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REGISTERED NUMBER: 07176978 (England and Wales)












REPORT OF THE DIRECTORS AND

AUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

FOR

EBCO LIMITED

EBCO LIMITED (REGISTERED NUMBER: 07176978)






CONTENTS OF THE FINANCIAL STATEMENTS
for the year ended 31 March 2025




Page

Company Information 1

Report of the Directors 2

Report of the Independent Auditors 4

Income Statement 7

Balance Sheet 8

Notes to the Financial Statements 9


EBCO LIMITED

COMPANY INFORMATION
for the year ended 31 March 2025







DIRECTORS: S M Mishra
R Ramanathan
D B Kataria



REGISTERED OFFICE: Building 201
6th Street
Stoneleigh Park
Kenilworth
Warwickshire
CV8 2LG



REGISTERED NUMBER: 07176978 (England and Wales)



AUDITORS: HB&O Ltd
Chartered Accountants and Statutory Auditor
Highdown House
11 Highdown Road
Leamington Spa
Warwickshire
CV31 1XT



BANKERS: HSBC
Level 30
8 Canada Square
London
E14 5HQ

EBCO LIMITED (REGISTERED NUMBER: 07176978)

REPORT OF THE DIRECTORS
for the year ended 31 March 2025

The directors present their report with the financial statements of the company for the year ended 31 March 2025.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of buying and selling of electric bikes.

REVIEW OF BUSINESS
EBCO provides mobility solutions through E-Bikes, across the Adventure, Urban and City bike segments. The Company offers quality products at affordable pricing through its network of retail partners.

During the year, TVS Motor (Singapore) Pte Limited acquired the remaining 30% stake in EBCO making it a wholly owned subsidiary.

The sales for FY 2025 are impacted by the overall market conditions and excess inventory in the industry.

With its actions on reducing inventory, the introduction of new products and adding retail partners, EBCO is well placed to capture additional market share in FY 2026.

DIRECTORS
S M Mishra has held office during the whole of the period from 1 April 2024 to the date of this report.

Other changes in directors holding office are as follows:

R Ramanathan - appointed 26 March 2025
D B Kataria - appointed 26 March 2025

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 ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.


EBCO LIMITED (REGISTERED NUMBER: 07176978)

REPORT OF THE DIRECTORS
for the year ended 31 March 2025

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:





R Ramanathan - Director


28 April 2025

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
EBCO LIMITED

Opinion
We have audited the financial statements of EBCO Limited (the 'company') for the year ended 31 March 2025 which comprise the Income Statement, Balance Sheet and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the company's affairs as at 31 March 2025 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 UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern
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. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Report of the Directors has been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
EBCO LIMITED


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
- the financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit; or
- the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors
As explained more fully in the 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

- Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness;
- Reviewing minutes of meetings of those charged with governance; and
- Enquiry of management to identify any instances of non-compliance with laws and regulations.

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.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
EBCO LIMITED


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.




Mark Ashfield BA FCA (Senior Statutory Auditor)
for and on behalf of HB&O Ltd
Chartered Accountants and Statutory Auditor
Highdown House
11 Highdown Road
Leamington Spa
Warwickshire
CV31 1XT

29 April 2025

EBCO LIMITED (REGISTERED NUMBER: 07176978)

INCOME STATEMENT
for the year ended 31 March 2025

2025 2024
Notes £    £   

TURNOVER 1,128,268 635,011

Cost of sales 1,509,943 815,792
GROSS LOSS (381,675 ) (180,781 )

Administrative expenses 976,473 987,371
(1,358,148 ) (1,168,152 )

Other operating income 16,636 -
OPERATING LOSS 4 (1,341,512 ) (1,168,152 )


Interest payable and similar expenses 252,448 197,509
LOSS BEFORE TAXATION (1,593,960 ) (1,365,661 )

Tax on loss - -
LOSS FOR THE FINANCIAL YEAR (1,593,960 ) (1,365,661 )

EBCO LIMITED (REGISTERED NUMBER: 07176978)

BALANCE SHEET
31 March 2025

2025 2024
Notes £    £    £   
FIXED ASSETS
Intangible assets 5 44,270 59,954
Tangible assets 6 5,715 11,026
49,985 70,980

CURRENT ASSETS
Stocks 7 1,284,230 2,769,582
Debtors 8 408,175 329,146
Cash in hand 250 -
1,692,655 3,098,728
CREDITORS
Amounts falling due within one year 9 1,913,683 5,586,791
NET CURRENT LIABILITIES (221,028 ) (2,488,063 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

(171,043

)

(2,417,083

)

CAPITAL AND RESERVES
Called up share capital 11 2,020 100
Share premium 12 4,058,050 219,970
Retained earnings 12 (4,231,113 ) (2,637,153 )
(171,043 ) (2,417,083 )

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

The financial statements were approved by the Board of Directors and authorised for issue on 28 April 2025 and were signed on its behalf by:





R Ramanathan - Director


EBCO LIMITED (REGISTERED NUMBER: 07176978)

NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2025

1. STATUTORY INFORMATION

EBCO 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 (£).


