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Registration number: NI676410

MBLR Holdings Limited
Annual Report and Consolidated Financial Statements
for the Year Ended 31 December 2024

MBLR Holdings Limited

Contents

Company Information | 1
Strategic Report | 2 to 3
Directors' Report | 4
Statement of Directors' Responsibilities | 5
Independent Auditor's Report | 6 to 9
Consolidated Profit and Loss Account | 10
Consolidated Statement of Comprehensive Income | 11
Consolidated Balance Sheet | 12
Balance Sheet | 13
Consolidated Statement of Changes in Equity | 14
Statement of Changes in Equity | 15
Consolidated Statement of Cash Flows | 16
Statement of Cash Flows | 17
Notes to the Financial Statements | 18 to 31

MBLR Holdings Limited

Company Information

Directors | Dr Denis Albert Corry Mr Noel Herbert Corry Mr Ian Noel Corry Mrs Doreen Rosemary Corry

Registered office | Dill Road Castlereagh Industrial Estate Belfast BT6 9HU

Auditors | MBS Chartered Accountants Registered Auditors3 High Street Larne BT40 1JN

MBLR Holdings Limited

Strategic Report for the Year Ended 31 December 2024

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

Principal activity

The principal activity of the group is the management and control of group companies. The subsidiary companies within the group are:
HMG Powder Coatings Limited, registered number NI 021911
HMG Powder Coatings (Midlands) Limited, registered number 03725455
HMG Paints (Ireland) Limited, registered number NI 016080
Samuel Courtney Limited, registered number R0000658
All subsidiary companies have availed of parental guarantee making them exempt from the requirements of the Act relating to the audit of individual accounts.

Fair review of the business

The directors consider the group performance for the year and the position at the year end to be satisfactory.despite prevailing economic and market conditions.
The principal trading company of the group, HMG Powder Coatings Limited, continues to invest heavily in Research and Development.
The workforce continues to grow and substantial further investment in production facilities is planned for the immediate future.

Principal risks and uncertainties

MBLR Holdings Limited

Strategic Report for the Year Ended 31 December 2024

Economic Risk
The risk of inflation and/or exchange rate fluctuations may have an adverse effect on international markets. The company mitigates this risk through the use of foreign currency accounts and monitors fluctuations on a regular basis.
Competition and market risk
The directrors manage competition risk through close attention to quality and customer service levels. The company monitors local and global market information and sales prospects on a regular basis to anticipate demand and meet customer needs with ongoing internal dialogue to ensure that technical development, manufacturing capacity, supply chain capability and customer demands are all aligned.
Personnel risk
The success of the company is acheived by the contribution of all team members.While loss of skill and expertise is identified as a principal risk in the business, the low level of staff turnover reflects the committment of the company in providing good terms and conditions of employment creating a positive work environment with internal opportunities for training and development, while dealing with staff and other stakeholders in the business in a fair and consistent manner.
Brexit/Northern Ireland Protocol/Windsor Framework
Any ongoing uncertainty over Brexit has been mitigated by detailed planning.The company is maintaing close relationships with freight forwarders to work with the ongoing difficulties caused by the Protocol/Framework requirements.
Future Developments
The strategic focus of the company is to develop expertise and create more opportunities in high growth sectors across multiple geographic locations. Recruitment and the continued development of staff are fundamental to acheiving this objective.

Approved and authorised by the Board on 30 September 2025 and signed on its behalf by:

......................................... Dr Denis Albert Corry Director
......................................... Mr Noel Herbert Corry Director

MBLR Holdings Limited

Directors' Report for the Year Ended 31 December 2024

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

Directors of the group

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

Dr Denis Albert Corry

Mr Noel Herbert Corry

Mr Ian Noel Corry

Mrs Doreen Rosemary Corry

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 30 September 2025 and signed on its behalf by:

......................................... Dr Denis Albert Corry Director
......................................... Mr Noel Herbert Corry Director

MBLR Holdings 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.

MBLR Holdings Limited

Independent Auditor's Report to the Members of MBLR Holdings Limited

Opinion

We have audited the financial statements of MBLR Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024, which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, 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 December 2024 and of the group's profit for the year then ended;
• | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
• | have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor 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 director's 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.

