REGISTERED NUMBER: 03613529 (England and Wales)

GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED

31 DECEMBER 2024

FOR

CARMEL CLOTHING LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

6

Report of the Independent Auditors

9

Consolidated Statement of Comprehensive Income

13

Consolidated Balance Sheet

14

Company Balance Sheet

15

Consolidated Statement of Changes in Equity

16

Company Statement of Changes in Equity

17

Consolidated Cash Flow Statement

18

Notes to the Consolidated Cash Flow Statement

19

Notes to the Consolidated Financial Statements

20

DIRECTORS:

C P Adshead

S L Blayne

D E Edwards

R Elias

H Fox

D Jacobs

SECRETARY:

R Elias

REGISTERED OFFICE:

Unit 1, 55-57 Holmes Road

London

NW5 3AN

REGISTERED NUMBER:

03613529 (England and Wales)

AUDITORS:

Melinek Fine LLP

Chartered Accountants

Statutory Auditors

First Floor, Winston House

349 Regents Park Road

London

N3 1DH

The directors present their strategic report of the company and the group for the year ended 31 December 2024.

REVIEW OF BUSINESS

The principal activity of the company and group continued to be that of a global fashion design and manufacturing brand; providing a supplier solution for retailers world-wide specialising in women, men and children's fashion across all product areas including outerwear, tailoring, softs and jersey.

The consolidated statement of comprehensive income is set out on page 14 and shows the profit for the year.

During the year under review, turnover was $85,105,537 (2023:$78,420,403).

Carmel Clothing is a global design, fashion, and manufacturing brand supplying retailers around the world through a network of international offices. Working closely with customers we engineer and create products through focused design and innovative sourcing.

As a complete one-stop supplier solution we offer key fashion trends against all product divisions within ladies and children's wear areas. A strong track record and financial stability even in the most uncertain times have given our customers and suppliers confidence in aligning themselves with Carmel. We will continue to deliver the perfect supply solution to all our customers

underpinned by key elements:

- Pricing and Sourcing.

- Quality and Control.

- Delivery Solutions.

- Ethics and Compliance.

- Technology Advancements.

The success of the business is based on innovative design and the strength of our long-term relationships with both our customers and our suppliers.

The company has continued to maintain strong control over cost and working capital. During the year the company continued to make use of the vendor financing scheme's offered by a couple of our larger customers.

The directors are pleased with the performance of the company under the current economic conditions. The company has continued to be active in the management of its overheads.

The Board believe the continued focus on product quality and maintaining strong relationships with customers and suppliers will allow the company to take advantage of future opportunities as they arise whilst at the same time maintaining tight control over costs with the continuing economic uncertainty.

The directors are optimistic about 2025, however the business remains mindful and cautious about the UK economy and beyond given the current inflationary pressures.

PRINCIPAL RISKS AND UNCERTAINTIES

Financial Risk Management

The board of directors recognise that there is a strategic risk from market disruption within the industry. The proper controls have been established and these are monitored regularly to ensure that we minimise any potential disruption to the business. This includes offering our customers short, medium, and long lead time production from a variety of production bases and diversification of product. We retain the support of our funders to support liquidity and this is supported by advanced cash flow management.

Credit Risk

The company has policies that require the appropriate credit checks on new and existing customers. This is monitored on a monthly basis. Where appropriate a credit insurance policy is put in place and again exposure is monitored formally by the CFO and CEO on a monthly basis. Limits of exposure for each customer are set and must be adhered to by the sales division.

At a local level, a monthly review of the trade receivables' ageing analysis is undertaken and customers' credit is reassessed periodically. Existing customers that become "high risk" as a result of the periodic reassessment are placed on a restricted customer list and future credit sales are made only with approval of the local management, otherwise payment in advance is required. As is increasingly common in the industry, in recent times it's becoming increasingly difficult to find insurance in the sector, at similar levels to prior years.

Foreign Currency Risk

The vast majority of the company's income and expenditure is in USD and this protects the company against currency fluctuations.

Where appropriate currency is hedged forward to again protect against any currency fluctuations.

Liquidity Risk

Liquidity risk arises from the company management of working capital. It is the risk that the company will encounter difficulty in meeting its financial obligations as they fall due.

The Board receives rolling forward projections on a monthly basis as well as information regarding cash balances. At the end of the financial year, these projections indicated that the company expected to have sufficient liquid resources to meet its obligations under all reasonably expected circumstances.

Price Risk

Expenditure made by the Group is authorised by management prior to it being made in order to ensure that goods and services are obtained at competitive prices.

SECTION 172(1) STATEMENT

Statement by the directors in performance of their statutory duties in accordance with s172 (1) Companies Act 2006.

