEC plc in the 1970s, the business has thrived under private ownership, with shareholders taking a long-term, strategic view.
With this long-term vision, making sustained investment in innovation, technical expertise, manufacturing and commercial development, a world-class global business was built. Significant opportunities lie ahead for MIDEL and MIVOLT, and Shell is well positioned to capitalise on them, building on the strong foundation laid to date.
Following the sale, M&I Materials is now focused on its continuing operations, which comprise four core product areas: Apiezon, Metrosil, Wolfmet, and Performance Biolubricants. Each of the brands operates in specialist materials markets with strong growth potential. The products are trusted by world-class customers including Boeing, Siemens, Hitachi, CERN, and NASA.  In an increasingly complex and fast-changing world, being a specialist materials manufacturer with a global reach offers an exciting platform for future development.
Financial key performance indicators are shown below:


Continuing              2024
£'000
Discontinued 2024
£'000
Total
2024
£'000
Continuing
2023 
£'000
Discontinued 2023
£'000
Total
2023
£'000
Turnover
16,391
57,353
73,744
12,181
77,853
90,034
Gross profit
5,019
19,359
24,378
3,615
19,872
23,487
Operating profit/(loss)  pre-exceptionals

1,127

11,480

12,607

(17)

10,463

10,447
Deal related exceptionals

(32,573)

(595)

(33,168)

-

-

-
Operating profit/(loss) post exceptionals

(31,446)

10,885

(20,561)

(17)

10,463

10,447
Net assets
12,579
-
12,579
33,192
-
33,192
Bank balance
5,355
-
5,355
10,687
-
10,687

Discontinued Operations – MIDEL and MIVOLT
The results for the year ended 31 March 2024 include nine months of trading for the MIDEL and MIVOLT business, in contrast to a full twelve-month period in the previous financial year. During this nine-month period, the business generated revenue of £57.0 million and an operating profit of £11.5 million. This compares with revenue of £77.9 million and an operating profit of £10.5 million in the year ended 31 March 2023. 
These figures reflect the long-term global growth in demand for MIDEL products and demonstrate improved profitability.
 
Page 1

 
M & I Materials Limited
 

Strategic Report (continued)
For the year ended 31 March 2024


Continuing Operations – Apiezon, Performance Biolubricants, Metrosil, Wolfmet
The Continuing Operations delivered excellent growth in the financial year, with revenue increasing by 34.6% year-on-year to reach £16.4 million. This growth was broad-based across all product lines, with particularly strong performance in the energy and scientific research sectors. Sales into the aerospace market also continued their upward trajectory and exceeded pre-COVID levels.
Exports grew year-on-year across all key markets, including Europe, the Middle East, and the Asia-Pacific region, alongside continued strength in the UK market.
Increased sales volumes led to greater operational leverage and productivity improvements, which drove a strong recovery in profitability. Operating Profit Before Exceptional Items improved significantly, rising from a loss of £17k in the prior year to a profit of £1.1 million in the year to 31st March 2024.
As at 31 March 2024, the company reported net assets of £12.6 million, which included £5.3 million in cash reserves. This robust financial position provides a solid foundation for continued investment in strategic priorities such as innovation, global expansion, and enhanced manufacturing capabilities.
Exceptional Items
The transaction to sell MIDEL and MIVOLT was completed through a Capital Reduction Demerger, whereby related assets were written down to nil book value (see Note 13 of the Financial Statements).
Operational Developments
At the end of financial year reported, plans to relocate Apiezon, Metrosil and Performance Biolubricants to a purpose-configured manufacturing facility were in the process of being executed.  This project has a key operational focus, providing an efficient production platform and positions us for future growth. The facility will enable us to scale operations significantly through future investments.
Future Strategy
Central to all strategy and plans is the customer.  M&I Materials is organised and strives to deliver what the customer and the wider market requires, be that over short or long-term time horizons.
The shareholder continues to take a long-term view of the business, recognising strong growth potential across the portfolio, and investing accordingly.  
The company’s strategic plan is focused on three core pillars:
1. 
Capability – Ensuring we have the skills, infrastructure, and expertise to meet customer demands.
2. 
Profitability – Driving long-term value creation through growth and operational efficiency.
3. 
Sustainability – Embedding environmental and social responsibility, governance and longevity in how we operate        and innovate.
In the short to medium term, our focus is on managing change following the divestment and building resilience to meet customer and market needs. Over the longer term, we plan to invest in innovation and the growth of our existing products, aiming to deliver sustainable and profitable growth.