MBLR Holdings Limited

Independent Auditor's Report to the Members of MBLR Holdings 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 5], 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

MBLR Holdings Limited

Independent Auditor's Report to the Members of MBLR Holdings Limited

We considered the opportunities and incentives that may exist within the company for fraud and identified the
greatest potential for fraud in relation to revenue recognition and payment of amounts from the company. In
common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the
risk of management override.
We also obtained an understanding of the legal and regulatory frameworks that the company operates in,
focusing on provisions of those laws and regulations that had a direct effect on the determination of material
amounts and disclosures in the financial statements. The key laws and regulations in Companies Act 2006 were
considered in this context.
In addition, we considered provisions of relevant laws and regulations that do not have a direct effect on the
financial statements but compliance with which may be fundamental to the company’s ability to operate or to
avoid a material penalty.
Our procedures to respond to risks identified included the following:
• reviewing the financial statement disclosures and testing to supporting documentation to assess compliance
with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
• enquiring of management regarding actual and potential litigation and claims;
• performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of
material misstatement due to fraud;
• reading minutes of meetings of those charged with governance and reviewing regulatory correspondence with
Companies House;
• in addressing the risk of fraud through management override of controls we, tested the appropriateness of
journal entries and other adjustments; assessed whether the judgements made in making accounting estimates
are indicative of a potential bias; evaluated the business rationale of any significant transactions; and where
possible obtained direct confirmation of balances independently from the relevant party.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team
members, and remained alert to any indications of fraud or non-compliance with laws and regulations
throughout the audit.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including
those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk
increases the more that compliance with a law or regulation is removed from the events and transactions
reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.
The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves
intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities 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.

MBLR Holdings Limited

Independent Auditor's Report to the Members of MBLR Holdings Limited

......................................
Simon Hopper (Senior Statutory Auditor)
For and on behalf of MBS Chartered Accountants, Statutory Auditor
3 High Street
Larne
BT40 1JN

30 September 2025

MBLR Holdings Limited

Consolidated Profit and Loss Account for the Year Ended 31 December 2024

| Note | 2024 £ | 2023 £
Turnover | 3 | 8,253,452 | 8,430,684
Cost of sales |  | (3,859,097) | (4,559,034)
Gross profit |  | 4,394,355 | 3,871,650
Distribution costs |  | (144,085) | (164,719)
Administrative expenses |  | (3,247,415) | (3,585,361)
Operating profit | 5 | 1,002,855 | 121,570
Other interest receivable and similar income | 6 | 107,442 | 55,576
Interest payable and similar expenses | 7 | (26,174) | (10,355)
|  | 81,268 | 45,221
Profit before tax |  | 1,084,123 | 166,791
Tax on profit | 11 | (129,702) | (100,722)
Profit for the financial year |  | 954,421 | 66,069
Profit/(loss) attributable to: |  |  |
Owners of the company |  | 954,421 | 66,069

MBLR Holdings Limited

Consolidated Statement of Comprehensive Income for the Year Ended 31 December 2024

| 2024 £ | 2023 £
Profit for the year | 954,421 | 66,069
Surplus on property, plant and equipment revaluation | 671,308 | -
Deficit on revaluation of other assets | (803,459) | -
| (132,151) | -
Total comprehensive income for the year | 822,270 | 66,069
Total comprehensive income attributable to: |  |
Owners of the company | 822,270 | 66,069

MBLR Holdings Limited

(Registration number: NI676410)
Consolidated Balance Sheet as at 31 December 2024

| Note | 2024 £ | 2023 £
Fixed assets |  |  |
Intangible assets | 12 | 442,307 | 455,735
Tangible assets | 13 | 1,567,099 | 2,170,230
|  | 2,009,406 | 2,625,965
Current assets |  |  |
Stocks | 15 | 1,894,385 | 1,972,435
Debtors | 16 | 1,617,416 | 1,672,190
Cash at bank and in hand |  | 4,544,741 | 3,073,673
|  | 8,056,542 | 6,718,298
Creditors: Amounts falling due within one year | 18 | (1,398,878) | (1,326,805)
Net current assets |  | 6,657,664 | 5,391,493
Total assets less current liabilities |  | 8,667,070 | 8,017,458
Creditors: Amounts falling due after more than one year | 18 | (316,808) | (390,423)
Provisions for liabilities | 19 | (103,186) | (98,229)
Net assets |  | 8,247,076 | 7,528,806
Capital and reserves |  |  |
Called up share capital | 21 | 49,400 | 49,400
Capital redemption reserve |  | 9,500 | 9,500
Revaluation reserve |  | 671,308 | 803,459
Other reserves |  | 121,797 | 121,797
Retained earnings |  | 7,395,071 | 6,544,650
Equity attributable to owners of the company |  | 8,247,076 | 7,528,806
Shareholders' funds |  | 8,247,076 | 7,528,806