The Directors in line with their duties under s172 of the Companies Act 2006 always act in accordance with a commitment to promote the success of the company. As part of any decision-making process: the long-term impact on key stakeholders which includes our employees in all offices, factories, suppliers, customers, regulators, and funders are fully considered. An understanding of key stakeholder's business environment, goals and challenges are essential to fully analyse the impact of any decision, and this is achieved by engaging directly and strong communication. The Directors also identify principal risks facing the business on an ongoing basis, approaching decision making underpinned by risk management and core values to ensure strong financial results are achieved.

Carmel's Board has a clear framework for managing the business and decision making. When making decisions, each Director ensures that they act in the way they consider, in good faith, that would most likely promote the Company's success.

(a) The likely consequences of any decision in the long-term.

The directors understand the business and the evolving environment in which the company operates. Teams work globally to ensure all factors are considered fully, and any restructuring and system investments are designed to strengthen the company's position and longevity.

(b) The interests of the company's employees.

The directors recognise that the success of the business depends on attracting, retaining, and motivating high quality employees. The directors consider the implications of decisions which may affect their perception as a responsible employer, on determining remuneration and benefits, and on providing a healthy and safe workplace environment. The Carmel Culture is an integral part of the company's success, and this includes training, development, and promotion opportunities for all staff as well as a holistic approach to staff management providing mentoring and support as required. Promotion from within is the first choice and continues to motivate and inspire as well as making good business sense.

(c) The need to foster business relationships with suppliers, customers, and key stakeholders.

The directors seek to promote strong mutually beneficial relationships with customers, factories, suppliers, regulators, and authorities. Such general principles are critical in the delivery of the company's strategy. All directors are involved in the building of key relationships globally and this is overseen by the CEO and forms part of monthly/quarterly board updates. This includes meetings at director level with all partners on a regular basis as well as strong local relationships facilitated by the presence of Carmel Senior Managers at our international offices.

(d) The impact of the company's operations on the community and the environment.

The company is committed to understanding the interests of these stakeholder groups. The directors receive information on these topics on a periodic basis to provide relevant information for specific board decisions. We also ensure that all our global offices primarily employ local staff. This includes working with local organisations to promote ethical and sustainable trading. Carmel set up its own charity 'The Carmel Foundation' which was launched in 2019 as part of its commitment to impact the community positively.

(e) The desirability of the company maintaining a reputation for high standards of business conduct.

The directors recognise the importance of acting in ways which promote high standards of business conduct both within and outside the office. The board annually reviews and approves clear operating frameworks for conduct, and this is highlighted in a Carmel Staff.

Manual and Code of Conduct. This applies to conduct within the business and in relationship to conduct with key stakeholders of the business including factories, suppliers, and financial partners.

(f) The need to act fairly as between members of the company

The directors aim to act fairly between the company's members when delivering the company's strategy and board decisions are made at arm's length. This is reviewed when we set our annual strategy at the beginning of each year at Board Level and is overseen by the CEO and CFO on an ongoing basis.

KEY PERFORMANCE INDICATORS

The Directors believe that by continuing to focus on strong customer and supplier relationships and by continuing to put a high emphasis on design and product development, the business should be able to maintain its position within the tailoring, outerwear, jersey and soft separates markets.

The business continues to invest in IT to facilitate the focus of cutting edge design and improved working practices. In the opinion of the directors, trading volumes and profitability are key success factors, and so they consider turnover and gross profit, operating profit and shareholders funds to be the business KPIs and set out below:

Financial indicators:

2024

2023

$'000

$'000

Turnover

85,105

78,420

Gross profit

12,961

10,892

Non-financial indicators:

Average number of employees - 2024:151 2023:160

The continued efforts and support of the experienced and dedicated team of employees has ensured that the group has continued to invest in its market leading range of products.

ON BEHALF OF THE BOARD:

H Fox - Director

4 November 2025

The directors present their report with the financial statements of the company and the group for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was that of The principal activity of the company and group continued to be that of a global fashion design and manufacturing brand; providing a supplier solution for retailers world-wide specialising in women, men and children's fashion across all product areas including outerwear, tailoring, softs and jersey.

Branches

Carmel's foreign branches are listed as follows:

- Carmel Clothing Limited - Vietnam Representative Office (Vietnam)

- Carmel Clothing Limited - (Liaison Office) (Sri Lanka)

- Carmel Clothing Limited - Reprezentanta (Romania)

- Carmel Clothing Limited - (Bangladesh)

DIVIDENDS

The total distribution of dividends for the year ended 31 December 2024 was $600,000 (2023 - $653,233).