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.

The accounts have been prepared in accordance with applicable accounting standards. The principal accounting policies adopted in the preparation of the financial statements are set out below and have remained unchanged from the previous year.

Going concern
The company has made significant losses in the current financial year as it has been investing in advertising and additional staffing costs to accommodate future sales of a new bike range that is due to be launched. At the balance sheet date the company had net current liabilities of £221,028 (2024 - £2,488,063) and total net liabilities of £171,043 (2024 - £2,417,083).

Management have prepared cashflow forecasts and undertaken a review of the future financing requirements on the basis of both the expected further investment required into the next financial year as well as for ongoing operations of the company. Management are satisfied that sufficient cash facilities have been secured from its bankers and from the parent company to meet its working capital requirements for at least 12 months following the date of approval of these financial statements.

The parent company has expressed its willingness to continue to support the company with working capital as and when required. The directors and shareholders are therefore both confident that the company has adequate resources and working capital to continue in operational existence for the foreseeable future to meet its ongoing liabilities.

The financial statements have therefore been prepared on the going concern basis.

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.

EBCO LIMITED (REGISTERED NUMBER: 07176978)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 March 2025

2. ACCOUNTING POLICIES - continued

Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Goodwill
Goodwill is the difference between amounts paid on the acquisition of the trade and assets of a business and the fair value of the identifiable assets and liabilities acquired. For each acquisition, its goodwill is amortised to the profit and loss account over its estimated economic life of five years.

Intangible assets
Intangible assets are recognised at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the initial cost can be measured reliably.

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measure at cost less any accumulated amortisation and any accumulated impairment losses.

Website, trademarks, and branding are being amortised evenly over their estimated useful life of five years.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Plant & machinery - 15% on reducing balance
Fixtures & fittings - 33% on cost
Office equipment - 33% on cost

EBCO LIMITED (REGISTERED NUMBER: 07176978)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 March 2025

2. ACCOUNTING POLICIES - continued

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

Goods in transit
Amounts are recognised as part of goods in transit when the risks and rewards of the stock have transferred and the goods have been shipped but not yet delivered.

At each reporting date, an assessment is made for stock impairment and obsolescence as well as estimated warranty provisions:

Impairment
Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit and loss. Reversals of impairment losses are also recognised in profit or loss.

Warranty provisions
A provision of estimated future parts to be supplied under the standard two year bike warranties will be made at the reporting date each year, based upon a percentage of sales. Any such warranty provision will be recognised as such in profit and loss. Reversals of warranty provisions are also recognised in profit or loss.

Stock obsolescence provisions
At each balance sheet date the directors assess stock for obsolescence, with any such provision being calculated based upon an estimate of the remaining life of the stock held at the balance sheet date. Any provision of stock obsolescence will be recognised in profit or loss.

Financial instruments
Loans and borrowings are initially recognised at the transaction price including transaction costs. Subsequently, they are measured at amortised cost using the effective interest rate method, less impairment.

Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the income statement.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


EBCO LIMITED (REGISTERED NUMBER: 07176978)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 March 2025

2. ACCOUNTING POLICIES - continued
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.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 8 (2024 - 10 ) .

4. OPERATING LOSS

The operating loss is stated after charging:

2025 2024
£    £   
Depreciation - owned assets 5,311 4,016
Goodwill amortisation - 3,750
Website, trademarks and branding amortisation 15,684 14,624
Auditors' remuneration 11,000 9,000

EBCO LIMITED (REGISTERED NUMBER: 07176978)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 March 2025

5. INTANGIBLE FIXED ASSETS
Website,
trademarks
and
Goodwill branding Totals
£    £    £   
COST
At 1 April 2024
and 31 March 2025 25,000 114,412 139,412
AMORTISATION
At 1 April 2024 25,000 54,458 79,458
Amortisation for year - 15,684 15,684
At 31 March 2025 25,000 70,142 95,142
NET BOOK VALUE
At 31 March 2025 - 44,270 44,270
At 31 March 2024 - 59,954 59,954