Approved and authorised by the Board on 30 September 2025 and signed on its behalf by:

......................................... Dr Denis Albert Corry Director
......................................... Mr Noel Herbert Corry Director

MBLR Holdings Limited

(Registration number: NI676410)
Balance Sheet as at 31 December 2024

| Note | 2024 £ | 2023 £
Fixed assets |  |  |
Tangible assets | 13 | 825,000 | -
Investments | 14 | 174,625 | 174,625
|  | 999,625 | 174,625
Current assets |  |  |
Debtors | 16 | 57,754 | -
Cash at bank and in hand |  | 2,499,556 | 144,541
|  | 2,557,310 | 144,541
Creditors: Amounts falling due within one year | 18 | (200,285) | (182,673)
Net current assets/(liabilities) |  | 2,357,025 | (38,132)
Net assets |  | 3,356,650 | 136,493
Capital and reserves |  |  |
Called up share capital | 21 | 49,400 | 49,400
Revaluation reserve |  | 671,308 | -
Retained earnings |  | 2,635,942 | 87,093
Shareholders' funds |  | 3,356,650 | 136,493

The company made a profit after tax for the financial year of £2,652,849 (2023 - profit of £32,688).

Approved and authorised by the Board on 30 September 2025 and signed on its behalf by:

......................................... Dr Denis Albert Corry Director
......................................... Mr Noel Herbert Corry Director

MBLR Holdings Limited

Consolidated Statement of Changes in Equity for the Year Ended 31 December 2024
Equity attributable to the parent company

| Share capital £ | Capital redemption reserve £ | Revaluation reserve £ | Other reserves £ | Retained earnings £ | Total £ | Total equity £
At 1 January 2024 | 49,400 | 9,500 | 803,459 | 121,797 | 6,544,650 | 7,528,806 | 7,528,806
Profit for the year | - | - | - | - | 954,421 | 954,421 | 954,421
Other comprehensive income | - | - | (132,151) | - | - | (132,151) | (132,151)
Total comprehensive income | - | - | (132,151) | - | 954,421 | 822,270 | 822,270
Dividends | - | - | - | - | (104,000) | (104,000) | (104,000)
At 31 December 2024 | 49,400 | 9,500 | 671,308 | 121,797 | 7,395,071 | 8,247,076 | 8,247,076

MBLR Holdings Limited

Statement of Changes in Equity for the Year Ended 31 December 2024

| Share capital £ | Revaluation reserve £ | Retained earnings £ | Total £
At 1 January 2024 | 49,400 | - | 87,093 | 136,493
Profit for the year | - | - | 2,652,849 | 2,652,849
Other comprehensive income | - | 671,308 | - | 671,308
Total comprehensive income | - | 671,308 | 2,652,849 | 3,324,157
Dividends | - | - | (104,000) | (104,000)
At 31 December 2024 | 49,400 | 671,308 | 2,635,942 | 3,356,650

| Share capital £ | Retained earnings £ | Total £
At 1 January 2023 | 49,400 | 62,405 | 111,805
Profit for the year | - | 32,688 | 32,688
Dividends | - | (8,000) | (8,000)
At 31 December 2023 | 49,400 | 87,093 | 136,493

MBLR Holdings Limited

Consolidated Statement of Cash Flows for the Year Ended 31 December 2024

| Note | 2024 £ | 2023 £
Cash flows from operating activities
Profit for the year |  | 954,421 | 66,069
Adjustments to cash flows from non-cash items |  |  |
Depreciation and amortisation | 5 | 245,876 | 235,474
Changes in fair value of investment property |  | (132,151) | -
Profit on disposal of tangible assets | 4 | (351,297) | (4,664)
Finance income | 6 | (107,442) | (55,576)
Finance costs | 7 | 1,783 | 4,937
Income tax expense | 11 | 129,702 | 100,722
|  | 740,892 | 346,962
Working capital adjustments |  |  |
Decrease/(increase) in stocks | 15 | 78,050 | (1,972,435)
Decrease/(increase) in trade debtors | 16 | 54,774 | (1,672,048)
Increase in trade creditors | 18 | 74,356 | 1,156,100
Cash generated from operations |  | 948,072 | (2,141,421)
Income taxes (paid)/received | 11 | (126,500) | 52,692
Net cash flow from operating activities |  | 821,572 | (2,088,729)
Cash flows from investing activities |  |  |
Interest received |  | 107,442 | 55,576
Acquisitions of tangible assets |  | (1,079,037) | (237,092)
Proceeds from sale of tangible assets |  | 1,801,017 | 55,957
Net cash flows from investing activities |  | 829,422 | (125,559)
Cash flows from financing activities |  |  |
Interest paid | 7 | (1,783) | (4,937)
Payments to finance lease creditors |  | (11,150) | 23,561
Dividends paid |  | (104,000) | (8,000)
Net cash flows from financing activities |  | (116,933) | 10,624
Net increase/(decrease) in cash and cash equivalents |  | 1,534,061 | (2,203,664)
Cash and cash equivalents at 1 January |  | 3,073,673 | -
Cash and cash equivalents at 31 December |  | 4,607,734 | (2,203,664)

