REGISTERED NUMBER: 10787511 (England and Wales)

Page

Company Information  

1

Strategic Report  

2

Report of the Director  

3

Report of the Independent Auditors  

5

Income Statement  

9

Other Comprehensive Income  

10

Balance Sheet  

11

Statement of Changes in Equity  

12

Cash Flow Statement  

13

Notes to the Cash Flow Statement  

14

Notes to the Financial Statements

15

DIRECTOR:

C L Beresford

SECRETARY:

D Bellwood

REGISTERED OFFICE:

1 Cardale Park

Beckwith Head Road

Harrogate

HG3 1RY

REGISTERED NUMBER:

10787511 (England and Wales)

AUDITORS:

Xeinadin Audit Limited

Statutory Auditor, Chartered Accountants

Sidings House, Sidings Court

Lakeside

Doncaster

South Yorkshire

DN4 5NU

The director presents her strategic report for the period 1 December 2023 to 29 November 2024.

REVIEW OF BUSINESS

The Company is a holding company whose principal activity during the year was the holding of investments in subsidiary undertakings. The Company did not undertake any trading activities during the year.

The Group had continued to be focused on delivering happiness through healthcare until its trading subsidiary, MYA Clinics Limited, went into administration on 22 October 2024.

Due to the loss of control of the trading subsidiary upon entering administration, the results for the year reflect the company only.  The company incurred a loss of £629,059 (2023: £280,833).

The Company's results for the year reflect ongoing administrative and governance costs, including costs associated with the administration of the trading subsidiary and interest charges in respect to shareholder loans..

The shareholders have continued to support the business.

However, as noted above, The Group's sole trading subsidiary, MYA Clinics Limited, went into administration on 22 October 2024. For that reason, these financial statements are prepared on a basis other than going concern.

PRINCIPAL RISKS AND UNCERTAINTIES

Owing to the administration of MYA Clinics Limited on the 22 October 2024 the main risk to MYA Group Ltd is that the shareholders are not able to achieve a return on their investment, unless they can acquire further Owing to the administration of MYA Clinics Limited on the 22 October 2024 the main risk to MYA Group Ltd is that the shareholders are not able to achieve a return on their investment, unless they can acquire further business to generate a return.

Key performance indicators

Given the Company's non trading nature, the directors do not believe that traditional financial or non financial key performance indicators are relevant.

ON BEHALF OF THE BOARD:

C L Beresford - Director

23 April 2026

The director presents her report with the financial statements of the company for the period 1 December 2023 to 29 November 2024.  

DIVIDENDS

No dividends will be distributed for the period ended 29 November 2024.

FUTURE DEVELOPMENTS

As a result, the business is reviewing potential future acquisitions in order to enable the shareholders of MYA Group Ltd to obtain a return on their original investment and repay any third-party debts. No such opportunities have arisen as at the date of this report.

DIRECTORS

C L Beresford has held office during the whole of the period from 1 December 2023 to the date of this report.

Other changes in directors holding office are as follows:

Ms E Rea - resigned 28 August 2024

J M Ryan - resigned 28 August 2024

QUALIFYING THIRD PARTY INDEMNITY PROVISIONS

The group has made qualifying third party indemnity provisions for the benefit of its director during the year. These provisions remain in force at the reporting date.

GOING CONCERN

As at the balance sheet date, the Group had net current liabilities of £10,947,047 of which £9,259,325 related to shareholder loan notes, pension scheme loans, directors' loan and related party loans. On 22 October 2024 the group's sole trading subsidiary, MYA Clinics Ltd, entered administration. As a result, the directors do not consider the company to be a going concern because the company no longer has the means to repay its external creditors.

The shareholders hope to acquire other businesses in the future to attempt to generate a return on their original investment.

As required by UK accounting standards, the directors have prepared the financial statements on the basis that the group is no longer a going concern. As a result of ceasing to apply the going concern basis, management have ensured that the balance sheet is held at its realisable value by impairing the value of the debtors down to their recoverable amounts.

PRICE RISK

Price risk is driven by market competition. The Group's current pricing is set at a reasonable level in the market which the Directors are of an opinion carries limited risk other than when comparing how budget providers set expectations to some demographics.

CREDIT RISK

Credit risk arises principally from receivables from customers. Exposure to credit risk is considered to be low owing to the nature of MYA's customers and the payment structure.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES

The director is responsible for preparing the Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year.  Under that law the director has 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 director must not approve the financial statements unless she is satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.  In preparing these financial statements, the director is 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 director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable her to ensure that the financial statements comply with the Companies Act 2006. She is also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

AUDITORS

The auditors,  Xeinadin Audit Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

C L Beresford - Director

23 April 2026

Opinion

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 company 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.

Emphasis of matter

Other information

The director is responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Director, 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 Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-

the Strategic Report and the Report of the Director 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Director.

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, or returns adequate for our audit have not been received from branches not visited by us; or

-

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

-

certain disclosures of director's remuneration specified by law are not made; or

-

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

Responsibilities of director

As explained more fully in the Statement of Director's Responsibilities set out on page four, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has 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:

Based on our understanding of the Company, we identified that the principal risks of non-compliance with laws and regulations related to corporation tax legislation and we considered the extent to which non-compliance might have a material effect on the financial statements.

As part of this assessment we considered both quantitative and qualitative factors. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements, such as the Companies Act 2006 and FRS 102.

