ACCOUNTS - Final Accounts preparation

Auditor's remuneration

During the year, the Company obtained the following services from the Company's auditor:

Registered number: 13572625

FIXMART GROUP U.K. LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

FIXMART GROUP U.K. LIMITED

COMPANY INFORMATION

Directors	Mr C Ghinn
	Mr J Ghinn
	Mrs V C Ghinn
	Klic Partners Ltd


Registered number	13572625


Registered office	Unit S
	Springhead Enterprise Park
	Springhead Road
	Northfleet
	Kent
	DA11 8HJ


Independent auditor	MHA
	Victoria Court
	17 - 21 Ashford Road
	Maidstone
	Kent
	ME14 5DA

FIXMART GROUP U.K. LIMITED

CONTENTS

	Page
Strategic report	1 - 2
Directors' report	3 - 4
Independent auditor's report	5 - 8
Statement of comprehensive income	9
Balance sheet	10 - 11
Statement of changes in equity	12
Notes to the financial statements	13 - 21

FIXMART GROUP U.K. LIMITED

STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction

The directors present the strategic report for the year ended 31 December 2024.

Business review

The directors have undertaken a fair review of the business and some of the details are shown in the paragraphs below.
Business environment
The building services and construction sector is a large sector in the UK, and relies on a secure and efficient supply chain. The company is constantly refining its performance in order to meet this challenge, and focus on achieving its targets.
Strategy
As a privately-owned company, it has strong values and holds itself to the highest standards. The business was established in 1977, and the success of the company to date is rooted in excellent service and stock availability of quality products. The company strives to meet the demands of its customers, at the same time as targeting high efficiency and sustainability goals.

Principal risks and uncertainties

Risk acceptance and risk management is continually monitored by means of a framework of policies, procedures and internal controls. All such policies and procedures are overseen by the board of directors and senior management and are constantly under review to comply with statutory regulations and best practice.
The principal risks to the business are the general economic situation in the United Kingdom, with inflationary pressures and low confidence. The company continues to offer credit terms to all established customers and the amount of credit offered is continually monitored in order to lessen the effect of any potential defaults, as well as a level of credit insurance in place.
Development and performance
As an intermediate holding company, the results of Fixmart Group U.K. Ltd are determined by the performance of its wholly owned trading entity, Fixmart Limited.
As noted in the accounts of its subsidiary, the Directors regarded 2024 as an encouraging year, despite a decline in performance compared to 2023. This reduction was primarily driven by an 8.2% decrease in steel prices, which had a direct impact on revenue.
The market experienced significant pressure and uncertainty, compounded by the administration of two major contractors, MJ Lonsdale and ISG, which disrupted several projects and led to periods of reduced demand. Nevertheless, the business continued to demonstrate strong underlying financial and strategic resilience, maintaining its commitment to long-term growth through ongoing investment.

Page 1

FIXMART GROUP U.K. LIMITED

STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

Financial key performance indicators

The directors reported an operating loss of £7,010,137 for the year (2023: £7,021,490 restated).
Income from shares in group undertakings increased by 2.6% to £9,717,207 (2023: £9,473,922 restated)
At the year end, the company had shareholders’ funds of £6,470,427 (2023: £6,480,564). The directors believe the company's position to be satisfactory.

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

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

Mr C Ghinn

Director

Date: 24 September 2025

Page 2

FIXMART GROUP U.K. LIMITED

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

The directors present their report and the financial statements for the year ended 31 December 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;

∙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 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.

Principal activity

The Company’s principal activity is that of an intermediate holding company. Its trading subsidiary is Fixmart Limited, Company number 08147401.

Results and dividends

The profit for the year, after taxation, amounted to £2,707,070 (2023 - £2,452,432).

Ordinary dividends were declared amounting to £2,717,207 (2023: £2,373,914). The directors do not recommend payment of a final dividend.

Directors

The directors who served during the year were:

Mr C Ghinn

Mr J Ghinn

Mrs V C Ghinn

Klic Partners Ltd

Page 3

FIXMART GROUP U.K. LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

Future developments

As stated in the director’s report of Fixmart Ltd, its trading subsidiary, the company continues to perform well and is constantly striving to serve customers with increasing excellent service to enhance performance and customer satisfaction.
The directors believe that there is a very strong foundation and have put together a strategic growth plan for the next three years. They will continue to develop the infrastructure to deliver this on plan.

Disclosure of information to auditor

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 auditor is 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 auditor is aware of that information.