MBLR Holdings Limited

Statement of Cash Flows for the Year Ended 31 December 2024

| Note | 2024 £ | 2023 £
Cash flows from operating activities
Profit for the year |  | 2,652,849 | 32,688
Adjustments to cash flows from non-cash items |  |  |
Financial instrument net gains (losses) through profit and loss |  | - | (62,820)
Changes in fair value of investment property |  | 671,308 | -
Finance income |  | (2,601,007) | (193,000)
Income tax expense | 11 | 35,616 | -
|  | 758,766 | (223,132)
Working capital adjustments |  |  |
Increase in trade debtors | 16 | (57,754) | -
(Decrease)/increase in trade creditors | 18 | (18,004) | 182,673
Net cash flow from operating activities |  | 683,008 | (40,459)
Cash flows from investing activities |  |  |
Interest received |  | 51,007 | -
Acquisitions of tangible assets |  | (825,000) | -
Dividend income |  | 2,550,000 | 193,000
Net cash flows from investing activities |  | 1,776,007 | 193,000
Cash flows from financing activities |  |  |
Dividends paid |  | (104,000) | (8,000)
Net increase in cash and cash equivalents |  | 2,355,015 | 144,541
Cash and cash equivalents at 1 January |  | 144,541 | -
Cash and cash equivalents at 31 December |  | 2,499,556 | 144,541

MBLR Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

1 | General information

The company is a private company limited by share capital, incorporated in Northern Ireland.

The address of its registered office is:
Dill Road
Castlereagh Industrial Estate
Belfast
BT6 9HU

These financial statements were authorised for issue by the Board on 30 September 2025.

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 have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

Basis of consolidation

The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December 2024.

MBLR Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

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 Profit and Loss Account 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.

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 group’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the group.
The group recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the group's activities.

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.

Tax

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

MBLR Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

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, except for revalued land and investment property where the tax rate that applies to the sale of the asset is used.

Tangible assets

Tangible assets are stated in the balance sheet 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:

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.

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:

MBLR Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

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.

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 first-in, first-out (FIFO) method.
The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs 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.

MBLR Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

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 profit and loss account 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.

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.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.
Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation.
Lease payments are apportioned between finance costs in the profit and loss account and reduction of the lease obligation so as to achieve 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:

MBLR Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

| 2024 £ | 2023 £
Sale of goods | 8,244,787 | 8,363,659
Rental income from investment property | - | 62,472
Grants received | 8,665 | 4,553
| 8,253,452 | 8,430,684

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

| 2024 £ | 2023 £
Sale of goods | 8,244,787 | 8,363,659
Rental Income | - | 62,472
Grants | 8,665 | 4,553
| 8,253,452 | 8,430,684

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

| 2024 £ | 2023 £
UK | 6,608,684 | 6,523,956
Europe | 1,636,146 | 1,884,888
Rest of world | 8,622 | 21,840
| 8,253,452 | 8,430,684

4 | Other gains and losses

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

| 2024 £ | 2023 £
Gain on disposal of tangible assets | 351,297 | 4,664

5 | Operating profit

Arrived at after charging/(crediting)

| 2024 £ | 2023 £
Depreciation expense | 232,448 | 222,046
Amortisation expense | 13,428 | 13,428
Operating lease expense - plant and machinery | 49 | 5,405
Profit on disposal of property, plant and equipment | (351,297) | (4,664)

6 | Other interest receivable and similar income

MBLR Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

| 2024 £ | 2023 £
Interest income on bank deposits | 107,297 | 55,576
Other finance income | 145 | -
| 107,442 | 55,576

7 | Interest payable and similar expenses

| 2024 £ | 2023 £
Interest on obligations under finance leases and hire purchase contracts | 1,783 | 4,937
Foreign exchange gains | 24,391 | 5,418
| 26,174 | 10,355

