REGISTERED NUMBER: 09890844 (England and Wales)

Unaudited Financial Statements

for the Year Ended

31 December 2024

for

BXR Holdings Ltd

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

DIRECTORS:

O Sardarova

A C Nicholl

REGISTERED OFFICE:

24 Paddington Street

London

W1U 5QY

REGISTERED NUMBER:

09890844 (England and Wales)

ACCOUNTANTS:

The Rowleys Partnership Ltd

Chartered Accountants

Charnwood House

Harcourt Way

Meridian Business Park

Leicester

Leicestershire

LE19 1WP

FIXED ASSETS

Intangible assets

4

7,233

23,663

Tangible assets

5

1,788,275

1,937,622

Investments

6

512,581

512,581

2,308,089

2,473,866

CURRENT ASSETS

Stocks

37,574

28,977

Debtors

7

630,305

414,081

Cash at bank and in hand

428,848

347,317

1,096,727

790,375

CREDITORS

Amounts falling due within one year

8

2,019,367

2,104,349

NET CURRENT LIABILITIES

(922,640

)

(1,313,974

)

TOTAL ASSETS LESS CURRENT LIABILITIES

1,385,449

1,159,892

CREDITORS

Amounts falling due after more than one year

9

-

83,937

NET ASSETS

1,385,449

1,075,955

CAPITAL AND RESERVES

Called up share capital

11

257

257

Share premium

12

2,899,819

2,899,819

Capital redemption reserve

12

34

34

Other reserves

12

13

13

Retained earnings

12

(1,514,674

)

(1,824,168

)

SHAREHOLDERS' FUNDS

1,385,449

1,075,955

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2024.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2024 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 26 September 2025 and were signed on its behalf by:

A C Nicholl - Director

1.	STATUTORY INFORMATION

BXR Holdings Ltd 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.

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.

Preparation of consolidated financial statements

The financial statements contain information about BXR Holdings Ltd as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Turnover

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

Intangible assets

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

Software and web development costs is being amortised evenly over its 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.

Short leasehold

-

Straight line over 20 years

Plant and machinery

-

15% reducing balance

Fixtures and fittings

-

20% reducing balance

Computer equipment

-

25% on cost

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase, costs of conversion and other costs incurred in bringing stock to its present location and condition. Provision is made for damaged, obsolete and slow-moving stock where appropriate.

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.

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.

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 30 (2023 - 33 ) .

