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Registration number: 08869609

Manufacturing Services Investment Limited

Annual Report and Consolidated Financial Statements

for the Year Ended 31 March 2025

Brebners
Chartered Accountants & Statutory Auditor
130 Shaftesbury Avenue
London
W1D 5AR

 

Manufacturing Services Investment Limited

Contents

Company Information

1

Strategic Report

2 to 4

Directors' Report

5

Statement of Directors' Responsibilities

6

Independent Auditor's Report

7 to 9

Consolidated Income Statement

10

Consolidated Statement of Comprehensive Income

11

Consolidated Statement of Financial Position

12

Statement of Financial Position

13

Consolidated Statement of Changes in Equity

14

Statement of Changes in Equity

15

Consolidated Statement of Cash Flows

16

Notes to the Financial Statements

17 to 34

 

Manufacturing Services Investment Limited

Company Information

Directors

P R Williams

R M Henry

I C Homan

R J Terrell

L J Davis

Registered office

Cumberland House
24-28 Baxter Avenue
Southend-on-Sea
Essex
SS2 6HZ

Auditors

Brebners
Chartered Accountants & Statutory Auditor130 Shaftesbury Avenue
London
W1D 5AR

 

Manufacturing Services Investment Limited

Strategic Report for the Year Ended 31 March 2025

The directors present their strategic report for Manufacturing Services Investment Limited ('the company') and its subsidiaries (‘the group’) for the year ended 31 March 2025.

Principal activity

The principal activity of the company is that of an investment holding company.

The principal activity of the group is that of the online retailing of technical sports clothing and equipment in water sports (trading as Wetsuit Outlet, WaterSports Outlet) and equestrian (trading as The Drillshed) through owned websites and marketplaces, as well as the direct selling and wholesaling of owned brands.

Fair review of the business

The group operates on a global basis, trading through four regional subsidiaries:

• B2C Distribution Limited (United Kingdom and Rest of World – Southend, United Kingdom).
• B2C Distribution International BV (European Union – Deventer, The Netherlands)
• B2C Distribution Inc (United States – Los Angeles, California)
• B2C Distribution Pty Ltd (Australia – Sydney, Australia)

Our competitive advantage derives from localised websites, regional fulfilment centres, multi-lingual customer support (Trustpilot-rated “Excellent”) and proprietary technology that integrates inventory systems, order management and customer service.

Financial KPI's

The company's key financial and other performance indicators during the year were as follows:
 

 

Unit

2025

2024

Turnover

£

19,081,667

23,832,218

Gross margin

%

25

24

Non-financial KPI's

The directors believe that the consistent adoption of reasonable business practices is essential for operational excellence. In a group this size, the directors consider there are numerous non-financial performance indicators but none of them are individually key.

Trading in the year

As detailed in the income statement, the group sales during the year were £19.1 million, a decline (-19.9%) over the prior year.

The further year-on-year downturn in sales can be attributed to trading patterns reverting to more normalised pre-pandemic levels, combined with a cost-of-living crisis in the UK, the group’s main individual market.

Despite the economic challenges in the financial year, we were able to improve our product margin by 1.8% and net margin (before overheads) by 0.9%. Year-on-year overheads have decreased £0.8 million on a like-for-like basis. This reduction in cost will benefit the group’s bottom line for future financial years.

During the year, the group had one exceptional transaction:
• VCTs managed by Gresham House has written off their £5 million loan and associated interest costs.

The loan forgiveness highlights that the group have supportive owners, and results in the group having net assets of £3.3 million.

Included in current assets the group have £1.3 million of cash at bank.
 

 

Manufacturing Services Investment Limited

Strategic Report for the Year Ended 31 March 2025

Going concern

In the year ended 31 March 2025, the group navigated significant liquidity headwinds that threatened its operational viability.

Recognizing these pressures, our private equity investors agreed to write off the outstanding loan balance of £5 million and related interest charges. This strategic debt extinguishment was instrumental in repairing the group’s balance sheet (moving from a negative to positive position), stabilising creditor confidence and preserving supplier relationships.

Further, the group, has undertaken strategic restructuring actions including a review of headcount, closure of offices, and warehouses including reduction in non-essential expenditure.

Without the above interventions the ongoing applicability of the going concern status would have been materially threatened.

Following the debt write-off the Board’s conclusion is that the group in its current position now can continue as a going concern. Moving into FY26, the group has maintained positive EBITDA and cash flows. The Management Team have forecasts that we have stress tested for downside scenarios and we can demonstrate sufficient liquidity to fund future operations.

These measures, and the improved position in FY26 post-write-off, provide the Board with confidence that the group will not only meet its ongoing obligations but also deliver on its strategic objectives. As such, no material uncertainties exist that cast significant doubt on the group’s ability to continue as a going concern.
 

Trading outlook

The challenges that the group has faced over the last three years are still apparent in the market today with the addition of US deficit trade tariffs. This new challenge is putting pressure on revenue and profitability across all industries.