Page 2

 
M & I Materials Limited
 

Strategic Report (continued)
For the year ended 31 March 2024

Directors' statement of compliance with duty to promote the success of the Company
 
M&I Materials prepares both long-term and annual plans which are reviewed during the year by the Board for progress. To further promote the continued long-term success of the organisation, we actively engage with our stakeholders this allows us to grow and execute our strategy; we consider the impact we have on them as well as what they consider important when developing our plans for future success. M&I Materials employees are its key to success, and we actively engage through regular communication forums. We participate with our customers in technical and commercial collaborations whilst with wider industry we are active in trade associations and in the setting of industry standards. We collaborate with Innovate UK and academia globally to promote technological understanding.
As part of its long-term growth strategy M&I Materials recognises its responsibility and role to help create a more sustainable future for all. We collaborate with our customers, supply chain and other stakeholders to determine how best we can fulfil our responsibilities in relation to Environmental, Societal and Governance objectives. The products we offer can support our customers in meeting their responsibilities and we continually evaluate the way in which we operate to optimise the impact we have.

Principal risks and uncertainties
 
M&I Materials’ robust performance coupled with its diversified portfolio of products and strong end market sectors demonstrate the resilience of its business model. This should position the business to progress despite recessionary concerns caused by inflationary headwinds and ongoing geo-political uncertainties.
The business maintains its position of prioritising the health and wellbeing of its employees and is evolving its work practices in line with emerging regional requirements.
The company trades in Sterling, US dollars and Euros, and is exposed to exchange movements. The company attempts to establish natural currency hedges between purchases and sales wherever commercially possible.
The company carries out an annual risk register review of all major risks the business faces and takes action to mitigate risk where it is appropriate to do so. Where any subsequent net risk exposure is deemed to be high, insurance is considered to minimise any impact should an unforeseen event occur.

Other key performance indicators
 
The company uses a range of financial and non-financial measures to monitor its performance against its strategic plans. The indicators cover Sustainability, Health & Safety, Environment, Customer Satisfaction, Employee Development, Financial Performance, Operations Performance and Fulfilment, Quality, and Innovation. These indicators provide the Board and Executive Management with leading indicators of future performance.


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



G J Salt
Director
Date: 27 March 2025

Page 3

 
M & I Materials Limited
 
 
 
Directors' Report
For the year ended 31 March 2024

The directors present their report and the financial statements for the year ended 31 March 2024.

Directors' responsibilities statement

The directors are responsible for preparing the strategic report, the directors' report 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 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 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 for the Company's financial statements and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

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

Results and dividends

The loss for the year, after taxation, amounted to £20,612,705 (2023 - profit £8,451,918).

The loss for the year included Exceptional expenses related to sale of the MIDEL and MIVOLT businesses of (£33,167,970). 
The directors do not recommend the payment of a final dividend.

Directors

The directors who served during the year were:

G J Salt 
S P Sheard (resigned 30 September 2024)
C J Salt (resigned 8 May 2024)
E C M Salt-Melis (resigned 8 May 2024)

Environmental matters

The Company will seek to minimise adverse impacts on the environment from its activities, whilst continuing to address health, safety and economic issues. The Company has complied with all applicable legislation and regulations.

Page 4

 
M & I Materials Limited
 
 
 
Directors' Report (continued)
For the year ended 31 March 2024

Future developments

Following the Capital Reduction Demerger and subsequent sale to Shell of the MIDEL and MIVOLT businesses on the 31st December 2023, M&I Materials entered into a Transition Services agreement with Shell UK to support it through the integration process. At the same time M&I Materials successfully relocated its Apiezon, Performance Biolubricants and Metrosil businesses to a new site at Centenary Park in Manchester. We are currently finalising terms on a new site for our Wolfmet business, which is scheduled to be relocated during FY2025/26.
Further to a strategic review of the business,  the M&I Materials Holdings group was wholly acquired by G J Salt on 8th May 2024, with him becoming the ultimate person with significant control. M&I Materials will now focus upon its core businesses investing in business development activities, new products developments and manufacturing capability. These businesses trade under the brands of Apiezon, Metrosil, Wolfmet and Performance Biolubricants with products used by customers such as Boeing, CERN, and NASA.

Financial instruments

The group's approach to the use of financial instruments is addressed in the Strategic Report.

Research and development activities

The group continues to invest in research and development using its market insights for the purpose of creating products to generate value for our customers.

Greenhouse gas emissions, energy consumption and energy efficiency action

M&I Materials report energy and carbon data for the year ended 31st March 2024 in accordance with Streamlined Energy and Carbon Reporting (SECR) under The Companies (Directors' Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018.