FUTURE DEVELOPMENTS

Our future plans for the business will see an expansion of commodity types and production options, as well as working with new customers and new divisions within existing customers.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report.

C P Adshead

S L Blayne

D E Edwards

R Elias

D Jacobs

Other changes in directors holding office are as follows:

H Fox - appointed 11 December 2024

E Marlow - resigned 11 December 2024

CHARITABLE DONATIONS AND EXPENDITURE

During the year, the company made total charitable donations of $52,975 (2023:$46,473)

STAKEHOLDERS’ RELATIONSHIP

The director's engagement with customers, factories, suppliers, the regulators and authorities are critical in the delivery of the company's strategy. All directors are involved in building key relationships globally and this is overseen by the CEO and forms part of monthly/quarterly board updates. See the s172 statement in the Strategic Report for further detail.

ENGAGEMENT WITH EMPLOYEES

Employment of disabled persons

The company is committed to a policy of recruitment and promotion on the basis of aptitude and ability without discrimination of any kind. Particular attention is given to the training and promotion of disabled employees to ensure that their career development is not unfairly restricted by their disability, or perceptions of it.

ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS

COMMUNITIES AND ENVIRONMENT

We recognise that our decisions can have a wider impact on the communities we operate in, both locally and nationally, our working practices and policies consider environmental, social and economic factors in order to make a positive contribution to the community. The partners within our local businesses are involved with their local communities, whether that be through sponsorship, fundraising events and supporting local initiatives.

STATEMENT OF CORPORATE GOVERNANCE ARRANGEMENTS

Due to the nature and size of the company the directors fulfil their duties by utilising a governance framework and they delegate the day-to-day decision making to operation managers, whilst maintaining the overall control of the processes and procedures the company operates.

STREAMLINED ENERGY AND CARBON REPORTING

Carmel Clothing Limited is committed to the Energy Savings Opportunities Scheme that applies to large undertakings as defined by the Companies Act 2006. The energy consumption reports the energy and carbon consumption for Carmel Clothing Limited at the two operational sites, 55-57 Holmes Road, London NW5 3AN and 61-63 Holmes Road, London, NW5 3AN

Energy Consumption.

Total energy consumption per fuel type for the reporting period is set out as follows:

Energy Consumption

Metric

2024

2023

Electricity

kWh/year

87,002

89,886

Petrol

Miles

1,486

-

Total Consumption

kWh/year

88,488

89,886

Emissions:

Electricity

tCO2e/year

18.00

18.60

Petrol

tCO2e/year

0.40

-

Total Emissions

tCO2e/year

18.40

18.60

Building Areas

GIA m2

833

833

Turnover

$m

50

40

Intensity Ratio 1

Building tCO2e/m2/year

0.022

0.022

Intensity Ratio 2

tCO2e/$m turnover

0.368

0.465

Methodology

Data used in calculating Energy Consumption includes summary data, electricity meter readings and utility bills. All fuel conversions to kWh and CO2 emissions data have been calculated in line with the 2013 UK Government environmental reporting guidance using the UK Government's greenhouse gas conversion factors for company reporting for the relevant period.

Intensity Measurement Ratio

The two ratios have been selected for inclusion and these are tonnes/CO2 by Building Gross Internal Area (m2) and tonnes/CO2 by turnover for UK operations ($m).

The above information has been prepared by the third party UP energy Limited.

Measures taken to improve efficiency

The company has made efforts to become more environmentally conscious by promoting the use of efficient technologies and and introducing measures such as:

- Upgrading lighting to LED and fitting light sensors in the premises.

- Upgrading PCs to more energy efficient laptops.

- Lighting upgrades where necessary.

- Increased availability and encouraged use of video conferencing.

- Reduced travel costs by reducing number of face to face meetings with clients and suppliers.

DISCLOSURE IN THE STRATEGIC REPORT

The group has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of its financial risk management objectives and policies.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group Strategic Report, 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 the group and of the profit or loss of the group 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;

-	state whether applicable 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group 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 group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, Melinek Fine LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

H Fox - Director

4 November 2025

Opinion

We have audited the financial statements of Carmel Clothing Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, 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 group's and of the parent company affairs as at 31 December 2024 and of the group's 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 group 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 group's and the parent 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 Group Strategic Report and 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 Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Report of the Directors 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 group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or 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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

-	the parent company 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 Statement of Directors' Responsibilities set out on page eight, 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 group's and the parent 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 group or the parent 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:

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our: general commercial and sector experience; through verbal and written communications with those charged with governance and other management; and via inspection of the group's regulatory and legal correspondence.

We discussed with those charged with governance and other management the policies and procedures regarding compliance with laws and regulations.