We expect a return to trading profitability for the group in FY26 through aiming for stronger net margins with improvements in shipping and selling costs combined with lower overhead costs. We have reduced our reliance on US revenue amid uncertainty with tariffs.

Further, a key focus for the group is own brand and we are expanding our product offering in FY26 and believe it will be well received by the market. In addition, our B2B portal has been launched and is already contributing significantly to revenue by fostering stronger partnerships and driving growth within the B2B sector. These efforts will help us strengthen our brand presence.

While market conditions remain challenging, we are confident that our strategic initiatives will enhance our resilience and set the stage for improved financial performance in the years to come. The group operates in a competitive market and categories with many external factors. We use market and customer feedback and data to support our decision making to mitigate these risks.
 

Suppliers

The group has continued to work closely and in partnership with its third-party brands and suppliers to manage stock flow and supply chains and to protect long-term relationships throughout a volatile period across the watersports and equestrian market.
 

Customers

We seek and gain regular feedback from new and returning customers on our service proposition and delivery, ensuring issues are addressed promptly and opportunities to continuously improve our service are actioned. Elevation to Trust Pilot No.1 ranking watersports retailer in many of our core categories speaks to our customer focus.
 

 

Manufacturing Services Investment Limited

Strategic Report for the Year Ended 31 March 2025

Corporate Social Responsibility

The group continues its work to minimise its direct environmental impact through significant recycling of 3rd party packaging materials alongside the use of recycled or plastic alternative materials for its own customer packaging.

The introduction of a large-scale customer recycling program for wetsuits and an increasing number of environmentally-conscious products being offered to customers are part of the group giving its customers choices to reduce their own environmental impact.
 

Principal risks and uncertainties

The directors monitor on an ongoing basis, the turnover, profitability, cash stock position of the business and ensure appropriate systems and controls are in place to identify, quantify and mitigate any material risks or uncertainties that may or may not impact the group. These risks include:

• Economic and market risks: The group actively monitors the markets in which it operates and takes appropriate action to ensure that any risks identified are mitigated. The group continues to monitor the situation with regards to geopolitical events and the global economic environment, regularly reviewing plans to mitigate adverse impact on its operations - such as tariffs and market volatility.
• Liquidity risk: The group produces regular forecasts to ensure that adequate liquid funds are always available to the business.
• International and foreign exchange risks: The group has appropriate systems in place to ensure compliance with international requirements and mitigation of foreign exchange risk.
• Interest rate risk: The group actively monitors interest rates and undertakes appropriate actions to ensure risks are identified and mitigated.
• Asset risk: The group has controls over the movement of stock as well as ensuring that the business has adequate insurance to cover any potential losses.

There are no material matters that have not been disclosed elsewhere in this report that need to be reported at this time.
 

Approved and authorised by the Board on 6 November 2025 and signed on its behalf by:
 

.........................................
I C Homan
Director

 

Manufacturing Services Investment Limited

Directors' Report for the Year Ended 31 March 2025

The directors present their report and the for the year ended 31 March 2025.

Directors of the group

The directors who held office during the year were as follows:

P R Williams

R M Henry

S R Hastings (resigned 24 May 2024)

I C Homan

R J Terrell

L J Davis


Dividends

No interim dividends were paid during the year (2024: £Nil). No final dividend is proposed.

Information included in the Strategic Report

As permitted by Paragraph 1A of Schedule 7 to the Large and Medium-sized Companies and Group (Accounts and Reports) Regulations 2008 certain matters which are required to be disclosed in the Directors' Report have been omitted as they are included in the Strategic Report on page 2 to 5. These matters relate to future developments and principal risks and uncertainties.

Directors' liabilities

The directors benefit from a qualifying indemnity provision in the form permitted by Section 234 of the Companies Act 2006 in respect of certain third party actions against directors. No claim or notice of claim in respect of these indemnities has been received in the year. The qualifying indemnity provision was in force throughout the financial year and up to the date of approval of the Directors' Report.

Disclosure of information to the auditor

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.

Approved and authorised by the Board on 6 November 2025 and signed on its behalf by:
 

.........................................
I C Homan
Director

 

Manufacturing Services Investment Limited

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities for preparing the Annual 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 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 group and the company 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 apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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 group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

Manufacturing Services Investment Limited

Independent Auditor's Report to the Members of Manufacturing Services Investment Limited

Opinion

We have audited the financial statements of Manufacturing Services Investment Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2025, which comprise the Consolidated Income Statement, Consolidated Statement of Comprehensive Income, Consolidated Statement of Financial Position, Statement of Financial Position, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, 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 group's and the parent company's affairs as at 31 March 2025 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 auditor 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 ability to continue as a going concern for a period of at least twelve months from when the original financial statements were 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 included in the annual report, other than the financial statements and our auditor’s report 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

 

Manufacturing Services Investment Limited

Independent Auditor's Report to the Members of Manufacturing Services Investment Limited

Opinion on other matter 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and 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 our 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 and the Directors' Report.