Quantification and Reporting Methodology 
We have used the World Business Council for Sustainable Development/World Resources Institute Greenhouse Gas Reporting Protocol Corporate Accounting and Reporting Standard (revised edition), and emission factors from the UK Government’s GHG Conversion Factors for Company Reporting 2023. We have used the financial control approach to set our organisational boundary.
Scope 1 emissions associated with LPG and Diesel use for this reporting period were unavailable. The emissions associated with these fuels are minor sources of emissions within M&I Materials overall footprint and it was therefore deemed acceptable to estimate both the LPG and Diesel consumption by apportioning the totals from the 2022/23 reporting year for 2023/24 using the production totals as proxy. 
Scope 2 emissions above have been reported using both the market-based method for purchasing renewable electricity and the location-based method for UK grid electricity. M&I Materials purchase 100% renewable electricity via a Power Purchase Agreement (PPA). All the electricity purchased is Renewable Energy Guarantees of Origin (REGO) backed. The electricity supplier advises that using the market-based method, M&I Materials’ Scope 2 emissions are zero.
Page 5

 
M & I Materials Limited
 
 
 
Directors' Report (continued)
For the year ended 31 March 2024


UK energy use and greenhouse gas emissions 
We have measured and reported on the majority of M&I Materials’ scope 1 and scope 2 greenhouse gas emissions. Where we have been unable to measure and report emissions, we plan to improve our data collection in the coming 2024/25 financial year to complete the scope of our reporting in the future. The data we are unable to report at this time is the fuel used by vehicles operated for business use/business travel and the associated greenhouse gas emissions.
The Group's greenhouse gas emissions and energy consumption are as follows:
 

UK Energy Use
Greenhouse Gas Emissions

2022/23
2023/24
2022/23
2023/24
Scope 1 (Direct emissions)
16.3 GWh
13.5 GWh
2,884 tonnes CO2e
2.558 tonnes CO2e
Scope 2 
(Location-based indirect emissions)
5.6 GWh
5.0 GWh
1,082 tonnes CO2e
1,038 tonnes CO2e
Annual Total
21.9 GWh
18.5 GWh
3,967 tonnes CO2e
3,596 tonnes CO2e
Intensity Ratio 
(Tonnes of CO2e per £1m of Turnover)
-
-
44.1
48.8
Scope 2 
(Market-based indirect emissions)
-
-
0 tonnes CO2e
0 tonnes CO2e

Energy efficiency measures 
M&I Materials seeks to improve energy efficiency on an ongoing basis in accordance with our Environmental Policy Statement. In the year 2023/24 this has included the following measures:

Ongoing Replacement and installation program for more efficient Process Pumps.
Changed company car policy and ongoing investment to update its fleet to electric vehicles.
Feasibility investigation into more energy efficient furnacing equipment.
Investment in a heat recovery project to further improve plant energy efficiency.
Feasibility investigation into the use of Solar and Battery Energy Storage Systems at new manufacturing site.

Disclosure of information to auditors

Each of the persons who are directors at the time when this directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director 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's auditors are aware of that information.

Page 6

 
M & I Materials Limited
 
 
 
Directors' Report (continued)
For the year ended 31 March 2024

Post balance sheet events

Following the Capital Reduction Demerger and subsequent sale to Shell of the MIDEL and MIVOLT businesses on the 31st December 2023, M&I Materials entered into a Transition Services agreement with Shell UK to support it through the integration process. At the same time M&I Materials successfully relocated its Apiezon, Performance Biolubricants and Metrosil businesses to a new site at Centenary Park in Manchester. We are currently finalising terms on a new site for our Wolfmet business, which is scheduled to be relocated during FY2025/26.
M&I Materials will now focus upon its core businesses investing in business development activities, new products developments and manufacturing capability. These businesses trade under the brands of Apiezon, Metrosil, Wolfmet and Performance Biolubricants with products used by customers such as Boeing, CERN, and NASA.

Auditors

The auditorsHurst Accountants Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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



G J Salt
Director

Date: 27 March 2025

Page 7

 
M & I Materials Limited
 
 
 
Independent Auditors' Report to the Members of M & I Materials Limited
 

Opinion


We have audited the financial statements of M & I Materials Limited (the 'Company') for the year ended 31 March 2024, which comprise the statement of comprehensive income, the balance sheet, the statement of cash flows, the statement of changes in equity and the related notes, including a summary of significant accounting policiesThe 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 31 March 2024 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 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 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 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 other information comprises the information included in the Annual Report other than the financial statements and our auditors' report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Page 8

 
M & I Materials Limited
 
 
 
Independent Auditors' Report to the Members of M & I Materials Limited (continued)


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 strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' 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 Company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' 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, 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.