Post balance sheet events

There have been no significant events affecting the Company since the year end.

Auditor

The auditor, MHA, previously traded through the legal entity MacIntyre Hudson LLP. In response to regulatory changes, MacIntyre Hudson LLP ceased to hold an audit registration with the engagement transitioning to MHA Audit Services LLP.
The auditor, MHA, will 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.

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

Mr C Ghinn

Director

Date: 24 September 2025

Page 4

FIXMART GROUP U.K. LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FIXMART GROUP U.K. LIMITED

Opinion

We have audited the financial statements of Fixmart Group U.K. Limited (the 'Company') for the year ended 31 December 2024, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of changes in equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

∙give a true and fair view of the state of the Company's affairs as at 31 December 2024 and of its profit for the year then ended;

∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

∙have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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.

Page 5

FIXMART GROUP U.K. LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FIXMART GROUP U.K. LIMITED (CONTINUED)

Other information

The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinion on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

∙the information given in the 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 3, 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 6

FIXMART GROUP U.K. LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FIXMART GROUP U.K. LIMITED (CONTINUED)

Auditor's 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 Auditor's 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:

∙Enquiry of management and those charged with governance around actual and potential litigation and claims;

∙Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias;

∙Reviewing minutes of meetings of those charged with governance;

∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations; and

∙Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the entity through enquiry and inspection.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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 Auditor's report.

Page 7

FIXMART GROUP U.K. LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FIXMART GROUP U.K. LIMITED (CONTINUED)

Use of our report

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditor's 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.

Duncan Cochrane-Dyet BSc BFP FCA (Senior Statutory Auditor)

for and on behalf of

MHA

Statutory Auditor

Maidstone, United Kingdom

24 September 2025
MHA is the trading name of MHA Audit Services LLP, a limited liability partnership in England and Wales (registered number OC455542).

Page 8

FIXMART GROUP U.K. LIMITED

STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2024

		Unaudited restated
	2024	2023
Note	£	£


Administrative expenses		(10,137)	(21,490)
Loss on restructuring	12	(7,000,000)	(7,000,000)
Operating loss		(7,010,137)	(7,021,490)
Income from shares in group undertakings		9,717,207	9,473,922
Profit before taxation		2,707,070	2,452,432
Profit for the financial year		2,707,070	2,452,432

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

The notes on pages 13 to 21 form part of these financial statements.

Page 9

FIXMART GROUP U.K. LIMITED

REGISTERED NUMBER: 13572625

BALANCE SHEET

AS AT 31 DECEMBER 2024

		Unaudited
	2024	2023
Note	£	£

Fixed assets
Investments	7		7,000,000		7,000,000
			7,000,000		7,000,000
Current assets
Debtors: amounts falling due within one year	8	83,920		87,560
		83,920		87,560
Creditors: amounts falling due within one year	9	(613,493)		(606,996)
Net current liabilities			(529,573)		(519,436)
Total assets less current liabilities			6,470,427		6,480,564
Net assets			6,470,427		6,480,564

Capital and reserves
Called up share capital	10	10,031	10,031
Share premium account	11	83,720	83,720
Other reserves	11	6,300,000	6,300,000
Profit and loss account	11	76,676	86,813
Equity attributable to owners of the parent Company		6,470,427	6,480,564

Page 10

FIXMART GROUP U.K. LIMITED

REGISTERED NUMBER: 13572625

BALANCE SHEET (CONTINUED)

AS AT 31 DECEMBER 2024

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 24 September 2025.

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

Mr C Ghinn

Director

The notes on pages 13 to 21 form part of these financial statements.

Page 11

FIXMART GROUP U.K. LIMITED

STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

	Called up share capital	Share premium account	Other reserves	Profit and loss account (as restated)	Total equity
	£	£	£	£	£
At 1 January 2023	10,011	83,720	6,300,000	1,000,000	7,393,731

Profit for the year	-	-	-	2,452,432	2,452,432
Dividends: Equity capital	-	-	-	(2,373,914)	(2,373,914)
Shares issued during the year	20	-	-	-	20
Distribution of loan write off	-	-	-	(991,705)	(991,705)

At 1 January 2024	10,031	83,720	6,300,000	86,813	6,480,564

Profit for the year	-	-	-	2,707,070	2,707,070
Dividends: Equity capital	-	-	-	(2,717,207)	(2,717,207)
At 31 December 2024	10,031	83,720	6,300,000	76,676	6,470,427

The notes on pages 13 to 21 form part of these financial statements.