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 6], 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.

Auditor 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.

 

Manufacturing Services Investment Limited

Independent Auditor's Report to the Members of Manufacturing Services Investment Limited

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:

Based on our understanding of the Group and the industry in which it operates, we determined that the principal risks of non-compliance with laws and regulations related to the reporting framework (FRS 102 and the Companies Act 2006) and UK corporate taxation laws. These risks were communicated to our audit team and we remained alert to any indications of non-compliance throughout our audit.

We understood how the Group is complying with relevant legislation by making enquiries of management. We also considered the results of our audit procedures and to what extent these corroborate this understanding and assessed the susceptibility of the company’s financial statements to material misstatement. This included consideration of how fraud might occur and evaluation of management’s incentives and opportunities for fraudulent manipulation of the financial statements.

We designed our audit procedures to identify any non-compliance with laws and regulations. Such procedures included, but were not limited to, inspection of any regulatory or legal correspondence; challenging assumptions and judgements made by management; identifying and testing journal entries with a focus on large or unusual transactions as determined based on our understanding of the business; and identifying and assessing the effectiveness of controls in place to prevent and detect fraud.

Owing to the inherent limitations of an audit, there remains a risk that a material misstatement may not have been detected, even though we have properly planned and performed our audit in accordance with auditing standards. We are not responsible for preventing non-compliance with laws and regulations and cannot be expected to detect all instances of non-compliance.

The primary responsibility for the detection and prevention of fraud rests with those responsible for governance and management. The further removed non-compliance with laws and regulations is from the events reflected in the financial statements, the less likely the auditor will become aware of it.

The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment, collusion, omission, misrepresentation or forgery.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

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.

......................................
Martin Widdowson (Senior Statutory Auditor)
For and on behalf of Brebners, Statutory Auditor
 130 Shaftesbury Avenue
London
W1D 5AR

6 November 2025

 

Manufacturing Services Investment Limited

Consolidated Income Statement for the Year Ended 31 March 2025

Note

2025
£

2024
£

Turnover

3

19,081,667

23,832,218

Cost of sales

 

(14,220,851)

(18,134,179)

Gross profit

 

4,860,816

5,698,039

Administrative expenses

 

Goodwill impairment

 

-

(4,172,546)

Other administrative expenses

 

(6,092,594)

(8,623,609)

Administrative expenses

 

(6,092,594)

(12,796,155)

Operating loss

5

(1,231,778)

(7,098,116)

Other interest receivable and similar income

6

950

2,868

Interest payable and similar expenses

7

(94,270)

(183,809)

   

(93,320)

(180,941)

Loss before tax

 

(1,325,098)

(7,279,057)

Tax on loss

11

26,249

11,782

Loss for the financial year

 

(1,298,849)

(7,267,275)

Profit/(loss) attributable to:

 

Owners of the company

 

(1,298,849)

(7,267,275)

 

Manufacturing Services Investment Limited

Consolidated Statement of Comprehensive Income for the Year Ended 31 March 2025

2025
£

2024
£

Loss for the year

(1,298,849)

(7,267,275)

Foreign currency translation gains

55,926

16,158

Total comprehensive income for the year

(1,242,923)

(7,251,117)

 

Manufacturing Services Investment Limited

Consolidated Statement of Financial Position as at 31 March 2025

Note

2025
£

2024
£

Fixed assets

 

Intangible assets

12

680,654

728,884

Tangible assets

13

18,410

505,480

 

699,064

1,234,364

Current assets

 

Stocks

15

4,693,933

5,542,072

Debtors

16

710,599

1,026,067

Cash at bank and in hand

 

1,286,883

1,381,961

 

6,691,415

7,950,100

Creditors: Amounts falling due within one year

18

(4,050,267)

(4,534,026)

Net current assets

 

2,641,148

3,416,074

Total assets less current liabilities

 

3,340,212

4,650,438

Creditors: Amounts falling due after more than one year

18

-

(5,874,426)

Net assets/(liabilities)

 

3,340,212

(1,223,988)

Capital and reserves

 

Called up share capital

20

1,676

1,676

Share premium reserve

14,371,024

14,371,024

Own shares

25

(91,527)

(91,527)

Capital contribution reserve

5,807,123

-

Retained earnings

(16,748,084)

(15,505,161)

Equity attributable to owners of the company

 

3,340,212

(1,223,988)

Shareholders' funds/(deficit)

 

3,340,212

(1,223,988)

Approved and authorised by the Board on 6 November 2025 and signed on its behalf by:
 

.........................................
I C Homan
Director

Company registration number: 08869609

 

Manufacturing Services Investment Limited

Statement of Financial Position as at 31 March 2025

Note

2025
£

2024
£

Fixed assets

 

Investments

14

16,390,702

10,583,579

Current assets

 

Debtors

16

532,156

6,401,777

Cash at bank and in hand

 

5,000

8,219

 

537,156

6,409,996

Creditors: Amounts falling due within one year

18

(66,553)

(66,938)

Net current assets

 

470,603

6,343,058

Total assets less current liabilities

 

16,861,305

16,926,637

Creditors: Amounts falling due after more than one year

18

-

(5,723,288)

Net assets

 

16,861,305

11,203,349

Capital and reserves

 

Called up share capital

20

1,675

1,675

Share premium reserve

14,371,024

14,371,024

Capital contribution reserve

5,807,123

-

Retained earnings

(3,318,517)

(3,169,350)

Shareholders' funds

 

16,861,305

11,203,349

The company made a loss after tax for the financial year of £149,167 (2024 - loss of £156,396).