Responsibilities of directors
 

As explained more fully in the directors' responsibilities statement set out on page 4, 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 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 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.


Page 9

 
M & I Materials Limited
 
 
 
Independent Auditors' Report to the Members of M & I Materials Limited (continued)


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 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:

Identifying and assessing potential risks related to irregularities 
In identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following: 

The nature of the industry and sector in which the company operates; the control environment and business performance including key drivers for directors' remuneration, bonus levels and performance targets.
The outcome of enquiries of management, including whether management was aware of any instances of non-compliance with laws and regulations, and whether management had knowledge of any actual, suspected, or alleged fraud.
Supporting documentation relating to the Company's policies and procedures for:
°Identifying, evaluating, and complying with laws and regulations
°Detecting and responding to the risks of fraud 
The internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations. 
The outcome of discussions amongst the engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud. 
The legal and regulatory framework in which the Company operates, particularly those laws and regulations which have a direct effect on the financial statements, such as the Companies Act 2006, pensions and tax legislation, or which had a fundamental effect on the operations of the Company, including General Data Protection requirements, and Anti-bribery and Corruption. 

Audit response to risks identified 
Our procedures to respond to the risks identified included the following: 

Reviewing the financial statements disclosures and testing to supporting documentation to assess compliance with the provisions of those relevant laws and regulations which have a direct effect on the financial statements.
Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud.
Evaluation of the operating effectiveness of management’s controls designed to prevent and detect irregularities.
Enquiring of management about any actual and potential litigation and claims.
Performing analytical procedures to identify any unusual or unexpected relationships which may indicate risks of material misstatement due to fraud. 
Page 10

 
M & I Materials Limited
 
 
 
Independent Auditors' Report to the Members of M & I Materials Limited (continued)


We have also considered the risk of fraud through management override of controls by: 
 
Testing the appropriateness of journal entries and other adjustments. 
Challenging assumptions made by management in their significant accounting estimates, and assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and
Evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business. 

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. 
There are inherent limitations in the audit procedures described above, and the further removed non-compliance with laws and regulations are from the events and transactions reflected in the financial statements, the less likely we would become aware of them.  Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. 


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.


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 2006Our 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.



Anthony Woodings (senior statutory auditor)
for and on behalf of
Hurst Accountants Limited
Chartered Accountants & Statutory Auditors
3 Stockport Exchange
Stockport
SK1 3GG

27 March 2025
Page 11

 
M & I Materials Limited
 
 
Statement of Comprehensive Income
For the year ended 31 March 2024

Continuing operations
Discontinued operations
Total
Continuing operations
Discontinued operations
Total
2024
2024
2024
2023
2023
2023
Note
£
£
£
£
£
£

  

Turnover
 4 
16,391,117
57,352,456
73,743,573
12,180,902
77,852,976
90,033,878

Cost of sales
  
(11,372,218)
(37,993,114)
(49,365,332)
(8,565,957)
(57,980,512)
(66,546,469)

Gross profit
  
5,018,899
19,359,342
24,378,241
3,614,945
19,872,464
23,487,409

Distribution costs
  
(2,282,410)
(3,027,029)
(5,309,439)
(3,305,251)
(4,701,932)
(8,007,183)

Administrative expenses
  
(1,609,741)
(5,316,603)
(6,926,344)
(326,302)
(5,296,838)
(5,623,140)

Exceptional administrative expenses
 13 
(32,572,999)
(594,971)
(33,167,970)
-
-
-

Other operating income
 5 
-
464,289
464,289
-
589,804
589,804

Operating (loss)/profit
 6 
(31,446,251)
10,885,028
(20,561,223)
(16,608)
10,463,498
10,446,890

Interest receivable and similar income
 10 
12,675
44,351
57,026
9,338
59,681
69,019

Interest payable and similar expenses
 11 
(3,001)
(10,500)
(13,501)
(6,254)
(39,974)
(46,228)

(Loss)/profit before tax
  
(31,436,577)
10,918,879
(20,517,698)
(13,524)
10,483,205
10,469,681

Tax on (loss)/profit
 12 
791,993
(887,000)
(95,007)
2,570
(2,020,333)
(2,017,763)

(Loss)/profit for the financial year
  
(30,644,584)
10,031,879
(20,612,705)
(10,954)
8,462,872
8,451,918

There was no other comprehensive income for 2024 (2023:£NIL).

The notes on pages 18 to 35 form part of these financial statements.

