REGISTERED NUMBER: 01169121 (England and Wales)

GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 JANUARY 2025

FOR

JOHN S. MILLER LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Consolidated Income Statement

10

Consolidated Other Comprehensive Income

11

Consolidated Balance Sheet

12

Company Balance Sheet

13

Consolidated Statement of Changes in Equity

14

Company Statement of Changes in Equity

15

Consolidated Cash Flow Statement

16

Notes to the Consolidated Cash Flow Statement

17

Notes to the Consolidated Financial Statements

18

DIRECTORS:

Ms N L Livingston

Mr J S Miller

Mr D Miller

SECRETARY:

Ms N L Livingston

REGISTERED OFFICE:

19-20 Bourne Court

Southend Road

Woodford Green

Essex

IG8 8HD

REGISTERED NUMBER:

01169121 (England and Wales)

AUDITORS:

Xeinadin Audit Limited Chartered Accountants

Statutory Auditor

8th Floor, Becket House

36 Old Jewry

London

EC2R 8DD

The directors present their strategic report of the company and the group for the year ended 31 January 2025.

REVIEW OF BUSINESS

The result for the year is shown on page 10.

The group continues to operate as a diversified property investment and trading business, maintaining a balanced portfolio of residential and commercial rental properties in the United Kingdom, alongside strategic investment in the U.S. relating to a medical supply and distribution business, named, Nationwide Medical Surgical Inc.

Despite moderate revenue contraction within the medical supply division, the group maintained profitability, increased net assets, and preserved a strong cash position. The group's long term resilience and prudent management have positioned it for sustainable growth in the coming years.

Key highlights for the financial year of the group include:

- Operational profit: £179,485 (2024: £206,192)

- Net assets: £7.3m (2024: £7.0m)

- Cash position: £3.44m (2024: £3.05m)

- Gross profit margin improved to 20.34% (2024: 12.11%)

PROPERTY INVESTMENT DIVISION

The property investment division continued to perform reliably, with high occupancy levels and minimal tenant turnover.

Rental income for the year totalled £204,848, compared with £225,239 in 2024 - a modest decrease reflecting temporary voids due to refurbishment works. Maintenance programmes were carried out across several sites to preserve asset quality and ensure compliance with current safety and energy efficiency standards.

MEDICAL SUPPLY DIVISION

The turnover within the medical supply division decreased by 22%, from £24.5m to £19.2m, primarily due to post-pandemic normalisation in demand and timing of new customer acquisitions.

STRATEGIC OBJECTIVES AND OUTLOOK

The group's strategy is guided by the following key objectives:

- Generate sustainable income and capital appreciation from property holdings;

- Reinvest profits to enhance asset quality and diversify the portfolio;

- Strengthen operational efficiencies within the medical supply division;

- Maintain prudent financial management and strong liquidity;

- Explore expansion opportunities aligned with emerging healthcare and property market trends.

PRINCIPAL RISKS AND UNCERTAINTIES

The directors continually monitor key risks that could impact performance and take proactive steps to mitigate them.

Property Market Volatility:

Rental values and asset valuations are influenced by macroeconomic factors, including interest rates and occupancy trends. The group's diversified portfolio mitigates exposure to any single region or tenant class.

Foreign Exchange Risk:

Given the group's U.S. operations, foreign currency fluctuations impact asset valuations and reported profits. The board monitors exchange exposure closely and considers hedging arrangements where cost effective.

Operational Risk:

The medical distribution business is exposed to supply chain and logistics risks. Management continues to strengthen supplier diversification and digital systems to enhance supply chain resilience.

Regulatory and Compliance Risk:

Changes in UK property legislation or U.S. medical regulatory frameworks could affect operations. Ongoing legal and compliance reviews ensure the group remains fully compliant.

KEY PERFORMANCE INDICATORS

The key financial performance indicators for the group are as follows:

KPI

2025

2024

Commentary

Gross profit margin

20.34%

12.11%

Significant increase due to operational efficiency improvements.

Debtor days

13 days

13 days

Debtor days have remained the same, reflecting disciplined credit control.

Creditor days

20 days

5 days

Creditor days have increased reflecting strategic cashflow management.

GOING CONCERN

The directors have a reasonable expectation that the group has adequate resources to continue operations for the foreseeable future. Accordingly, the financial statements have been prepared on a going concern basis.

ON BEHALF OF THE BOARD:

Mr J S Miller - Director

1 December 2025

The directors present their report with the financial statements of the company and the group for the year ended 31 January 2025.

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was that of property investment. The group also holds investments in companies trading in the purchase and distribution of medical equipment and supplies in the United States.

DIVIDENDS

No dividends will be distributed for the year ended 31 January 2025 (2024: Nil).