Approved and authorised by the Board on 6 November 2025 and signed on its behalf by:
 

.........................................
I C Homan
Director

Company registration number: 08869609

 

Manufacturing Services Investment Limited

Consolidated Statement of Changes in Equity for the Year Ended 31 March 2025
Equity attributable to the parent company

Share capital
£

Share premium
£

Reserve for own shares
£

Retained earnings
£

Total
£

Total equity
£

At 1 April 2023

1,676

14,371,024

-

(8,254,044)

6,118,656

6,118,656

Loss for the year

-

-

-

(7,267,275)

(7,267,275)

(7,267,275)

Other comprehensive income

-

-

-

16,158

16,158

16,158

Total comprehensive income

-

-

-

(7,251,117)

(7,251,117)

(7,251,117)

Other capital redemption reserve movements

-

-

(91,527)

-

(91,527)

(91,527)

At 31 March 2024

1,676

14,371,024

(91,527)

(15,505,161)

(1,223,988)

(1,223,988)

Share capital
£

Share premium
£

Reserve for own shares
£

Capital contribution reserve
£

Retained earnings
£

Total
£

Total equity
£

At 1 April 2024

1,676

14,371,024

(91,527)

-

(15,505,161)

(1,223,988)

(1,223,988)

Loss for the year

-

-

-

-

(1,298,849)

(1,298,849)

(1,298,849)

Other comprehensive income

-

-

-

-

55,926

55,926

55,926

Total comprehensive income

-

-

-

-

(1,242,923)

(1,242,923)

(1,242,923)

Loan forgiveness by equity holder

-

-

-

5,807,123

-

5,807,123

5,807,123

At 31 March 2025

1,676

14,371,024

(91,527)

5,807,123

(16,748,084)

3,340,212

3,340,212

 

Manufacturing Services Investment Limited

Statement of Changes in Equity for the Year Ended 31 March 2025

Share capital
£

Share premium
£

Retained earnings
£

Total
£

At 1 April 2023

1,675

14,371,024

(3,012,954)

11,359,745

Loss for the year

-

-

(156,396)

(156,396)

At 31 March 2024

1,675

14,371,024

(3,169,350)

11,203,349

Share capital
£

Share premium
£

Capital contribution reserve
£

Retained earnings
£

Total
£

At 1 April 2024

1,675

14,371,024

-

(3,169,350)

11,203,349

Loss for the year

-

-

-

(149,167)

(149,167)

Loan forgiveness by equity holder

-

-

5,807,123

-

5,807,123

At 31 March 2025

1,675

14,371,024

5,807,123

(3,318,517)

16,861,305

 

Manufacturing Services Investment Limited

Consolidated Statement of Cash Flows for the Year Ended 31 March 2025

Note

2025
£

2024
£

Cash flows from operating activities

Loss for the year

 

(1,298,849)

(7,267,275)

Adjustments to cash flows from non-cash items

 

Depreciation and amortisation

5

331,895

1,694,137

Goodwill impairment

 

-

4,172,546

Loss on disposal of tangible assets

4

4,954

-

Finance income

6

(950)

(2,868)

Finance costs

7

94,270

183,809

Income tax expense

11

(26,249)

(11,782)

 

(894,929)

(1,231,433)

Working capital adjustments

 

Decrease in stocks

 

848,139

2,194,506

Decrease/(increase) in trade and other debtors

 

342,581

(189,387)

Decrease in trade and other creditors

 

(351,537)

(1,179,199)

Cash generated from operations

 

(55,746)

(405,513)

Income taxes received

 

146,103

47,990

Net cash flow from operating activities

 

90,357

(357,523)

Cash flows from investing activities

 

Interest received

950

2,868

Acquisitions of tangible assets

(2,030)

(14,671)

Proceeds from sale of tangible assets

 

444,123

593

Acquisition of intangible assets

12

(240,000)

(341,320)

Investment in own shares

 

-

(91,527)

Net cash flows from investing activities

 

203,043

(444,057)

Cash flows from financing activities

Interest paid

(94,270)

(83,809)

Increase in bank borrowings

-

(100,000)

Repayment of loans

(294,208)

279,373

Net cash flows from financing activities

(388,478)

95,564

Net decrease in cash and cash equivalents

(95,078)

(706,016)

Cash and cash equivalents at 1 April

1,381,961

2,100,403

Effect of exchange rate fluctuations on cash held

-

(12,426)

Cash and cash equivalents at 31 March

1,286,883

1,381,961

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
Cumberland House
24-28 Baxter Avenue
Southend-on-Sea
Essex
SS2 6HZ

The principal activity of the company and group is that of the online retailing of technical sports clothing and equipment in water sports (trading as Wetsuit Outlet, WaterSports Outlet) and equestrian (trading as The Drillshed) through owned websites and marketplaces, as well as the direct selling and wholesaling of owned brands.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.