8 | Staff costs

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

| 2024 £ | 2023 £
Wages and salaries | 2,074,609 | 1,898,542
Other short-term employee benefits | 7,904 | 7,057
Pension costs, defined contribution scheme | 168,719 | 335,150
| 2,251,232 | 2,240,749

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

| 2024 No. | 2023 No.
Administration and support | 57 | 55
| 57 | 55

9 | Directors' remuneration

The directors' remuneration for the year was as follows:

| 2024 £ | 2023 £
Remuneration | 464,592 | 342,083
Contributions paid to money purchase schemes | 108,000 | 288,053
| 572,592 | 630,136

10 | Auditors' remuneration

| 2024 £ | 2023 £
Audit of these financial statements | 4,000 | -

MBLR Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

11 | Taxation

Tax charged/(credited) in the consolidated profit and loss account

| 2024 £ | 2023 £
Current taxation |  |
UK corporation tax | 157,800 | 159,555
UK corporation tax adjustment to prior periods | (33,054) | (52,834)
| 124,746 | 106,721
Deferred taxation |  |
Arising from origination and reversal of timing differences | 4,956 | (5,999)
Tax expense in the income statement | 129,702 | 100,722

Deferred tax

Group

Deferred tax assets and liabilities

2024 | Asset £ | Liability £
Deferred Tax | - | 103,186
| - | 103,186

2023 | Asset £ | Liability £
Deferred Tax | - | 98,229
| - | 98,229

12 | Intangible assets

Group

MBLR Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

| Goodwill £ | Total £
Cost or valuation
At 1 January 2024 | 479,234 | 479,234
At 31 December 2024 | 479,234 | 479,234
Amortisation
At 1 January 2024 | 23,499 | 23,499
Amortisation charge | 13,428 | 13,428
At 31 December 2024 | 36,927 | 36,927
Carrying amount
At 31 December 2024 | 442,307 | 442,307
At 31 December 2023 | 455,735 | 455,735

13 | Tangible assets

Group

| Land and buildings £ | Furniture, fittings and equipment £ | Motor vehicles £ | Total £
Cost or valuation
At 1 January 2024 | 1,449,720 | 2,631,421 | 317,457 | 4,398,598
Additions | 825,000 | 120,636 | 133,401 | 1,079,037
Disposals | (1,449,720) | - | - | (1,449,720)
At 31 December 2024 | 825,000 | 2,752,057 | 450,858 | 4,027,915
Depreciation
At 1 January 2024 | - | 2,132,649 | 95,719 | 2,228,368
Charge for the year | - | 157,744 | 74,704 | 232,448
At 31 December 2024 | - | 2,290,393 | 170,423 | 2,460,816
Carrying amount
At 31 December 2024 | 825,000 | 461,664 | 280,435 | 1,567,099
At 31 December 2023 | 1,449,720 | 498,772 | 221,738 | 2,170,230

Included within the net book value of land and buildings above is £825,000 (2023 - £1,449,720) in respect of freehold land and buildings.

Company

MBLR Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

| Land and buildings £ | Total £
Cost or valuation
Additions | 825,000 | 825,000
At 31 December 2024 | 825,000 | 825,000
Depreciation
Carrying amount
At 31 December 2024 | 825,000 | 825,000

Included within the net book value of land and buildings above is £825,000 (2023 - £Nil) in respect of freehold land and buildings.

14 | Investments

Group

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the group holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking | Registered office | Holding | Proportion of voting rights and shares held
|  |  | 2024 | 2023
Subsidiary undertakings
H.M.G.Powder Coatings Limited* | Dill Road, Castlereagh Ind Estate, Belfast, BT6 9HU | Ordinary | 100% | 100%
| Northern Ireland |  |  |
HMG Powder Coatings (Midlands) Limited | Unit G Riverside Ind Estate, Fazeley, Tamworth, B78 3RW | Ordinary Preference | 100% 100% | 100% 100%
| England |  |  |
H.M.G.Paints (Ireland) Limited* | Dill Road, Castlereagh Ind Estate, Belfast, BT6 9HU | Ordinary | 100% | 100%
| Northern Ireland |  |  |
Samuel Courtney Limited | Dill Road, Castlereagh Ind Estate, Belfast, BT6 9HU | Ordinary | 100% | 100%
| Northern Ireland |  |  |