FUTURE DEVELOPMENTS

The group's medium term strategy focuses on sustainable growth and diversification. Strategic priorities include:

- Property portfolio enhancement - Acquire and refurbish assets in growth locations with potential for rental yield improvement;

- Medical division development - Rebuild turnover through strategic customer engagement, expanded product offerings and digital transformation of sales operations;

- Technology and efficiency - Leverage digital property management tools to streamline maintenance tracking, lease management and reporting;

- Sustainable growth - Integrate ESG principles into investment decisions to ensure long term asset value and stakeholder trust;

- Capital discipline: Maintain strong liquidity and low debt levels, ensuring flexibility to respond to market opportunities.

The group remains financially strong and well positioned to pursue disciplined growth across both divisions. With a stable property base, a recovering healthcare market, and enhanced operational focus, management expects gradual improvement in revenue and profitability over the coming year.

The board remains confident that John S. Miller Limited will continue to deliver sustainable value creation for shareholders and stakeholders alike.

DIRECTORS

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

Ms N L Livingston

Mr J S Miller

Mr D Miller

FINANCIAL INSTRUMENTS

Basic financial assets, including trade and other receivables and cash and bank balances, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Such assets are subsequently carried at amortised cost using the effective interest method.

Basic financial liabilities, including trade and other payables, bank loans, and preference shares that are classified as debt, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest.

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

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

ON BEHALF OF THE BOARD:

Mr J S Miller - Director

1 December 2025

Opinion

We have audited the financial statements of John S. Miller Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 January 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the group's and of the parent company affairs as at 31 January 2025 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

-	the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

-	the parent company financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page five, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

- we identified the laws and regulations applicable to the group through discussions with directors and other management, and from our commercial knowledge and experience of the group's sector;

- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the group, including the Companies Act 2006, taxation legislation and data protection, employment, and health and safety legislation and industry regulations;

- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence where necessary.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

- performed analytical procedures to identify any unusual or unexpected transactions;

- tested the appropriateness of journal entries;

- assessed whether judgements and assumptions made in determining the accounting estimate for the valuation of properties were indicative of potential bias; and

- investigated the rationale behind significant or unusual transactions.

To address the risk that revenue could be misstated due to fraud, we:

- obtained an understanding of the company's revenue recognition policies and compared these to the accounting standard;

- performed a walkthrough to confirm our understanding of the processes and controls through which the business initiates, records, processes and reports revenue transactions;

- tested a sample of revenue transactions to supporting evidence; and

- tested, on a sample basis, revenue related balances in the balance sheet.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

- agreeing financial statement disclosures to underlying supporting documentation; and

- enquiring of management as to actual and potential litigation and claims; and

- reviewing correspondence with HMRC, relevant regulators, and the company's legal advisors.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the trustees and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Nicola McGuffie FCCA (Senior Statutory Auditor)

for and on behalf of Xeinadin Audit Limited Chartered Accountants

Statutory Auditor

8th Floor, Becket House

36 Old Jewry

London

EC2R 8DD

1 December 2025

TURNOVER

4

19,414,437

24,700,876

Cost of sales

(15,465,556

)

(21,709,688

)

GROSS PROFIT

3,948,881

2,991,188

Administrative expenses

(3,845,909

)

(2,784,996

)

102,972

206,192

Other operating income

76,513

-

OPERATING PROFIT

6

179,485

206,192

Interest receivable and similar income

113,920

84,244

PROFIT BEFORE TAXATION

293,405

290,436

Tax on profit

7

(78,543

)

(71,674

)

PROFIT FOR THE FINANCIAL YEAR

214,862

218,762

Profit attributable to:

Owners of the parent

199,678

197,218

Non-controlling interests

15,184

21,544

214,862

218,762

PROFIT FOR THE YEAR

214,862

218,762

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

214,862

218,762

Total comprehensive income attributable to:

Owners of the parent

199,678

197,218

Non-controlling interests

15,184

21,544

214,862

218,762

FIXED ASSETS

Intangible assets

10

64,903

96,301

Tangible assets

11

17,572

19,043

Investments

12

-

-

Investment property

13

5,264,879

4,914,822

5,347,354

5,030,166

CURRENT ASSETS

Stocks

14

733,183

462,366

Debtors

15

865,340

1,150,828

Cash at bank and in hand

3,444,619

3,052,750

5,043,142

4,665,944

CREDITORS

Amounts falling due within one year

16

2,610,193

2,152,631

NET CURRENT ASSETS

2,432,949

2,513,313

TOTAL ASSETS LESS CURRENT LIABILITIES

7,780,303

7,543,479

PROVISIONS FOR LIABILITIES

17

495,868

495,868

NET ASSETS

7,284,435

7,047,611

CAPITAL AND RESERVES

Called up share capital

18

30,000

30,000

Revaluation reserve

19

2,426,476

2,426,476

Other reserves

19

472,467

442,865

Retained earnings

19

4,105,346

3,905,668

SHAREHOLDERS' FUNDS

7,034,289

6,805,009

NON-CONTROLLING INTERESTS

20

250,146

242,602

TOTAL EQUITY

7,284,435

7,047,611

The financial statements were approved by the Board of Directors and authorised for issue on 1 December 2025 and were signed on its behalf by:

Mr J S Miller - Director

FIXED ASSETS

Intangible assets

10

-

-

Tangible assets

11

707

935

Investments

12

825,930

825,930

Investment property

13

5,264,879

4,914,822

6,091,516

5,741,687

CURRENT ASSETS

Debtors

15

5,035

5,035

Cash at bank and in hand

1,877,920

1,891,668

1,882,955

1,896,703

CREDITORS

Amounts falling due within one year

16

1,224,786

1,051,835

NET CURRENT ASSETS

658,169

844,868

TOTAL ASSETS LESS CURRENT LIABILITIES

6,749,685

6,586,555

PROVISIONS FOR LIABILITIES

17

495,868

495,868

NET ASSETS

6,253,817

6,090,687

CAPITAL AND RESERVES

Called up share capital

18

30,000

30,000

Revaluation reserve

2,426,476

2,426,476

Retained earnings

3,797,341

3,634,211

SHAREHOLDERS' FUNDS

6,253,817

6,090,687

Company's profit for the financial year

163,130

135,243

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

The financial statements were approved by the Board of Directors and authorised for issue on 1 December 2025 and were signed on its behalf by:

Mr J S Miller - Director

Called up

share

Retained

Revaluation

capital

earnings

reserve

£

£

£

Balance at 1 February 2023

30,000

3,708,450

2,426,476

Changes in equity

Total comprehensive income

-

197,218

-

Balance at 31 January 2024

30,000

3,905,668

2,426,476

Changes in equity

Total comprehensive income

-

199,678

-

Balance at 31 January 2025

30,000

4,105,346

2,426,476

Other

Non-controlling

Total

reserves

Total

interests

equity

£

£

£

£

Balance at 1 February 2023

538,755

6,703,681

229,030

6,932,711

Changes in equity

Dividends

-

-

(7,972

)

(7,972

)

Total comprehensive income

(95,890

)

101,328

21,544

122,872

Balance at 31 January 2024

442,865

6,805,009

242,602

7,047,611

Changes in equity

Dividends

-

-

(7,640

)

(7,640

)

Total comprehensive income

29,602

229,280

15,184

244,464

Balance at 31 January 2025

472,467

7,034,289

250,146

7,284,435

Called up

share

Retained

Revaluation

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 February 2023

30,000

3,498,968

2,426,476

5,955,444

Changes in equity

Total comprehensive income

-

135,243

-

135,243

Balance at 31 January 2024

30,000

3,634,211

2,426,476

6,090,687

Changes in equity

Total comprehensive income

-

163,130

-

163,130

Balance at 31 January 2025

30,000

3,797,341

2,426,476

6,253,817

Cash flows from operating activities

Cash generated from operations

1

851,307

(897,869

)

Tax paid

(43,215

)

(45,378

)

Net cash from operating activities

808,092

(943,247

)

Cash flows from investing activities

Purchase of intangible fixed assets

(81,217

)

(22,267

)

Purchase of tangible fixed assets

(7,670

)

(4,122

)

Purchase of investment property

(350,057

)

(85,703

)

Sale of intangible fixed assets

113,994

-

Interest received

113,920

84,244

Net cash from investing activities

(211,030

)

(27,848

)

Cash flows from financing activities

Amount introduced by directors

-

227,155

Amount withdrawn by directors

(227,155

)

-

Dividends paid to minority interests

(7,640

)

(7,972

)

Net cash from financing activities

(234,795

)

219,183

Increase/(decrease) in cash and cash equivalents

362,267

(751,912

)

Cash and cash equivalents at beginning of year

2

3,052,750

3,900,552

Effect of foreign exchange rate changes

29,602

(95,890

)

Cash and cash equivalents at end of year

2

3,444,619

3,052,750

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2025

2024

as restated

£

£

Profit before taxation

293,405

290,436

Depreciation charges

13,923

10,867

Finance income

(113,920

)

(84,244

)

193,408

217,059

(Increase)/decrease in stocks

(270,817

)

60,296

Decrease/(increase) in trade and other debtors

294,326

(401,564

)

Increase/(decrease) in trade and other creditors

634,390

(773,660

)

Cash generated from operations

851,307

(897,869

)

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 January 2025

31.1.25

1.2.24

£

£

Cash and cash equivalents

3,444,619

3,052,750

Year ended 31 January 2024

31.1.24

1.2.23

as restated

£

£

Cash and cash equivalents

3,052,750

3,900,552

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.2.24

Cash flow

At 31.1.25

£

£

£

Net cash

Cash at bank and in hand

3,052,750

391,869

3,444,619

3,052,750

391,869

3,444,619

Total

3,052,750

391,869

3,444,619