Page 12

 
M & I Materials Limited
Registered number: 02772838

Balance Sheet
As at 31 March 2024

2024
2023
Note
£
£

Fixed assets
  

Tangible assets
 14 
2,234,665
11,523,530

Investments
 15 
100
16,028

  
2,234,765
11,539,558

Current assets
  

Stocks
 16 
4,811,288
9,066,010

Debtors: amounts falling due within one year
 17 
4,230,414
24,519,033

Cash at bank and in hand
 18 
5,355,268
10,687,177

  
14,396,970
44,272,220

Creditors: amounts falling due within one year
 19 
(3,708,732)
(20,147,345)

Net current assets
  
 
 
10,688,238
 
 
24,124,875

Total assets less current liabilities
  
12,923,003
35,664,433

Creditors: amounts falling due after more than one year
 20 
-
(903,009)

Provisions for liabilities
  

Deferred tax
 23 
(343,640)
(1,569,356)

  
 
 
(343,640)
 
 
(1,569,356)

Net assets
  
12,579,363
33,192,068


Capital and reserves
  

Called up share capital 
 24 
881
881

Capital redemption reserve
 25 
120
120

Profit and loss account
 25 
12,578,362
33,191,067

  
12,579,363
33,192,068


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


G J Salt
Director

Date: 27 March 2025

The notes on pages 18 to 35 form part of these financial statements.

Page 13

 
M & I Materials Limited
 

Statement of Changes in Equity
For the year ended 31 March 2024


Called up share capital
Capital redemption reserve
Profit and loss account
Total equity

£
£
£
£

At 1 April 2023
881
120
33,191,067
33,192,068


Comprehensive income for the year

Loss for the year
-
-
(20,612,705)
(20,612,705)
Total comprehensive income for the year
-
-
(20,612,705)
(20,612,705)


At 31 March 2024
881
120
12,578,362
12,579,363


The notes on pages 18 to 35 form part of these financial statements.


Statement of Changes in Equity
For the year ended 31 March 2023


Called up share capital
Capital redemption reserve
Profit and loss account
Total equity

£
£
£
£

At 1 April 2022
881
120
24,739,149
24,740,150


Comprehensive income for the year

Profit for the year
-
-
8,451,918
8,451,918
Total comprehensive income for the year
-
-
8,451,918
8,451,918


At 31 March 2023
881
120
33,191,067
33,192,068


The notes on pages 18 to 35 form part of these financial statements.

Page 14

 
M & I Materials Limited
 

Statement of Cash Flows
For the year ended 31 March 2024

2024
2023
£
£

Cash flows from operating activities

(Loss)/profit for the financial year
(20,612,705)
8,451,918

Adjustments for:

Depreciation of tangible assets
1,974,008
1,207,752

Intercompany loan waiver
30,323,329
-

Government grants
(464,289)
(589,804)

Interest paid
13,501
46,228

Interest received
(57,026)
(69,019)

Taxation charge
95,007
2,014,544

Decrease/(increase) in stocks
338,039
(2,059,632)

Decrease/(increase) in debtors
1,064,929
(10,837,229)

Decrease/(increase) in amounts owed by groups
2,931,028
(86,353)

(Decrease)/increase in creditors
(4,851,248)
7,649,277

(Decrease)/increase in amounts owed to groups
(1,075,697)
669,277

Corporation tax (paid)/received
(1,956,371)
-

Net cash generated from operating activities

7,722,505
6,396,959


Cash flows from investing activities

Purchase of tangible fixed assets
(2,942,363)
(2,021,227)

Sale of tangible fixed assets
-
37,689

Government grants received
464,289
589,804

Disposal of MIDEL/MIVOLT
(9,679,348)
-

Interest received
42,907
69,019

Associates interest received
14,119
-

Net cash used in investing activities

(12,100,396)
(1,324,715)

Cash flows from financing activities

Repayment of loans
(940,333)
(144,667)

Interest paid
(13,501)
(46,228)

Net cash used in financing activities
(953,834)
(190,895)

Net (decrease)/increase in cash and cash equivalents
(5,331,725)
4,881,349

Cash and cash equivalents at beginning of year
10,686,993
5,805,644

Cash and cash equivalents at the end of year
5,355,268
10,686,993
Page 15

 
M & I Materials Limited
 

Statement of Cash Flows (continued)
For the year ended 31 March 2024


2024
2023

£
£



Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
5,355,268
10,687,177

Bank overdrafts
-
(184)

5,355,268
10,686,993


The notes on pages 18 to 35 form part of these financial statements.