Basis of preparation

These financial statements have been prepared using the historical cost convention except any items disclosed in the accounting policies as being shown at fair value and are presented in sterling, which is the functional currency of the entity.

Summary of disclosure exemptions

The company is a qualifying entity for the purposes of FRS 102 and has elected to take the exemption under paragraph 1.12(b) and not present the company statement of cash flows.

Basis of consolidation

The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 March each year.

No Income Statement is presented for the company as permitted by section 408 of the Companies Act 2006. The company made a loss after tax for the financial year of £149,167 (2024 - loss of £156,396).

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

The results of subsidiaries acquired or disposed of during the year are included in the Income Statement from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.

The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.

Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.

Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.

Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.

Going concern

The group made a loss for the year ended 31 March 2025 but had net assets of £3,340,212 at that date including cash at bank of £1,286,883.

The directors have considered the effect of the ongoing global economic uncertainty and, although there is no certainty as to when this will end, the directors' view is that the impact is manageable.

Current management forecasts predict the group to return to profitability and to consistently generate future economic benefits over the next 5 years through developments in business strategy of the group and show the group has sufficient working capital for a period of at least 12 months from the date of approval of the consolidated financial statements.

On the basis of the above, and after making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the financial statements have been prepared on the going concern basis.

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

Judgements and key sources of estimation uncertainty

In applying the Group's accounting policies, the directors are required to make judgements, estimates and assumptions in determining the carrying amounts of assets and liabilities. The directors' judgements, estimates and assumptions are based on the best and most reliable evidence available at the time. The decisions are made, and are based on historical experience and other factors that are considered to be applicable. Due to the inherent subjectivity involved in making such judgements, estimates and assumptions, the actual results and outcomes may differ.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the year in which the estimate is revised, if the revision affects only that year, or in the year of the revision and future years, if the revision affects both current and future years.


Critical judgements in applying the Group's accounting policies

The critical judgements that the directors have made in the process of applying the Group's accounting policies that have the most significant effect on the amounts recognised in the statutory financial statements are discussed below.

The directors do not consider themselves to have made any critical judgements in applying the Group's accounting policies.

Key sources of estimation uncertainty

(i) Stock valuation

The directors have considered whether the net realisable value of inventory was lower than the carrying value. Slow-moving, excess and obsolete inventory are reviewed and provided for as necessary. The directors, having reviewed the run off of stock subsequent to the year end and the prices achieved have concluded that its net realisable value was not materially lower than the net carrying value at year end.

(ii) Determining useful economic lives of intangible fixed assets

The group amortises intangible fixed assets over their estimated useful lives. The estimation of the useful lives of assets is based on historic performance as well as expectations about future use and therefore requires estimates and assumptions to be applied by management. The actual lives of these assets can vary depending on a variety of factors, including technological innovation and product life cycles.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company's activities. Turnover is shown net of Value Added Tax, other sales taxes, returns, volume rebates and discounts.

Turnover 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 delivery of the goods), when the amount of revenue can be reliably measured, and it is probable that future economic benefits will flow to the entity.

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the consolidated financial statements.

Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

Tangible assets

Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Freehold buildings

2-5% straight line

Furniture, fittings and equipment

3 years straight line

Motor vehicles

4 years straight line

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Goodwill

Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

Intangible assets

Separately acquired trademarks and licences are shown at historical cost.

Trademarks, licences (including software) and customer-related intangible assets acquired in a business combination are recognised at fair value at the acquisition date.

Trademarks, licences and customer-related intangible assets have a finite useful life and are carried at cost less accumulated amortisation and any accumulated impairment losses.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class

Amortisation method and rate

Website development

5 years straight line

Goodwill

10 years straight line

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Impairment of non-financial assets

At each balance sheet date non-financial assets not carried at fair value are assessed to determine whether there is an indication that the asset (or asset’s cash generating unit) may be impaired. If there is such an indication the recoverable amount of the asset (or asset’s cash generating unit) is compared to the carrying amount of the asset (or asset’s cash generating unit).

The recoverable amount of the asset (or asset’s cash generating unit) is the higher of the fair value less costs to sell and value in use. Value in use is defined as the present value of the future cash flows before interest and tax obtainable as a result of the asset’s (or asset’s cash generating unit) continued use. These cash flows are discounted using a pre-tax discount rate that represents the current market risk-free rate and the risks inherent in the asset.