Page 12

FIXMART GROUP U.K. LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

1.	General information

Fixmart Group U.K. Limited is a private company limited by shares incorporated in England and Wales. The registered office address can be found on the Company Information page.

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

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

∙the requirements of Section 7 Statement of Cash Flows;

∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);

∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);

∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;

∙the requirements of Section 29 Income tax paragraphs 29.28(b) and 29.29. This is an exemption from certain disclosures in relation to Pillar Two model rules where an entity is, or expects to be, within the scope of the Pillar Two legislation. The exemption is dependent on equivalent disclosures being made in the consolidated financial statements. It is not an exemption from all Pillar Two model rules and disclosures. Qualifying entities are still required to provide disclosures in accordance with paragraph 29.26 (g) and 29.28(a) if Pillar two model rules are applicable;

∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Russland Investments Limited as at 31 December 2024 and these financial statements may be obtained from Unit S, Springhead Road, Northfleet, Gravesend, England, DA11 8HJ.

2.3

Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Page 13

FIXMART GROUP U.K. LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.4

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.5

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.

2.6

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.

2.7

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.

Financial instruments are recognised in the Company's Balance sheet when the Company becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Page 14

FIXMART GROUP U.K. LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.7

Financial instruments (continued)

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

2.8

Dividends

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

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

In the application of the company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Page 15

FIXMART GROUP U.K. LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Fees payable to the Company's auditor for the audit of the Company's financial statements

4,250

Employees

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

	2024	2023
	No.	No.

Directors	3	3



Total current tax	-	-

	Deferred tax
	Total deferred tax	-	-


	Tax on profit	-	-

Page 16

FIXMART GROUP U.K. LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

6.Taxation (continued)

Profit on ordinary activities before tax

2,707,070

2,452,432

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.5 %)	676,768	576,322
Effects of:
Expenses not deductible for tax purposes	1,750,296	1,645,000
Non-taxable income	(2,429,302)	(2,226,372)
Unrelieved tax losses carried forward	-	5,050
Group relief surrendered/(claimed)	7,608	-
Movement in deferred tax not recognised	(5,370)	-
Total tax charge for the year	-	-

7.	Fixed asset investments

		Investments in subsidiary companies
		£
	Cost or valuation
	At 1 January 2024	7,000,000
	Additions	7,000,000
	Disposals	(7,000,000)
	At 31 December 2024	7,000,000

See note 12 for an explanation of the additions and disposals in the year.

Page 17

FIXMART GROUP U.K. LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Subsidiary undertakings
The following were subsidiary undertakings of the Company:
Name	Registered office	Class of shares	Holding

	Fixmart Limited	Unit S Springhead Enterprise Park, Springhead Road, Northfleet, Kent, United Kingdom, DA11 8HJ	Ordinary	100%
	Fixmart Group Holdings Limited	Unit S, Springhead Enterprise Park, Springhead Road, Northfleet, Kent, United Kingdom, DAII 8HJ	Ordinary	100%

Debtors

						Unaudited
					2024	2023
					£	£


Other debtors	83,920	87,560
	83,920	87,560

Amounts owed to group undertakings	606,193	603,714
Other creditors	-	3,282
Accruals and deferred income	7,300	-
	613,493	606,996