4.	INTANGIBLE FIXED ASSETS

Software

and web

development

costs

£

COST

At 1 January 2024

107,787

Additions

6,410

At 31 December 2024

114,197

AMORTISATION

At 1 January 2024

84,124

Amortisation for year

22,840

At 31 December 2024

106,964

NET BOOK VALUE

At 31 December 2024

7,233

At 31 December 2023

23,663

5.	TANGIBLE FIXED ASSETS

Fixtures

Short

Plant and

and

Computer

leasehold

machinery

fittings

equipment

Totals

£

£

£

£

£

COST

At 1 January 2024

2,809,226

397,781

159,560

18,687

3,385,254

Additions

-

21,299

14,709

2,036

38,044

At 31 December 2024

2,809,226

419,080

174,269

20,723

3,423,298

DEPRECIATION

At 1 January 2024

1,100,979

228,319

108,592

9,742

1,447,632

Charge for year

140,461

28,614

13,135

5,181

187,391

At 31 December 2024

1,241,440

256,933

121,727

14,923

1,635,023

NET BOOK VALUE

At 31 December 2024

1,567,786

162,147

52,542

5,800

1,788,275

At 31 December 2023

1,708,247

169,462

50,968

8,945

1,937,622

6.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 January 2024

and 31 December 2024

512,581

NET BOOK VALUE

At 31 December 2024

512,581

At 31 December 2023

512,581

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.24

31.12.23

£

£

Trade debtors

44,629

12,960

Amounts owed by group undertakings

39,298

12,586

Other debtors

252,470

254,850

Prepayments

293,908

133,685

630,305

414,081

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.24

31.12.23

£

£

Bank loans and overdrafts

75,267

36,236

Hire purchase contracts

15,937

18,957

Trade creditors

113,586

143,584

Social security and other taxes

18,594

20,742

VAT

62,161

53,591

Other creditors

804,401

899,839

Directors' current accounts

348,749

386,475

Accruals and deferred income

580,672

544,925

2,019,367

2,104,349

9.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

31.12.24

31.12.23

£

£

Bank loans - 1-2 years

-

36,000

Bank loans - 2-5 years

-

32,000

Hire purchase contracts

-

15,937

-

83,937

10.	SECURED DEBTS

The following secured debts are included within creditors:

31.12.24

31.12.23

£

£

Bank loans

75,031

104,000

Hire purchase contracts

15,937

34,894

90,968

138,894

The bank loans are in relation to a fixed and floating charge over all assets held by the company.

The hire purchase contracts are secured against the assets in which the liability relates.

11.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.12.24

31.12.23

value:

£

£

8,617

Ordinary

£0.01

86

86

10,000

A Ordinary

£0.01

100

100

7,083

Founder Ordinary

£0.01

71

71

257

257

12.

RESERVES

Capital

Retained

Share

redemption

Other

earnings

premium

reserve

reserves

Totals

£

£

£

£

£

At 1 January 2024

(1,824,168

)

2,899,819

34

13

1,075,698

Profit for the year

309,494

309,494

At 31 December 2024

(1,514,674

)

2,899,819

34

13

1,385,192

13.	OTHER FINANCIAL COMMITMENTS

The company had total guarantees and commitments relating to leases at the balance sheet date of £5,829,860 (2023 - £6,198,890).

14.	RELATED PARTY DISCLOSURES

Included in other creditors is an amount of £287,466 (2023: £400,000) owed to M Sardarova, who was a director of the company but resigned on 14 March 2022. The loan is repayable on demand. During the year the company was charged an amount of £10,459 (2023: £9,000) which represented interest in respect of this loan. The accrued interest was charged at a rate of 3% per annum on the principal balance.

Included in other creditors is an amount of £270,353 (2023: £286,488) owed to O Sardarova, a director of the company. The loan is repayable on demand. During the year the company was charged an amount of £8,522 (2023: £6,000) which represented interest in respect of this loan. The accrued interest was charged at a rate of 3% per annum on the principal balance.

Also included in other creditors is an amount of £78,396 (2023: £99,987) owed to A Nicholl, a director of the company. The loan is repayable on demand. During the year the company was charged an amount of £2,949 (2023: £21,604) which represented interest in respect of this loan. The accrued interest was charged at a rate of 3% per annum on the principal balance.

Included in debtors is an amount of £44,096 (2023: £748,939) owed from Sweat CW Ltd, a group company. Sweat CW Ltd is in the process of liquidation and it is anticipated that the debt will not be recoverable. Therefore, a provision for bad debt has been provided and included in intercompany bad debts.

Included in debtors is an amount of £39,498 (2023: £12,785) owed from BXR City Ltd, a group company.

15.	SHARE-BASED PAYMENT TRANSACTIONS

The company set up an Enterprise Management Incentive share option scheme on 30 October 2019. Mr A Nicholl a director of the company was granted share options to acquire Ordinary shares in the capital of the company. The total number of options granted was 4,309.

1,285 of the options were to be excercised immediately and 3,024 of the options will vest in full on exit.

The exercise price is £0.01 per share which was the estimated value of the company's shares on 30 October 2019.

1,285 options were excercised on 17 December 2019 with the amount of £12.85 paid in full.

16.	CONVERTIBLE LOAN NOTE

The company entered into a convertible loan agreement and received £500,000 which is included in other creditors. The loan and accrued interest will convert into shares in the capital of the company on the conversion date being 16 April 2026. During the year the company was charged an amount of £35,000 (2023: £35,000) which represents interest in respect of this loan. The accrued interest was charged at a rate of 7% per annum on the principal balance per the convertible loan agreement.