If the recoverable amount of the asset (or asset’s cash generating unit) is estimated to be lower than the carrying amount, the carrying amount is reduced to its recoverable amount. An impairment loss is recognised in the profit and loss account, unless the asset has been revalued when the amount is recognised in other comprehensive income to the extent of any previously recognised revaluation. Thereafter any excess is recognised in profit or loss.

If an impairment loss is subsequently reversed, the carrying amount of the asset (or asset’s cash generating unit) is increased to the revised estimate of its recoverable amount, but only to the extent that the revised carrying amount does not exceed the carrying amount that would have been determined (net of depreciation or amortisation) had no impairment loss been recognised in prior periods. A reversal of an impairment loss is recognised in the profit and loss account.

Goodwill is allocated on acquisition to the cash generating unit expected to benefit from the synergies of the combination. Goodwill is included in the carrying value of cash generating units for impairment testing.
 

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the receivables.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the weighted average cost principle.

The cost of finished goods and work in progress comprises direct materials and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the income statement over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

Assets held under hire purchase contracts are capitalised at the lesser of fair value or present value of minimum lease payments in the statement of financial position. The present value of the minimum lease payments is calculated using the interest rate implicit in the lease. A corresponding liability is recognised at the same value in the statement of financial position. The asset is then depreciated over its useful life.

The minimum lease payments are apportioned between the finance charge recognised in the income statement and the reduction of the outstanding liability using the effective interest method. The finance charge in each period is allocated so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the group’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

3

Turnover

The analysis of the group's turnover for the year from continuing operations is as follows:

2025
£

2024
£

Sale of goods

19,081,667

23,832,218

The analysis of the group's turnover for the year by destination is as follows:

2025
£

2024
£

United Kingdom

7,048,834

9,594,349

Europe

9,191,818

10,518,274

Rest of World

2,841,015

3,719,595

19,081,667

23,832,218

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

4

Other gains and losses

The analysis of the group's other gains and losses for the year is as follows:

2025
£

2024
£

Loss on disposal of tangible assets

(4,954)

-

5

Operating loss

Arrived at after charging/(crediting)

2025
£

2024
£

Depreciation expense

43,665

69,728

Amortisation expense

288,230

1,624,409

Foreign exchange losses

158,529

157,312

Operating lease expense - property

64,329

125,569

Loss on disposal of property, plant and equipment

4,954

-


Exceptional items

Diminution of goodwill

-

4,172,546

6

Other interest receivable and similar income

2025
£

2024
£

Interest income on bank deposits

950

2,711

Other finance income

-

157

950

2,868

7

Interest payable and similar expenses

2025
£

2024
£

Interest on bank overdrafts and borrowings

9,465

69,357

Interest expense on other finance liabilities

969

14,452

Loan stock interest

83,836

100,000

94,270

183,809

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

8

Staff costs

The aggregate payroll costs (including directors' remuneration) were as follows:

2025
£

2024
£

Wages and salaries

2,424,521

2,837,459

Social security costs

236,065

285,681

Pension costs, defined contribution scheme

51,563

56,878

Other employee expense

7,919

51,726

2,720,068

3,231,744

The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:

2025
No.

2024
No.

Administration and support

56

67

Other departments

5

6

61

73

9

Directors' remuneration

The directors' remuneration for the year was as follows:

2025
£

2024
£

Remuneration

431,722

633,190

Contributions paid to money purchase schemes

4,014

3,853

435,736

637,043

In respect of the highest paid director:

2025
£

2024
£

Remuneration

180,000

255,000

During the year retirement benefits were accruing to 2 directors (2024: 2) in respect of defined contribution pension schemes.

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

10

Auditor's remuneration

2025
£

2024
£

Audit of these financial statements

16,000

14,000

Audit of the financial statements of subsidiaries of the company pursuant to legislation

27,800

24,250

43,800

38,250

Other fees to auditors

Taxation compliance services

11,700

10,500

Other services

-

3,750

11,700

14,250


 

11

Taxation

Tax charged/(credited) in the consolidated income statement

2025
£

2024
£

Current taxation

UK corporation tax

-

731

UK corporation tax adjustment to prior periods

-

(12,513)

-

(11,782)

Foreign tax

1,182

-

Total current income tax

1,182

(11,782)

Deferred taxation

Arising from origination and reversal of timing differences

(27,431)

-

Tax receipt in the income statement

(26,249)

(11,782)

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2024 - higher than the standard rate of corporation tax in the UK) of 25% (2024 - 25%).

