Megaclose Limited

	Page
Balance Sheet	1—2
Notes to the Financial Statements	3—7

Registered number: 03495466

		2025		2024
	Notes	£	£	£	£
FIXED ASSETS
Intangible Assets	4		15,456		17,472
Tangible Assets	5		81,678		118,902
Investment Properties	6		35,265,000		35,265,000
Investments	7		102		102

			35,362,236		35,401,476
CURRENT ASSETS
Stocks	8	1,000		1,000
Debtors	9	17,523,496		16,626,009
Cash at bank and in hand		164,674		28,068

		17,689,170		16,655,077
Creditors: Amounts Falling Due Within One Year	10	(2,844,441 )		(1,670,408 )

NET CURRENT ASSETS (LIABILITIES)			14,844,729		14,984,669

TOTAL ASSETS LESS CURRENT LIABILITIES			50,206,965		50,386,145

Creditors: Amounts Falling Due After More Than One Year	11		(32,160,930 )		(32,033,331 )

PROVISIONS FOR LIABILITIES
Deferred Taxation			(3,469,799 )		(3,479,786 )

NET ASSETS			14,576,236		14,873,028

CAPITAL AND RESERVES
Called up share capital	13		50,000		50,000
Revaluation reserve	16		12,953,815		12,953,815
Profit and Loss Account			1,572,421		1,869,213

SHAREHOLDERS' FUNDS			14,576,236		14,873,028

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Megaclose Limited

Balance Sheet (continued)

As At 30 June 2025

For the year ending 30 June 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The member has not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.

The director acknowledges his responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The company has taken advantage of section 444(1) of the Companies Act 2006 and opted not to deliver to the registrar a copy of the company's Profit and Loss Account.

On behalf of the board

Mr S A Lipinski

Director

28 April 2026

The notes on pages 3 to 7 form part of these financial statements.

1. General Information

Megaclose Limited is a private company, limited by shares, incorporated in England & Wales, registered number 03495466 . The registered office is 120 North Sherwood Street, Nottingham, Notts, NG1 4EF.

2. Accounting Policies

2.1. Basis of Preparation of Financial Statements

The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 section 1A Small Entities "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

2.2. Turnover

Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the sale of goods and from the rendering of services. Turnover is reduced for estimated customer returns, rebates and other similar allowances.

Sale of goods

Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods has transferred to the buyer. This is usually at the point that the customer has signed for the delivery of the goods.

Rendering of services

Turnover from the rendering of services is recognised by reference to the stage of completion of the contract. The stage of completion of a contract is measured by comparing the costs incurred for work performed to date to the total estimated contract costs. Turnover is only recognised to the extent of recoverable expenses when the outcome of a contract cannot be estimated reliably.

2.3. Intangible Fixed Assets and Amortisation - Other Intangible

Other intangible assets are website costs. It is amortised to profit and loss account over its estimated economic life of 10 years.

2.4. Tangible Fixed Assets and Depreciation

Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:

Freehold	10% Straight Line
Leasehold	10% Straight Line
Plant & Machinery	20% Straight Line
Motor Vehicles	25% Reducing Balance

2.5. Investment Properties

All investment properties are carried at fair value determined annually and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided for. Changes in fair value are recognised in the profit and loss account.

2.6. Leasing and Hire Purchase Contracts

Assets obtained under finance leases are capitalised as tangible fixed assets. Assets acquired under finance leases are depreciated over the shorter of the lease term and their useful lives. Assets acquired under hire purchase contracts are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in the creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to the profit and loss account so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged to the profit and loss account as incurred.

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Megaclose Limited

Notes to the Financial Statements (continued)

For The Year Ended 30 June 2025

2.7. Stocks and Work in Progress

Stocks and work in progress are valued at the lower of cost and net realisable value after making due allowance for obsolete and slow-moving stocks. Cost includes all direct costs and an appropriate proportion of fixed and variable overheads. Work-in-progress is reflected in the accounts on a contract by contract basis by recording turnover and related costs as contract activity progresses.

2.8. Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. The company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.

Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. The carrying amount of deferred tax assets is reviewed at the end of each reporting period.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors.