6. TANGIBLE FIXED ASSETS
Plant & Fixtures Office
machinery & fittings equipment Totals
£    £    £    £   
COST
At 1 April 2024
and 31 March 2025 15,000 3,064 19,135 37,199
DEPRECIATION
At 1 April 2024 8,816 3,064 14,293 26,173
Charge for year 1,002 - 4,309 5,311
At 31 March 2025 9,818 3,064 18,602 31,484
NET BOOK VALUE
At 31 March 2025 5,182 - 533 5,715
At 31 March 2024 6,184 - 4,842 11,026

7. STOCKS
2025 2024
£    £   
Raw materials 18,044 22,986
Finished goods 1,266,186 2,746,596
1,284,230 2,769,582

EBCO LIMITED (REGISTERED NUMBER: 07176978)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 March 2025

8. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2025 2024
£    £   
Trade debtors 335,364 287,843
Other debtors 72,811 41,303
408,175 329,146

9. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2025 2024
£    £   
Bank loans and overdrafts 1,369,756 1,937,034
Trade creditors 335,185 243,686
Amounts owed to related parties 1,930 3,141,930
Taxation and social security 56,968 38,210
Other creditors 149,844 225,931
1,913,683 5,586,791

During the year, the company ordered a shipment of e-bikes which were damaged in transit amounting to £105,764 and are subject to an insurance claim at the year end. The company is confident of receiving the full insurance payout and have provided against this invoice. The trade creditors have been reduced by a further £300,915 due to the company rejecting three shipments of e-bikes arising from quality issues. The bikes have been returned to the supplier and they believe they have no obligation to pay for them. A further £13,576 has been provided for relating to ancillary costs of receiving the faulty bikes that the company also expect to be refunded.

Amounts owed to related parties has reduced considerably during the year, due to a convertible debt upon issue of 1,920 Ordinary £1 shares, payable at a premium of £1,999 per share, with the debt being applied in paying up the shares in full, thus reducing the company of its liability to repay the debt to the equivalent value of £3,840,000.

10. SECURED DEBTS

The following secured debts are included within creditors:

2025 2024
£    £   
Bank overdrafts 1,369,756 1,937,034
Invoice factoring 254,430 173,201
1,624,186 2,110,235

The invoice factoring liability within trade creditors above, is secured by a fixed and floating charge over the undertaking and all property and assets present and future, including goodwill, book debts, uncalled capital, buildings, fixtures, fixed plant and machinery.

11. CALLED UP SHARE CAPITAL

During the year, there was an allotment of 1,920 Ordinary £1 shares, paid at a premium of £1,999 per share. The shares were issued to the TVS Motor (Singapore) Pte Ltd and it was agreed that the issue of the shares will reduce the Company's liability to repay the debt to the parent company by £3,840,000. The debt shall be applied in paying up the shares which releases the company from its liability to repay the debt of the aforementioned value.

EBCO LIMITED (REGISTERED NUMBER: 07176978)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 March 2025

12. RESERVES
Retained Share
earnings premium Totals
£    £    £   

At 1 April 2024 (2,637,153 ) 219,970 (2,417,183 )
Deficit for the year (1,593,960 ) - (1,593,960 )
Cash share issue - 3,838,080 3,838,080
At 31 March 2025 (4,231,113 ) 4,058,050 (173,063 )

Retained earnings
Retained earnings represent cumulative retained profits and losses from incorporation.

Share premium
This balance represents the excess paid over the nominal value of the share capital of the company upon issuing the ordinary shares.

13. PENSION COMMITMENTS

The company operates defined contribution pension schemes in respect of certain employees. The schemes and their assets are held by independent managers. Contributions payable by the company to the pension scheme for the year amounted to £11,552 (2024 - £7,073).

The outstanding pension contributions due from the company and amounted to £2,000 (2024 - £2,140).

14. ULTIMATE CONTROLLING PARTY

During the year, TVS Motor (Singapore) Pte Ltd, acquired the remaining 30% shareholding in the company. At the balance sheet date the company was 100% owned by TVS Motor (Singapore) Pte Ltd, a company incorporated in Singapore.

The ultimate parent company was TVS Motor Company Limited, a listed company incorporated in India. This company is the parent of the smallest group for which consolidated accounts are drawn up of which the company is a member. The registered office is Chaitanya No. 12, Khader Nawaz Khan Road, Nungambakkam, Chennai 600006, Tamil Nadu, India.

15. CONTROLLING INTERESTS

The directors are considered to be the ultimate controlling parties by virtue of their ability to act in concert in respect of the financial and operating policies of the company.