Page 16

 
M & I Materials Limited
 

Analysis of Net Debt
For the year ended 31 March 2024





At 1 April 2023
Cash flows
Acquisition and disposal of subsidiaries
At 31 March 2024
£

£

£

£

Cash at bank and in hand

10,687,177

4,347,439

(9,679,348)

5,355,268

Bank overdrafts

(184)

184

-

-

Debt due after 1 year

(795,666)

795,666

-

-

Debt due within 1 year

(144,667)

144,667

-

-


9,746,660
5,287,956
(9,679,348)
5,355,268

The notes on pages 18 to 35 form part of these financial statements.

Page 17

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024

1.


General information

M & I Materials Limited is a private company limited by share capital, incorporated in England and Wales, company number 02772838. The address of the registered office and principal place of business is Hibernia Way, Trafford Park, Manchester, M32 0ZD. 
The principal activity of the company is the development, manufacture and sale of Apiezon Performance Chemicals, Metrosil Ceramic Resistors, MIDEL Dielectric Fluids, Wolfmet Tungsten Alloys and MIVOLT Liquid Immersion Cooling.
On 26 November 2023, the following business units, MIDEL Dielectric Fluids and MIVOLT Liquid Immersion transferred into it's own entity M&I Materials Developments Limited. M&I Materials Developments Limited ultimately became part of Dielectric Fluids Holdings on 12 December 2023 and was subsequently sold to Shell U.K. Limited on 31 December 2023. 

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

The following principal accounting policies have been applied:

 
2.2

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

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.

Page 18

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024

2.Accounting policies (continued)

 
2.3

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue 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 revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Company has transferred the significant risks and rewards of ownership to the buyer;
the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Company 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.

 
2.4

Operating leases: the Company as lessee

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

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.5

Research and development

Research and development expenditure is recognised as an expense in the year in which it is incurred. 

 
2.6

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 statement of comprehensive income in the same period as the related expenditure.

 
2.7

Interest income

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

 
2.8

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.

Page 19

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024

2.Accounting policies (continued)

 
2.9

Borrowing costs

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

 
2.10

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company 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 Company in independently administered funds.

 
2.11

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. 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 operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

 
2.12

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.

Page 20

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024

2.Accounting policies (continued)

 
2.13

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:

Freehold property
-
25 Years
Plant and machinery
-
3 to 10 years
Fixtures and fittings
-
3 to 10 years

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.

 
2.14

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.15

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.

 
2.16

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.

 
2.17

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 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 Company's cash management.

Page 21

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024

2.Accounting policies (continued)

 
2.18

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.

 
2.19

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.20

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
The company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable.
Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. 
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 Statement of comprehensive income.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
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.
Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

Page 22

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The key sources of estimation uncertainty and critical accounting judgements in applying the company's policies are as follows:
Provision for obsolete and slow moving stock
The company reviews its stocks to assess loss on account for obsolescence on a regular basis. In determining whether provision for obsolescence should be recorded in the income statement, the company makes judgements as to whether there is any observable data indicating that there is any future saleability of the product and the estimated net realisable value for such product. Accordingly, provision for impairment is made where the net realisable value is less than the cost based on best estimates by the management. The provision for obsolescence of stock is based on the ageing and historical sales pattern.
As at 31 March 2024 the stock held by the company totalled £4,811,288 (2023: £9,066,010).
Recoverability of trade debtors
The company has recognised trade debtors with a carrying value of £3,821,538 (2023: £18,352,558). The recoverability of trade debtors is regularly reviewed in the light of the available economic information specific to each debtor and specific provisions are recognised for balances considered to be at risk or irrecoverable.


4.


Turnover

The whole of the turnover is attributable to the principal activity of the group.

Analysis of turnover by country of destination:

2024
2023
£
£

United Kingdom
5,710,681
6,432,490

Rest of the world
68,032,892
83,601,388

73,743,573
90,033,878



5.


Other operating income

2024
2023
£
£

Government grants receivable
464,289
589,804


Page 23

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024

6.


Operating (loss)/profit

The operating (loss)/profit is stated after charging:

2024
2023
£
£

Research & development charged as an expense
-
244,078

Exchange differences
625,378
(564,137)

Depreciation and impairment
1,974,008
1,207,752


7.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors and their associates:


2024
2023
£
£

Fees payable to the Company's auditors and their associates for the audit of the Company's financial statements
47,700
39,475

Fees payable to the Company's auditors and their associates in respect of:

Audit-related assurance services
15,400
5,975

Taxation compliance services
29,000
3,950

All taxation advisory services not included above
103,093
-

Corporate finance services not included above
149,289
-

All non-audit services not included above
44,656
-

Page 24

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024

8.


Employees

Staff costs, including directors' remuneration, were as follows:


2024
2023
£
£

Wages and salaries
7,958,055
8,292,743

Social security costs
735,989
762,040

Cost of defined contribution scheme
368,451
358,802

9,062,495
9,413,585


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


        2024
        2023
            No.
            No.