3. Average Number of Employees

Average number of employees, including directors, during the year was: 18 (2024: 21)

4. Intangible Assets

	Other
	£
Cost
As at 1 July 2024	20,160

As at 30 June 2025	20,160

Amortisation
As at 1 July 2024	2,688
Provided during the period	2,016

As at 30 June 2025	4,704

Net Book Value
As at 30 June 2025	15,456

As at 1 July 2024	17,472

5. Tangible Assets

	Land & Property
	Leasehold	Plant & Machinery	Motor Vehicles	Total
	£	£	£	£
Cost or Valuation
As at 1 July 2024	134,008	779,824	61,934	975,766
Additions	-	92,988	-	92,988
Disposals	-	(82,077 )	-	(82,077 )

As at 30 June 2025	134,008	790,735	61,934	986,677

...CONTINUED

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Megaclose Limited

Notes to the Financial Statements (continued)

For The Year Ended 30 June 2025

Depreciation
As at 1 July 2024	134,008	712,789	10,067	856,864
Provided during the period	-	35,168	12,967	48,135

As at 30 June 2025	134,008	747,957	23,034	904,999

Net Book Value
As at 30 June 2025	-	42,778	38,900	81,678

As at 1 July 2024	-	67,035	51,867	118,902

6. Investment Property

	2025
	£
Fair Value
As at 1 July 2024 and 30 June 2025	35,265,000

7. Investments

	Subsidiaries
	£
Cost
As at 1 July 2024	102

As at 30 June 2025	102

Provision
As at 1 July 2024	-

As at 30 June 2025	-

Net Book Value
As at 30 June 2025	102

As at 1 July 2024	102

8. Stocks

	2025	2024
	£	£
Stock	1,000	1,000

9. Debtors

	2025	2024
	£	£
Due within one year
Trade debtors	116,430	73,545
Prepayments and accrued income	319,133	302,580
Other debtors	16,374,092	15,542,322
Amounts owed by group undertakings	713,841	707,562

	17,523,496	16,626,009

Included within other debtors is £11,062,769 (2024: £11,062,769) due from a related party in relation to the re-financing loan.

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Megaclose Limited

Notes to the Financial Statements (continued)

For The Year Ended 30 June 2025

10. Creditors: Amounts Falling Due Within One Year

	2025	2024
	£	£
Net obligations under finance lease and hire purchase contracts	8,492	8,492
Trade creditors	1,094,117	240,151
Bank loans and overdrafts	359,944	16,511
Corporation tax	83,121	453,512
Other taxes and social security	102,674	63,326
Other creditors	604,862	257,868
Accruals and deferred income	591,231	630,548

	2,844,441	1,670,408

11. Creditors: Amounts Falling Due After More Than One Year

	2025	2024
	£	£
Net obligations under finance lease and hire purchase contracts	24,351	33,331
Bank loans	32,136,579	32,000,000

	32,160,930	32,033,331

Included in bank loans is £32,000,000 secured by a first legal mortgage over the company's investment properties. The full £32,000,000 loan is due for repayment in one instalment by 30 July 2026. Interest charges of £988,827 were paid during the year. The interest rate is deemed to be the aggregate of 4% + the Cost of Funds, the Cost of Funds being the GBP mid-market swap rate relating to the sterling denominated interest swap rates.

In addition, there is a debenture including a fixed and floating charge over all the assets of the company and a debenture including a floating charge over all properties owned by the company.

12. Obligations Under Finance Leases and Hire Purchase

	2025	2024
	£	£
The future minimum finance lease payments are as follows:
Not later than one year	8,492	8,492
Later than one year and not later than five years	24,351	33,331

	32,843	41,823

	32,843	41,823

13. Share Capital

	2025	2024
	£	£
Allotted, Called up and fully paid	50,000	50,000

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Megaclose Limited

Notes to the Financial Statements (continued)

For The Year Ended 30 June 2025

14. Other Commitments

The total of future minimum lease payments under non-cancellable operating leases are as following:

	2025	2024
	£	£
Not later than one year	42,703	56,878
Later than one year and not later than five years	99,820	105,440

	142,523	162,318

15. Pension Commitments

The company operates a defined contribution pension scheme for. The pension cost charge for the year represents contributions payable by the company to the scheme and amounted to £27,100 (2024: £15,492). As at the balance sheet date outstanding contributions amounted to £2,173 (2024: £nil).

16. Reserves

	Revaluation Reserve
	£
As at 1 July 2024	12,953,815

As at 30 June 2025	12,953,815

17. Lessor

At the reporting end date the company had contracted with tenants minimum lease payments of £334,511 (2024: £292,911).

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