We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements which included the risk of management override of controls. We determined that the principal risks were related to posting inappropriate journal entries, omitting, advancing or delaying recognition of events and transactions that have occurred during or after the reporting period, and potential management bias in the determination of accounting estimates or judgements to manipulate results.

Audit procedures performed by the engagement team include:

- Enquiring of and obtaining written representation from management in relation to known or suspected instances of non-compliance with laws and regulations and fraud;

- Enquiring of entity staff in tax and compliance functions to identify any instances of non-compliance with laws and regulations;

- Evaluation of management's controls designed to prevent and detect irregularities;

- Review of board meeting minutes and meetings of those charged with governance;

- Identifying and, where relevant, testing journal entries posted by senior management or with unusual combinations;

- Assessing and evaluating the business rationale of significant transactions outside the normal course of business;

- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;

- Review of correspondence with regulators in so far as they are related to the financial statements;

- Incorporating elements of unpredictability into the nature, timing and/or extent of audit procedures performed.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, 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 by, for example, forgery or intentional misrepresentation, or through 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.

Karanjit Gill FCCA (Senior Statutory Auditor)

for and on behalf of Xeinadin Audit Limited

Statutory Auditor, Chartered Accountants

Sidings House, Sidings Court

Lakeside

Doncaster

South Yorkshire

DN4 5NU

23 April 2026

TURNOVER

-

-

Administrative expenses

225,478

(131,160

)

OPERATING (LOSS)/PROFIT

(225,478

)

131,160

Interest payable and similar expenses

4

403,583

411,993

LOSS BEFORE TAXATION

(629,061

)

(280,833

)

Tax on loss

5

-

-

LOSS FOR THE FINANCIAL PERIOD

(629,061

)

(280,833

)

LOSS FOR THE PERIOD

(629,061

)

(280,833

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME

FOR THE PERIOD

(629,061

)

(280,833

)

FIXED ASSETS

Investments

6

1

1

CURRENT ASSETS

Debtors

7

146,253

73,300

Cash at bank

1,238

76

147,491

73,376

CREDITORS

Amounts falling due within one year

8

4,128,649

3,786,373

NET CURRENT LIABILITIES

(3,981,158

)

(3,712,997

)

TOTAL ASSETS LESS CURRENT

LIABILITIES

(3,981,157

)

(3,712,996

)

CREDITORS

Amounts falling due after more than one

year

9

7,443,890

7,082,990

NET LIABILITIES

(11,425,047

)

(10,795,986

)

CAPITAL AND RESERVES

Called up share capital

11

3,443,106

3,443,106

Retained earnings

12

(14,868,153

)

(14,239,092

)

SHAREHOLDERS' FUNDS

(11,425,047

)

(10,795,986

)

The financial statements were approved by the director and authorised for issue on 23 April 2026 and were signed by:

C L Beresford - Director

Called up

share

Retained

Total

capital

earnings

equity

£   

£   

£   

Balance at 1 December 2022

3,443,106

(13,958,259

)

(10,515,153

)

Changes in equity

Total comprehensive income

-

(280,833

)

(280,833

)

Balance at 30 November 2023

3,443,106

(14,239,092

)

(10,795,986

)

Changes in equity

Total comprehensive income

-

(629,061

)

(629,061

)

Balance at 29 November 2024

3,443,106

(14,868,153

)

(11,425,047

)

Cash flows from operating activities

Cash generated from operations

1

79,861

434,162

Interest paid

(403,583

)

(411,993

)

Net cash from operating activities

(323,722

)

22,169

Cash flows from financing activities

New loans in year

324,884

114,338

Loan repayments in year

-

(137,095

)

Net cash from financing activities

324,884

(22,757

)

Increase/(decrease) in cash and cash equivalents

1,162

(588

)

Cash and cash equivalents at beginning of

period

2

76

664

Cash and cash equivalents at end of

period

2

1,238

76

1.

RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

Period

1.12.23

to

Year Ended

29.11.24

30.11.23

£   

£   

Loss before taxation

(629,061

)

(280,833

)

Finance costs

403,583

411,993

(225,478

)

131,160

Increase in trade and other debtors

(72,953

)

(65,800

)

Increase in trade and other creditors

378,292

368,802

Cash generated from operations

79,861

434,162

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:

Period ended 29 November 2024

29.11.24

1.12.23

£   

£   

Cash and cash equivalents

1,238

76

Year ended 30 November 2023

30.11.23

1.12.22

£   

£   

Cash and cash equivalents

76

664

3.

ANALYSIS OF CHANGES IN NET DEBT

At 1.12.23

Cash flow

At 29.11.24

£   

£   

£   

Net cash

Cash at bank

76

1,162

1,238

76

1,162

1,238

Debt

Debts falling due within 1 year

(2,329,451

)

36,016

(2,293,435

)

Debts falling due after 1 year

(7,082,990

)

(360,900

)

(7,443,890

)

(9,412,441

)

(324,884

)

(9,737,325

)

Total

(9,412,365

)

(323,722

)

(9,736,087

)

1.

STATUTORY INFORMATION

MYA Group Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.

ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.  

Going concern

The Company's activities, together with the factors likely to affect its future development and position, are set out in the Strategic Report. The Company's primary trading subsidiary MYA Clinics Ltd is now in administration and as such material uncertainty exists that may cast significant doubt for the company to continue as a going concern due to the lack of assets to settle liabilities as they fall due. However, the company continues to be supported by its shareholders and any external creditors will continue to be satisfied

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Taxation

Deferred tax

Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.