We communicated identified laws and regulations to our team and remained alert to any indicators of non-compliance throughout the audit, we also specifically considered where and how fraud may occur within the group.

The potential effect of these laws and regulations on the financial statements varies considerably.

Firstly, the group is subject to laws and regulations that directly affect the financial statements, including: the group's constitution, relevant financial reporting standards; company law; tax legislation and distributable profits legislation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

Secondly the group is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on the amounts or disclosures in the financial statements, for instance through the imposition of fines and penalties, or through losses arising from litigation. We identified the following areas as those most likely to have such an affect: employment legislation; health and safety legislation; trade legislation; data protection legislation; anti-bribery and corruption legislation.

International Standards on Auditing (UK) limit the required procedures to identify non-compliance with these laws and regulations to the procedures, and no procedures over and above those already noted are required. These limited procedures did not identify any actual or suspected non-compliance with laws and regulations that could have a material impact on the financial statements.

In relation to fraud, we performed the following specific procedures in addition to those already noted:

-Challenging assumptions made by management in its significant accounting estimates.

-Identifying and testing journal entries during the period and post balance sheet date, in particular any entries posted with unusual nominal ledger account combinations, journal entries crediting cash or any revenue account, journal entries posted by senior management.

-Performing analytical procedures to identify unexpected movements in account balances which may be indicative of fraud;

-Ensuring that testing undertaken on both the performance statement and the Balance Sheet includes a number of items selected on a random basis.

These procedures did not identify any actual or suspected fraudulent irregularity that could have a material impact on the financial statements.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with International Auditing Standards (UK). For example, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the procedures that we are required to undertake would identify it. In addition, as with any audit, there remains a high risk of non-detection of irregularities, as these might involve collusion, forgery, intentional omissions, misrepresentation, or the override of internal controls. We are not responsible for preventing non-compliance with laws and regulations or fraud, and cannot be expected to detect non-compliance with all laws and regulations or every incidence of fraud.

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.

Other Matters

Carmel Clothing Limited is currently subject to an inquiry by HM Revenue and Customs into its taxation affairs. The inquiry has advanced, but has yet to be concluded. However, the company is satisfied that sufficient provision has been made in the financial statements to cover all and any Corporation Tax, interest and Penalties that may be due. In line with our responsibilities under ISA (UK) and the Companies Act 2006, we have considered the potential implications of this inquiry as part of our audit procedures. These included reviewing relevant correspondence, obtaining representations from the directors and assessing whether the matter gave rise to a reportable concern or impacted the financial statements.

At the time of this report, the inquiry is not concluded. We have not modified our opinion on the financial statements.

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.

Daniel Fine (Senior Statutory Auditor)

for and on behalf of Melinek Fine LLP

Chartered Accountants

Statutory Auditors

First Floor, Winston House

349 Regents Park Road

London

N3 1DH

4 November 2025

TURNOVER

4

85,105,537

78,420,403

Cost of sales

72,144,415

67,528,270

GROSS PROFIT

12,961,122

10,892,133

Administrative expenses

14,222,838

8,510,757

(1,261,716

)

2,381,376

Other operating income

5

159,264

10,870

OPERATING (LOSS)/PROFIT

7

(1,102,452

)

2,392,246

Interest receivable and similar income

97,486

70,368

(1,004,966

)

2,462,614

Gain/loss on revaluation of tangible assets

(432,672

)

-

(1,437,638

)

2,462,614

Interest payable and similar expenses

8

1,910,486

1,856,611

(LOSS)/PROFIT BEFORE TAXATION

(3,348,124

)

606,003

Tax on (loss)/profit

9

(35,415

)

184,051

(LOSS)/PROFIT FOR THE FINANCIAL YEAR

(3,312,709

)

421,952

OTHER COMPREHENSIVE LOSS

Fair value movements

(2,541,169

)

-

Currency translation differences

-

(54,635

)

Income tax relating to components of other comprehensive loss

-

-

OTHER COMPREHENSIVE LOSS FOR THE YEAR, NET OF INCOME TAX

(2,541,169

)

(54,635

)

TOTAL COMPREHENSIVE (LOSS)/INCOME FOR THE YEAR

(5,853,878

)

367,317

(Loss)/profit attributable to:

Owners of the parent

(3,312,709

)

421,952

Total comprehensive (loss)/income attributable to:

Owners of the parent

(5,853,878

)