The differences are reconciled below:

2025
£

2024
£

Loss before tax

(1,325,098)

(7,279,057)

Corporation tax at standard rate

(331,275)

(1,819,764)

Effect of expense not deductible in determining taxable profit (tax loss)

6,452

1,206

Deferred tax movement

(27,431)

-

Decrease in UK and foreign current tax from adjustment for prior periods

-

(12,513)

Tax increase/(decrease) from effect of capital allowances and depreciation

396,617

(94,023)

Tax effect of movement in provisions

52,820

-

Tax increase from effect of unrelieved tax losses carried forward

167,528

1,913,312

Double taxation relief

(293,487)

-

Tax increase arising from overseas tax suffered/expensed

1,182

-

Other tax effects for reconciliation between accounting profit and tax expense (income)

1,345

-

Total tax credit

(26,249)

(11,782)

Deferred tax

Group

2025

Asset
£

Tax losses carried forward

302,389

Accelerated capital allowances

(221,774)

Provisions

90,811

171,426

2024

Asset
£

Tax losses carried forward

291,998

Accelerated capital allowances

(187,638)

Provisions

39,635

143,995

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

12

Intangible assets

Group

Goodwill
 £

Trademarks, patents and licenses
 £

Website Development
 £

Total
£

Cost or valuation

At 1 April 2024

12,334,074

61,907

1,204,960

13,600,941

Additions acquired separately

-

-

240,000

240,000

At 31 March 2025

12,334,074

61,907

1,444,960

13,840,941

Amortisation

At 1 April 2024

12,334,074

18,916

519,067

12,872,057

Amortisation charge

-

20,636

267,594

288,230

At 31 March 2025

12,334,074

39,552

786,661

13,160,287

Carrying amount

At 31 March 2025

-

22,355

658,299

680,654

At 31 March 2024

-

42,991

685,893

728,884

13

Tangible assets

Group

Freehold land and buildings
£

Furniture, fittings and equipment
 £

Motor vehicles
 £

Total
£

Cost or valuation

At 1 April 2024

664,248

199,731

18,495

882,474

Additions

-

2,030

-

2,030

Disposals

(664,248)

-

-

(664,248)

At 31 March 2025

-

201,761

18,495

220,256

Depreciation

At 1 April 2024

215,171

152,189

9,634

376,994

Charge for the year

-

35,400

4,623

40,023

Eliminated on disposal

(215,171)

-

-

(215,171)

At 31 March 2025

-

187,589

14,257

201,846

Carrying amount

At 31 March 2025

-

14,172

4,238

18,410

At 31 March 2024

449,077

47,542

8,861

505,480

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

14

Investments

Company

2025
£

2024
£

Investments in subsidiaries

16,390,702

10,583,579

Subsidiaries

£

Cost or valuation

At 1 April 2024

10,583,579

Additions

5,807,123

At 31 March 2025

16,390,702

Carrying amount

At 31 March 2025

16,390,702

At 31 March 2024

10,583,579

Details of undertakings

Details of the investments in which the group holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Proportion of voting rights and shares held

     

2025

2024

B2C (Holdings) Limited

Cumberland House, 24-28 Baxter Avenue, Southend-on-Sea, Essex, SS2 6HZ

100%

100%

 

     

B2C Distribution International B.V.*

Harderwijkerstraat 17, 7418 BA, Deventer

100%

100%

 

Netherlands

     

B2C Distribution Inc.*

511 Avenue of the Americas #4036 New York, NY 10011

100%

100%

 

United States

     

B2C Distribution Limited*

Cumberland House, 24-28 Baxter Avenue, Southend-on-Sea, Essex, SS2 6HZ

100%

100%

 

     

B2C Distribution PTY Ltd*

Suite 302, Level 3, 83 Mount Street, North Sydney, NSW 2059

100%

100%

 

Australia

     

Optimum Time Limited*

The Gunnery Drill Shed, Chapel Road, Shoeburyness, Southend-on-Sea, SS3 9SL

100%

100%

 

     

Northcore NewCo Limited*

The Gunnery Drill Shed, Chapel Road, Shoeburyness, Southend-on-Sea, SS3 9SL

100%

100%

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

Undertaking

Registered office

Proportion of voting rights and shares held

 

     

Manufacturing Services EBT Limited

Cumberland House, 24-28 Baxter Avenue, Southend-on-Sea, Essex, SS2 6HZ

100%

100%

 

     

*These entities are held indirectly.

B2C (Holdings) Limited
The principal activity of B2C (Holdings) Limited is that of an investment holding company.

B2C Distribution International B.V.
The principal activity of B2C Distribution International B.V. is that of online sale of water sports and equestrian technical clothing and accessories.

B2C Distribution Inc.
The principal activity of B2C Distribution Inc. is that of online sale of water sports and equestrian technical clothing and accessories.

B2C Distribution Limited
The principal activity of B2C Distribution Limited is that of online sale of water sports and equestrian technical clothing and accessories.

B2C Distribution PTY Ltd
The principal activity of B2C Distribution PTY Ltd is that of online sale of water sports and equestrian technical clothing and accessories.

Optimum Time Limited
Optimum Time Limited is a non-trading company.

Manufacturing Services EBT Limited
The principal activity of Manufacturing Services EBT Limited is that of acting as Trustee for an Employee Benefit Trust.

All subsidiaries are included in the consolidation.