Commercial, technical and administration
89
97



Production
77
77

166
174


9.


Directors' remuneration

2024
2023
£
£

Directors' emoluments
1,038,086
543,463

Company contributions to defined contribution pension schemes
6,171
4,935

1,044,257
548,398


During the year retirement benefits were accruing to 1 director (2023 - 1) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £647,459 (2023 - £317,944).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £907 (2023 - £NIL).

Page 25

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024

10.


Interest receivable

2024
2023
£
£


Interest on mortgage residual balance
14,119
-

Other interest receivable
42,907
69,019

57,026
69,019


11.


Interest payable and similar expenses

2024
2023
£
£


Bank interest payable
13,501
46,228

13,501
46,228


12.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
1,397,671
1,025,083

Adjustments in respect of previous periods
(76,948)
413,835


1,320,723
1,438,918

Foreign tax


Foreign tax on income for the year
-
3,219

-
3,219

Total current tax
1,320,723
1,442,137

Deferred tax


Origination and reversal of timing differences
(1,225,716)
575,626

Total deferred tax
(1,225,716)
575,626


Tax on (loss)/profit
95,007
2,017,763
Page 26

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024
 
12.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - higher than) the standard rate of corporation tax in the UK of 25% (2023 - 19%). The differences are explained below:

2024
2023
£
£


(Loss)/profit on ordinary activities before tax
(20,517,698)
10,469,681


(Loss)/profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 19%)
(5,129,425)
1,989,239

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
8,476,590
100,417

Depreciation on non-qualifying assets
-
14,060

Fixed asset differences
6,309
-

Adjustments to tax charge in respect of prior periods
(76,948)
413,835

Other tax adjustments, reliefs and transfers
(1,526,901)
-

Patent box additional deduction
(1,452,801)
(485,350)

FRS102 change in basis
-
(4,355)

Adjustment in research and development tax credit leading to an increase (decrease) in the tax charge
(167,251)
(282,969)

Adjustment for changes in deferred tax rates
-
373,378

Income not taxable for tax purposes
(20,825)
-

Overseas tax
-
6,438

Other differences leading to an increase (decrease) in the tax charge
(13,741)
(106,930)

Total tax charge for the year
95,007
2,017,763


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 27

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024

13.


Exceptional items

2024
2023
£
£


Exceptional items
33,167,970
-

33,167,970
-

M&I Materials Development Limited was set up to hive out Midel and Mivolt from M&I Materials Limited. As part of the hive out, an intercompany balance was created and subsequently written off.  
The amount written-off of £30m has been recognised in the profit and loss account under Administrative Expenses.
An additional £2,249k has also been included as an exceptional item relating to a one off completion bonus and £595k relating to legal and professional fees.  
The corresponding intercompany balances have been removed from the balance sheet. 


14.


Tangible fixed assets





Freehold property
Plant and machinery
Fixtures and fittings
Total

£
£
£
£



Cost or valuation


At 1 April 2023
3,397,837
22,973,615
1,769,443
28,140,895


Additions
-
2,293,952
648,411
2,942,363


Disposals
(3,397,837)
(18,003,985)
(496,952)
(21,898,774)



At 31 March 2024

-
7,263,582
1,920,902
9,184,484



Depreciation


At 1 April 2023
911,272
14,215,870
1,490,223
16,617,365


Charge for the year
66,409
1,860,812
46,787
1,974,008


Disposals
(977,681)
(10,287,049)
(376,824)
(11,641,554)



At 31 March 2024

-
5,789,633
1,160,186
6,949,819



Net book value



At 31 March 2024
-
1,473,949
760,716
2,234,665



At 31 March 2023
2,486,565
8,757,745
279,220
11,523,530

Page 28

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024

15.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 April 2023
16,028


Disposals
(15,928)



At 31 March 2024
100





Subsidiary undertaking


The following was a subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Apiezon Products Limited
Hibernia Way 
Trafford Park
M32 0ZD
Ordinary
99%


16.


Stocks

2024
2023
£
£

Raw materials and consumables
1,596,854
2,207,226

Work in progress (goods to be sold)
2,478,294
2,065,688

Finished goods and goods for resale
736,140
4,793,096

4,811,288
9,066,010


An impairment charge of £560,262 (2023: gain of £133,744) was recognised in cost of sales in respect of adjustments made to the provision for slow moving and obsolete stock. 

Page 29

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024

17.