367,317

FIXED ASSETS

Intangible assets

12

1,039,234

-

Tangible assets

13

9,429,384

13,229,424

Investments

14

-

-

10,468,618

13,229,424

CURRENT ASSETS

Stocks

15

31,896,322

26,820,718

Debtors

16

16,442,642

18,063,570

Cash at bank and in hand

838,659

847,512

49,177,623

45,731,800

CREDITORS

Amounts falling due within one year

17

45,938,500

37,149,607

NET CURRENT ASSETS

3,239,123

8,582,193

TOTAL ASSETS LESS CURRENT LIABILITIES

13,707,741

21,811,617

CREDITORS

Amounts falling due after more than one year

18

-

(781,250

)

PROVISIONS FOR LIABILITIES

21

-

(868,748

)

NET ASSETS

13,707,741

20,161,619

CAPITAL AND RESERVES

Called up share capital

22

2,729,800

2,729,800

Revaluation reserve

-

2,541,169

Profit and loss account

10,977,941

14,890,650

SHAREHOLDERS' FUNDS

13,707,741

20,161,619

The financial statements were approved by the Board of Directors and authorised for issue on 4 November 2025 and were signed on its behalf by:

H Fox - Director

FIXED ASSETS

Intangible assets

12

-

-

Tangible assets

13

9,400,478

13,217,306

Investments

14

942,648

123

10,343,126

13,217,429

CURRENT ASSETS

Stocks

15

14,750,298

13,382,502

Debtors

16

16,051,685

15,911,174

Cash at bank and in hand

779,225

795,660

31,581,208

30,089,336

CREDITORS

Amounts falling due within one year

17

29,582,894

22,760,277

NET CURRENT ASSETS

1,998,314

7,329,059

TOTAL ASSETS LESS CURRENT LIABILITIES

12,341,440

20,546,488

CREDITORS

Amounts falling due after more than one year

18

-

(781,250

)

PROVISIONS FOR LIABILITIES

21

-

(868,748

)

NET ASSETS

12,341,440

18,896,490

CAPITAL AND RESERVES

Called up share capital

22

2,729,800

2,729,800

Revaluation reserve

-

2,541,169

Profit and loss account

9,611,640

13,625,521

SHAREHOLDERS' FUNDS

12,341,440

18,896,490

Company's (loss)/profit for the financial year

(3,413,881

)

451,701

The financial statements were approved by the Board of Directors and authorised for issue on 4 November 2025 and were signed on its behalf by:

H Fox - Director

Called up

Profit

share

and loss

Revaluation

Total

capital

account

reserve

equity

$

$

$

$

Balance at 1 January 2023

2,729,800

15,176,566

2,541,169

20,447,535

Changes in equity

Dividends

-

(653,233

)

-

(653,233

)

Total comprehensive income

-

367,317

-

367,317

Balance at 31 December 2023

2,729,800

14,890,650

2,541,169

20,161,619

Changes in equity

Dividends

-

(600,000

)

-

(600,000

)

Total comprehensive loss

-

(3,312,709

)

(2,541,169

)

(5,853,878

)

Balance at 31 December 2024

2,729,800

10,977,941

-

13,707,741

Called up

Profit

share

and loss

Revaluation

Total

capital

account

reserve

equity

$

$

$

$

Balance at 1 January 2023

2,729,800

13,827,053

2,541,169

19,098,022

Changes in equity

Dividends

-

(653,233

)

-

(653,233

)

Total comprehensive income

-

451,701

-

451,701

Balance at 31 December 2023

2,729,800

13,625,521

2,541,169

18,896,490

Changes in equity

Dividends

-

(600,000

)

-

(600,000

)

Total comprehensive loss

-

(3,413,881

)

(2,541,169

)

(5,955,050

)

Balance at 31 December 2024

2,729,800

9,611,640

-

12,341,440

Cash flows from operating activities

Cash generated from operations

1

4,495,268

3,078,046

Interest paid

(1,910,486

)

(1,856,611

)

Income tax refunded

-

436,169

Tax paid

(111,820

)

-

Net cash from operating activities

2,472,962

1,657,604

Cash flows from investing activities

Purchase of intangible fixed assets

(1,039,234

)

-

Purchase of tangible fixed assets

(160,003

)

(165,430

)

Interest received

97,486

70,368

Net cash from investing activities

(1,101,751

)

(95,062

)

Cash flows from financing activities

Loan repayments in year

(780,657

)

(1,447,723

)

Equity dividends paid

(600,000

)

(653,233

)

Net cash from financing activities

(1,380,657

)

(2,100,956

)

Decrease in cash and cash equivalents

(9,446

)

(538,414

)

Cash and cash equivalents at beginning of year

2

847,512

1,440,561

Effect of foreign exchange rate changes

-

(54,635

)

Cash and cash equivalents at end of year

2

838,066

847,512