* indicates direct investment of the company

MBLR Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Subsidiary undertakings

H.M.G.Powder Coatings Limited The principal activity of H.M.G.Powder Coatings Limited is powder coatings manufacturer
HMG Powder Coatings (Midlands) Limited The principal activity of HMG Powder Coatings (Midlands) Limited is powder coatings distributor
H.M.G.Paints (Ireland) Limited The principal activity of H.M.G.Paints (Ireland) Limited is investments
Samuel Courtney Limited The principal activity of Samuel Courtney Limited is dormant company

For the year ending 31 December 2024 the following subsidiaries were entitled to exemption from audit under section 479A of the Companies Act 2006 relating to subsidiary companies:
H.M.G. Powder Coatings Limited
HMG Powder Coatings (Midlands) Limited
H.M.G. Paints (Ireland) Limited
Samuel Courtney Limited

Company

| 2024 £ | 2023 £
Investments in subsidiaries | 174,625 | 174,625

Subsidiaries | £
Cost or valuation
At 1 January 2024 | 174,625
Provision
Carrying amount
At 31 December 2024 | 174,625
At 31 December 2023 | 174,625

15 | Stocks

| Group | Company
| 2024 £ | 2023 £ | 2024 £ | 2023 £
Other inventories | 1,894,385 | 1,972,435 | - | -

Group

MBLR Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

16 | Debtors

|  | Group | Company
Current | Note | 2024 £ | 2023 £ | 2024 £ | 2023 £
Trade debtors |  | 1,213,891 | 1,275,818 | 57,754 | -
Amounts owed by related parties |  | 312,887 | 319,412 | - | -
Other debtors |  | 3,669 | 4,403 | - | -
Prepayments |  | 86,827 | 72,415 | - | -
Income tax asset | 11 | 142 | 142 | - | -
|  | 1,617,416 | 1,672,190 | 57,754 | -

17 | Cash and cash equivalents

| Group | Company
| 2024 £ | 2023 £ | 2024 £ | 2023 £
Cash on hand | 374 | 366 | - | -
Cash at bank | 1,271,836 | 669,230 | 527,182 | 144,541
Short-term deposits | 3,272,531 | 2,404,077 | 1,972,374 | -
| 4,544,741 | 3,073,673 | 2,499,556 | 144,541

18 | Creditors

|  | Group | Company
| Note | 2024 £ | 2023 £ | 2024 £ | 2023 £
Due within one year |  |  |  |  |
Loans and borrowings | 22 | 10,621 | 11,150 | - | -
Trade creditors |  | 669,089 | 557,788 | 900 | -
Amounts due to related parties |  | 200,003 | 206,528 | 119,366 | 125,891
Social security and other taxes |  | 239,931 | 254,479 | 38,703 | 56,282
Outstanding defined contribution pension costs |  | 8,502 | 7,584 | - | -
Other payables |  | 74,039 | 92,803 | - | -
Accruals |  | 38,892 | 36,918 | 5,700 | 500
Income tax liability | 11 | 157,801 | 159,555 | 35,616 | -
|  | 1,398,878 | 1,326,805 | 200,285 | 182,673
Due after one year |  |  |  |  |
Loans and borrowings | 22 | 1,790 | 12,411 | - | -
Other financial liabilities |  | 315,018 | 378,012 | - | -
|  | 316,808 | 390,423 | - | -

MBLR Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

19 | Provisions for liabilities

Group

| Deferred tax £ | Total £
At 1 January 2024 | 98,229 | 98,229
Increase (decrease) in existing provisions | 4,957 | 4,957
At 31 December 2024 | 103,186 | 103,186

MBLR Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

20 | 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 £168,719 (2023 - £335,150).
Contributions totalling £8,502 (2023 - £7,584) were payable to the scheme at the end of the year and are included in creditors.

21 | Share capital

Allotted, called up and fully paid shares

| 2024 | 2023
| No. | £ | No. | £
Ordinary Shares of £1 each of £1 each | 49,400 | 49,400 | 49,400 | 49,400

22 | Loans and borrowings

Non-current loans and borrowings

| Group | Company
| 2024 £ | 2023 £ | 2024 £ | 2023 £
Hire purchase contracts | 1,790 | 12,411 | - | -

Current loans and borrowings

| Group | Company
| 2024 £ | 2023 £ | 2024 £ | 2023 £
Hire purchase contracts | 10,621 | 11,150 | - | -

23 | Dividends

Interim dividends paid

|  | 2024 £ |  | 2023 £
Interim dividend of £2.105 (2023 - £0.16) per each Ordinary Shares of £1 each |  | 104,000 |  | 8,000