Page 18

FIXMART GROUP U.K. LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

10.	Share Capital
		2024	2023
		£	£

1,400 (2023 - 1,400) Ordinary C shares of £1.00 each	1,400	1,400
500 (2023 - 500) Ordinary G shares of £1.00 each	500	500
500 (2023 - 500) Ordinary H shares of £1.00 each	500	500
550 (2023 - 550) Ordinary I shares of £1.00 each	550	550
550 (2023 - 550) Ordinary J shares of £1.00 each	550	550
200 (2023 - 200) Ordinary K shares of £1.00 each	200	200
5,100 (2023 - 5,100) Ordinary L shares of £1.00 each	5,100	5,100
1,000 (2023 - 1,000) Ordinary V shares of £1.00 each	1,000	1,000
1 (2023 - 1) Redeemable share of £1.00	1	1
40 (2023 - 40) S1 shares of £1.00 each	40	40
80 (2023 - 80) S2 shares of £1.00 each	80	80
80 (2023 - 80) S3 shares of £1.00 each	80	80
1 (2023 - 1) W1 share of £1.00	1	1
1 (2023 - 1) W10 share of £1.00	1	1
1 (2023 - 1) W11 share of £1.00	1	1
1 (2023 - 1) W12 share of £1.00	1	1
1 (2023 - 1) W13 share of £1.00	1	1
1 (2023 - 1) W14 share of £1.00	1	1
1 (2023 - 1) W15 share of £1.00	1	1
1 (2023 - 1) W16 share of £1.00	1	1
1 (2023 - 1) W17 share of £1.00	1	1
1 (2023 - 1) W18 share of £1.00	1	1
1 (2023 - 1) W19 share of £1.00	1	1
1 (2023 - 1) W2 share of £1.00	1	1
1 (2023 - 1) W20 share of £1.00	1	1
1 (2023 - 1) W21 share of £1.00	1	1
1 (2023 - 1) W22 share of £1.00	1	1
1 (2023 - 1) W23 share of £1.00	1	1
1 (2023 - 1) W24 share of £1.00	1	1
1 (2023 - 1) W25 share of £1.00	1	1
1 (2023 - 1) W26 share of £1.00	1	1
1 (2023 - 1) W27 share of £1.00	1	1
1 (2023 - 1) W28 share of £1.00	1	1
1 (2023 - 1) W29 share of £1.00	1	1
1 (2023 - 1) W3 share of £1.00	1	1
1 (2023 - 1) W30 share of £1.00	1	1
1 (2023 - 1) W4 share of £1.00	1	1
1 (2023 - 1) W5 share of £1.00	1	1

Page 19

FIXMART GROUP U.K. LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Share Capital (continued)
	2024	2023
	£	£

1 (2023 - 1) W6 share of £1.00	1	1
1 (2023 - 1) W7 share of £1.00	1	1
1 (2023 - 1) W8 share of £1.00	1	1
1 (2023 - 1) W9 share of £1.00	1	1
	10,031	10,031

Each class Ordinary C, Ordinary G, Ordinary H, Ordinary L and Ordinary V carry one vote per share, the remaining classes of share carry no voting rights. The only share classes which are redeemable are the redeemable shares shown in the table above.
The redeemable shares can be redeemed on notice by the company or any holder of the redeemable shares on the first working day following the receipt of such notice.

11.

Reserves

Share premium account

The share premium account represents amounts subscribed for share capital in excess of nominal value.

Other reserves

The other reserves relates to a merger reserve that represents the excess of the company's investment in the subsidiary companies from any consideration and nominal value of the shares over the fair value of the identifiable assets and liabilities acquired as part of the business reconstruction

Profit and loss account

The profit and loss account reflects net gains and losses and transactions with owners not recognised elsewhere.

Page 20

FIXMART GROUP U.K. LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

12.	Restructuring and prior year adjustment

The Company has undertaken a restructuring of its holdings in subsidiaries in 2023 and 2024, whereby the main trading company, Fixmart Limited, has been transferred via a sequence of steps from ownership by intermediary holding companies to direct ownership by the Company. Fixmart Limited has underpinned the investment carrying value of those intermediary holding companies, giving rise to the following accounting entries in these accounts as the restructuring has proceeded:
2023
A prior year adjustment has been raised to recognise a loss of £7 million in relation to the Company's direct investment in Fixmart Group Holdings Limited, when Fixmart Limited was transferred from that company to Fixmart Holdings Limited. Fixmart Group Holdings Limited was subsequently dissolved.
A further prior year adjustment has been raised to recognise the transfer of Fixmart Holdings Limited to the Company as a fixed asset investment via a distribution in specie of £7 million (being the fair value of Fixmart Limited).
These prior year adjustments have no effect on net assets.
2024
During the year, Fixmart Limited was transferred from Fixmart Holdings Limited to the direct ownership of the Company via a dividend in specie of £7m (being the fair value of Fixmart Limited). The Company recognised a loss in respect of its investment in Fixmart Holdings Limited, which was subsequently dissolved.
Fixmart Group Limited was also dissolved but the carrying value of this investments was £nil and no gain or loss was recognised in the statement of comprehensive income.

13.	Related party transactions
	Included in debtors falling due within one year, are loans made to a director of a subsidiary company of £83,290 (2023: £83,290). No interest is being charged on these loans and they are repayable on demand.

14.	Controlling party

Russland Investments Limited is the ultimate and immediate parent company, a Company incorporated in England and Wales. Fixmart Group U.K. Limited results are included in the consolidated accounts of Russland Investments Limited which are available from its registered office at Unit S Springhead Road, Northfleet, Gravesend, England, DA11 8HJ.
In the opinion of the Directors, there is no ultimate controlling party.

Page 21