15

Stocks

 

Group

Company

2025
£

2024
£

2025
£

2024
£

Finished goods and goods for resale

4,693,933

5,542,072

-

-

Stocks are stated after making a provision for slow moving items of £478,639 (2024: £409,354).

There is no significant difference between the replacement cost of stock and its carrying value.

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

16

Debtors

   

Group

Company

Note

2025
£

2024
£

2025
£

2024
£

Trade debtors

 

33,082

26,355

-

-

Amounts owed by group undertakings

 

-

-

516,151

6,386,876

Other debtors

 

102,334

370,840

-

-

Prepayments

 

403,757

484,558

16,005

14,901

Deferred tax assets

11

171,426

143,996

-

-

Corporation tax asset

 

-

318

-

-

 

710,599

1,026,067

532,156

6,401,777

Amounts owed by group undertakings are unsecured, interest free and repayable on demand.

17

Cash and cash equivalents

 

Group

Company

2025
£

2024
£

2025
£

2024
£

Cash at bank

1,286,883

1,381,961

5,000

8,219

18

Creditors

   

Group

Company

Note

2025
£

2024
£

2025
£

2024
£

Due within one year

 

Loans and borrowings

21

-

226,905

-

-

Trade creditors

 

1,855,859

2,190,773

-

-

Social security and other taxes

 

569,750

410,101

988

434

Other payables

 

1,232,226

1,460,947

10,065

9,328

Accruals

 

245,095

244,930

55,500

57,176

Corporation tax liability

 

147,337

370

-

-

 

4,050,267

4,534,026

66,553

66,938

Due after one year

 

Loans and borrowings

21

-

5,874,426

-

5,723,288

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

19

Pension and other schemes

Defined contribution pension scheme

The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £51,563 (2024 - £56,878).

20

Share capital

Allotted, called up and fully paid shares

 

2025

2024

 

No.

£

No.

£

Ordinary "A" shares shares of £0.01 each

50,000

500

50,000

500

Ordinary "B" shares shares of £0.01 each

91,090

911

91,090

911

Ordinary "C" shares shares of £0.01 each

26,364

264

26,364

264

 

167,454

1,675

167,454

1,675

Each class of share ranks pari passu for voting purposes. There is no restriction on the repayment of capital or the distribution of dividends.

21

Loans and borrowings

 

Group

Company

2025
£

2024
£

2025
£

2024
£

Non-current loans and borrowings

Bank loans

-

151,138

-

-

Loan notes

-

5,000,000

-

5,000,000

Accrued interest on loan notes

-

723,288

-

723,288

-

5,874,426

-

5,723,288

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

 

Group

Company

2025
£

2024
£

2025
£

2024
£

Current loans and borrowings

Bank loans

-

226,905

-

-

Included in the loans and borrowings are the following amounts due after more than five years:

2025
£

2024
£

Amounts repayable by instalments due in greater than 5 years

-

55,737

-

-

The bank loans were secured by a fixed charge over the group's freehold property and a fixed and floating charge over the other assets and undertakings of the group. The security was released upon the repayment of the amounts due.

22

Commitments, Guarantees and obligations

Group

Operating leases

The total of future minimum lease payments is as follows:

2025
£

2024
£

Not later than one year

157,812

118,816

Later than one year and not later than five years

63,231

190,566

221,043

309,382

The amount of non-cancellable operating lease payments recognised as an expense during the year was £169,322 (2024 - £125,569).

23

Subsidiary undertaking audit exemption

For the financial year ending 31 March 2025 the subsidiary undertaking Optimum Time Limited (company number 05045696) is exempt from audit under section 479A of the Companies Act 2006 relating to subsidiary companies.

 

Manufacturing Services Investment Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

24

Analysis of changes in net debt

Group

At 1 April 2024
£

Financing cash flows
£

Other non-cash changes
£

At 31 March 2025
£

Cash and cash equivalents

Cash

1,381,961

(95,078)

-

1,286,883

Borrowings

Long term borrowings

5,874,426

(67,303)

(5,807,123)

-

Short term borrowings

226,905

(226,905)

-

-

6,101,331

(294,208)

(5,807,123)

-

 

7,483,292

(389,286)

(5,807,123)

1,286,883

25

Own shares

2025
£

2024
£

Own shares

91,527

91,527

The own share reserve represents the cost of £6,819 Ordinary "C" shares in the company held by a subsidiary undertaking. The shares are held in trust for future issue to employees under share option schemes.

26

Related party transactions

Group

Exemption is taken under FRS 102 paragraph 33.1A not to disclose transactions of amounts fully between undertakings wholly owned within the group.

During the year the group’s freehold property was sold to significant shareholders for £350,000, an amount which the directors considered to be materially the same as market value bearing in mind likely third party sale costs.

At 31 March 2025 an amount of £NIL (2024: £5,000,000) was due to a significant shareholder in respect of loan notes along with an amount of £NIL (2024: £723,288) in respect of accrued interest.

During the year the loan note holder forgave the company and the group and the amounts previously due are no longer payable.