M.B.C. Limited

	Page
Balance Sheet	1
Notes to the Financial Statements	2—3

Registered number: 02266529

		2024		2023
	Notes	£	£	£	£
Creditors: Amounts Falling Due Within One Year	4	(251,223,703 )		(251,132,074 )

NET CURRENT ASSETS (LIABILITIES)			(251,223,703 )		(251,132,074 )

TOTAL ASSETS LESS CURRENT LIABILITIES			(251,223,703 )		(251,132,074 )

NET LIABILITIES			(251,223,703 )		(251,132,074 )

CAPITAL AND RESERVES
Called up share capital	5		13,500,000		13,500,000
Profit and Loss Account			(264,723,703 )		(264,632,074 )

SHAREHOLDERS' FUNDS			(251,223,703)		(251,132,074)

For the year ending 31 December 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The company has taken advantage of section 444(1) of the Companies Act 2006 and opted not to deliver to the registrar a copy of the company's Profit and Loss Account.

On behalf of the board

Mr Mohammed Ibrahim Alibrahim Director	Mr Waleed Ibrahim Albrahim Director	Mr Abdullah Hassan Masry Director
22/09/2025

The notes on pages 2 to 3 form part of these financial statements.

1. General Information

M.B.C. Limited is a private company, limited by shares, incorporated in England & Wales, registered number 02266529 . The registered office is The St Botolph Building , 138, Houndsditch, London , EC3A 7AR.

2. Accounting Policies

2.1. Basis of Preparation of Financial Statements

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

2.2. Going Concern Disclosure

In 2002, MBC ceased trading. The Directors intend to liquidate the Company in the near future and therefore the Financial Statements have been presented on a break up basis.

3. Average Number of Employees

Average number of employees, including directors, during the year was: 3 (2023: 3)

4. Creditors: Amounts Falling Due Within One Year

	2024	2023
	£	£
Trade creditors	463,269	463,227
Accruals and deferred income	40,833	8,604
Amounts owed to group undertakings	15,218,040	15,158,682
Amounts owed to parent undertaking	71,334,979	71,334,979
Amounts owed to shareholders	164,166,582	164,166,582

	251,223,703	251,132,074

In addition, a loan of £71,334,979 from ARA Group International Limited (the ultimate parent undertaking) and the balances of £164,166,582 represent additional shareholders’ loans certain of which have no defined repayment dates and bear a one off interest charge of 10%, applied pro-rata from the date of the loan to the end of the year in which the loans were granted. The Company’s bankers hold a Deed of Charge over credit balances held by the Company with the bank.

5. Share Capital

	2024	2023
	£	£
Allotted, Called up and fully paid	13,500,000	13,500,000

Authorised Share Capital £50,000,000 - (2023 -£50,000,000)

15,000,000 ordinary A shares of £1 each £15,000,000 £15,000,000

15,000,000 ordinary B shares of £1 each £15,000,000 £15,000,000

8,000,000 ordinary C shares of £1 each £8,000,000 £8,000,000

4,000,000 ordinary D shares of £1 each £4,000,000 £4,000,000

4,000,000 ordinary E shares of £1 each £4,000,000 £4,000,000

4,000,000 ordinary F shares of £1 each £4,000,000 £4,000,000

The rights attached to all classes of ordinary shares of the Company are set out below:

Dividend rights

Rights to dividends on all classes of ordinary shares are dictated by the regulations in Table

A of the Companies Act 1985.

Priority and amounts receivable on winding up

The priority of allocation, and the amounts receivable on a winding up are dictated by the regulations contained in Table A of the Companies Act 1985, with application to all classes of share, subject to the inclusion of the amendment prescribed by the Articles of Association to regulation 117, that the words “with the like sanction” to be inserted immediately before the words “value any assets”.

Voting rights

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M.B.C. Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2024

5. Share Capital - continued

All shareholders, upon a poll, shall have one vote for every share, whatever class. Each class of share carries the respective voting rights and rights to appoint and remove Directors, and be subject to the restrictions of transfer herein provided but in each case and in all other aspects shall rank pari passu.

Exemption has been prescribed by the Articles of Association, that no ‘A’ shareholder shall be entitled to vote on a resolution for the appointment or removal of a ‘B’ or ‘C’ Director, and no ‘B’ shareholder shall be entitled to vote on a resolution for the appointment or removal of an ‘A’ or ‘C’ Director, and no ‘C’ shareholder shall be entitled to vote on a resolution for the appointment or removal of an ‘A’ or ‘B’ Director.

6. Related Party Transactions

There were no transactions with the Directors of MBC Limited.

Balances outstanding with group companies at the end of the year are set out in notes 7.

7. Ultimate Controlling Party

The Directors consider the ultimate parent undertaking and controlling party throughout the year and the preceding year to be ARA Group International Limited, a Company incorporated in Saudi Arabia. The parent undertaking of the smallest and largest group of undertakings for which group Financial Statements are drawn up and of which the Company is a member is ARA Group International Limited.

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