Debtors

2024
2023
£
£


Trade debtors
3,821,538
18,352,558

Amounts owed by group undertakings
-
2,931,028

Other debtors
262,022
2,539,384

Prepayments and accrued income
146,854
696,063

4,230,414
24,519,033


An impairment gain of £192,747 (2023: loss of £64,534) was recognised against trade debtors. 


18.


Cash and cash equivalents

2024
2023
£
£

Cash at bank and in hand
5,355,268
10,687,177

Less: bank overdrafts
-
(184)

5,355,268
10,686,993



19.


Creditors: Amounts falling due within one year

2024
2023
£
£

Bank overdrafts
-
184

Bank loans
-
144,667

Trade creditors
475,014
11,541,263

Amounts owed to group undertakings
100
1,075,797

Corporation tax
389,435
1,025,083

Other taxation and social security
222,990
203,336

Other creditors
2,449,838
4,787,393

Accruals and deferred income
168,100
1,367,588

Financial instruments
3,255
2,034

3,708,732
20,147,345


Page 30

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024

20.


Creditors: Amounts falling due after more than one year

2024
2023
£
£

Bank loans
-
795,666

Accruals and deferred income
-
107,343

-
903,009



21.


Loans


Analysis of the maturity of loans is given below:


2024
2023
£
£

Amounts falling due within one year

Bank loans
-
144,667


-
144,667

Amounts falling due 1-2 years

Bank loans
-
144,667


-
144,667

Amounts falling due 2-5 years

Bank loans
-
434,000


-
434,000

Amounts falling due after more than 5 years

Bank loans
-
216,999

-
216,999

-
940,333


Page 31

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024

22.


Financial instruments

2024
2023
£
£



Financial liabilities


Derivative financial instruments measured at fair value through profit or loss
(3,255)
(2,034)


Derivative financial instruments measured at fair value through profit or loss comprise of fair value gains/(losses) on forward contracts. 


23.


Deferred taxation




2024


£






At beginning of year
(1,569,356)


Charged to profit or loss
(243,322)


Release from the profit or loss on transferred assets
1,469,038



At end of year
(343,640)

The provision for deferred taxation is made up as follows:

2024
2023
£
£


Accelerated capital allowances
(362,034)
(1,668,527)

Other timing differences
18,394
99,171

(343,640)
(1,569,356)

Page 32

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024

24.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



880 (2023 - 880) Ordinary A shares of £1.00 each
880
880
100 (2023 - 100) Ordinary B shares of £0.01 each
1
1
1 (2023 - 1) Ordinary C share of £0.01
-
-

881

881

Ordinary A shares have attached to them 49% on aggregate of voting rights, dividends and capital distribution.
Ordinary B shares have attached to them non-voting rights, dividend and capital distribution.
Ordinary C shares have attached to them 51% on aggregate of voting rights, the shares carry no dividend or capital distribution.



25.


Reserves

Capital redemption reserve
Comprises the nominal value of own shares purchased by the company.
Profit and loss account
Comprises all current and prior year retained profits and losses.

Page 33

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024

26.


Discontinued operations

On 26 November 2023, the following business units, MIDEL Dielectric Fluids and MIVOLT Liquid Immersion were transferred into a separate entity, M&I Materials Developments Limited. M&I Materials Developments Limited ultimately became part of Dielectric Fluids Holdings on 12 December 2023 and was subsequently sold to Shell U.K. Limited on 31 December 2023.

£


Intercompany waiver
(30,323,329)

(30,323,329)

Net assets disposed of:


Tangible fixed assets
10,273,147

Stocks
3,916,684

Debtors
16,292,662

Bank
9,679,348

Creditors
(9,838,512)

 
 
(30,323,329)

Profit on disposal before tax
-

£


Cash transferred on disposal
9,679,348

Net inflow of cash
9,679,348


27.


Pension commitments

The company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £368,451 (2023: £358,802). Contributions totalling £51,087 (2023: £65,603) were payable to the fund at the balance sheet date and are included in creditors. 

Page 34

 
M & I Materials Limited
 
 
 
Notes to the Financial Statements
For the year ended 31 March 2024

28.


Commitments under operating leases

At 31 March 2024 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2024
2023
£
£


Not later than 1 year
238,140
-

Later than 1 year and not later than 5 years
1,143,072
-

Later than 5 years
1,428,840
-

2,810,052
-


29.


Related party transactions

The directors have chosen not to disclose transactions entered into with other companies wholly owned within the group as permitted under FRS 102 paragraph 33.1A.
The company consider key management personnel to be the directors. See note 9 for director's remuneration. 


30.


Controlling party

The immediate and ultimate parent undertaking is M&I Materials Holdings Limited, company number 14883974.
The company's ultimate controlling party is G Salt, a director of the company. 

 
Page 35