Company registration number 11552306 (England and Wales)
MILLB 2018 LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 28 DECEMBER 2025
MILLB 2018 LTD
COMPANY INFORMATION
Director
Mr D Hopley
Company number
11552306
Registered office
Millbank House
Northway
Runcorn
WA7 2SX
Auditor
MHA
Richard House
9 Winckley Square
Preston
PR1 3HP
MILLB 2018 LTD
CONTENTS
Page
Strategic report
1 - 2
Director's report
3 - 4
Director's responsibilities statement
5
Independent auditor's report
6 - 8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 30
MILLB 2018 LTD
STRATEGIC REPORT
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 1 -

The director presents the strategic report for the period ended 28 December 2025.

Fair review of the business

The financial period has been extended beyond the company’s normal accounting reference period of 1 October to 30 September in order to align with a group reorganisation. During the period, the group completed a restructuring of its subsidiary companies. Two subsidiaries within the group (M.D.A. Rail Limited & Forbes HR Limited) were hived across into another subsidiary (Millbank Resource Management Limited (formally Priory Design Services Limited)), with effect from 1 December 2025. This hive across resulted in the transfer of the assets and liabilities of the two entities and simplified the group’s trading structure by reducing the number of operating entities within the group.

 

Principal Activity, Business Review and External Environment

The principal activity of the group during the period continued to be the provision of specialist recruitment services, supplying professional, technical, engineering, scientific and commercial personnel to clients on both a temporary and permanent basis.

 

The group operates within the UK recruitment sector and is influenced by general economic conditions and labour market trends.

 

During the period, the UK economy continued to experience uncertainty arising from inflationary pressures, changes in monetary policy including movements in interest rates, and the outcome of the UK general election. In addition, ongoing geopolitical tensions, including conflicts in Ukraine and the Middle East, have contributed to volatility in global markets.

 

These factors have resulted in cautious hiring activity in certain sectors; however, demand for skilled personnel in technical and professional disciplines has remained relatively resilient.

 

Trading during the period remained stable, with continued demand across the group’s core sectors. The group maintained a diversified client base and continued to operate in markets characterised by structural skills shortages.

 

The director believes that the group is financially secure, as demonstrated by current assets exceeding current liabilities by £1,881,469.

 

The period also included the integration of the trade and net assets of two connected subsidiaries following the group reorganisation. This is expected to enhance operational efficiency and simplify the group structure going forward.

 

Principal risks and uncertainties

The company is exposed to a number of risks and uncertainties in the course of its business. The principal risks identified are as follows:

 

•    Changes in employment legislation and regulatory requirements

•    Variations in client demand, including a potential slowdown in hiring activity

•    Macroeconomic uncertainty affecting business confidence

•    Ongoing geopolitical developments impacting economic stability

 

The director monitors these risks on an ongoing basis and seeks to mitigate their impact through maintaining a diversified client base, focusing on sectors with sustained demand, and exercising prudent cost control.

MILLB 2018 LTD
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 2 -
Key performance indicators

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

15 months
Year
2025
2024
£
£
Turnover
70,902,664
63,977,410
Gross profit
3,252,787
2,952,734
Operating profit (excluding bad debt provision)
738,407
869,891
Gross profit as a percentage of turnover
4.59%
4.62%
Operating profit as a percentage of turnover
1.04%
1.36%
(excluding bad debt provision)

 

The current period covers 15 months, compared to 12 months in the prior year. Accordingly, direct comparison of absolute performance measures, including turnover, gross profit and operating profit, is not on a like-for-like basis.

 

Turnover in both temporary and permanent placements was slightly lower on a pro-rata basis compared with the prior year, reflecting some reduction in client activity during the period. Gross profit margin remained broadly consistent at 4.59% (2024: 4.62%), reflecting stable pricing and cost structures.

 

The reduction in operating profit reflects the combination of lower turnover, increased administrative costs (including bad debt provision), investment in infrastructure, rebranding activities associated with the change in trading name, and costs related to the group reorganisation.

 

Future Outlook

Whilst economic conditions remain uncertain, the company is well positioned within its specialist markets. The director expects that continued demand for skilled personnel, together with the benefits arising from the group reorganisation and strengthened group identity under the Millbank brand, will support the ongoing development of the business.

On behalf of the board

Mr D Hopley
Director
6 May 2026
MILLB 2018 LTD
DIRECTOR'S REPORT
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 3 -

The director presents his annual report and financial statements for the period ended 28 December 2025.

Principal activities

Millb 2018 Ltd is a leading service provider of professional recruitment to all walks of industry from large international blue chip to medium sized local companies. It operates from the main office in Runcorn within the UK.

 

The principal activity of the group is that of specialist recruitment and temporary work in the professional, technical, industrial and commercial fields. On 1 December 2025 a group reorganisation project took place where Millbank Resource Management Limited (formerly known as Priory Design Services Limited) absorbed the trade and assets/liabilities of fellow subsidiaries Forbes H R Limited and M.D.A Rail Limited, with all activities previously included within those subsidiaries now included within Millbank Resource Management Limited.

 

The principal activity of the company is that of a holding company.

Results and dividends

The results for the period are set out on page 9.

Ordinary dividends were paid amounting to £179,363. The director does not recommend payment of a further dividend.

Director

The director who held office during the period and up to the date of signature of the financial statements was as follows:

Mr D Hopley
Strategic report

The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of future developments.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

MILLB 2018 LTD
DIRECTOR'S REPORT (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 4 -
Financial risk management objectives and policies

The group finances its operations through a mixture of retained profits and where necessary to fund expansion or capital expenditure programmes through bank borrowings.

 

The management's objectives are to:

 

- retain sufficient liquid funds to enable it to meet its day to day obligations as they fall due whilst maximising returns on surplus funds and;

 

- minimise the group's exposure to fluctuating interest rates when seeking new borrowings; and

- match the repayment schedule of any external borrowings or overdrafts with the expected future cash flows expected to arise from the company's trading activities.

 

Where appropriate, funds are held primarily in short term variable rate deposit accounts. The directors believe that this gives them the flexibility to release cash resources at short notice and also allows them to take advantage of changing conditions in the finance markets as they arise. All deposits are with reputable UK banks.

 

Hedge accounting is not used by the group.

On behalf of the board
Mr D Hopley
Director
6 May 2026
MILLB 2018 LTD
DIRECTOR'S RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 5 -

The director is responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

United Kingdom company law requires the director to prepare financial statements for each financial year. Under that law, the director has elected to prepare the group and parent company 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 he is satisfied that they give a true and fair view of the state of affairs of the group and parent company, and of the profit or loss of the group for that period.

In preparing these financial statements, the director is required to:

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

MILLB 2018 LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF MILLB 2018 LTD
- 6 -
Opinion

We have audited the financial statements of Millb 2018 Ltd (the 'parent company') and its subsidiaries (the 'group') for the period ended 28 December 2025 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group 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 FRS 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:

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 and parent 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 ethical responsibilities in accordance with those 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 and 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 director with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The director is responsible for the other information contained within the annual report. 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. 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 course of 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.

MILLB 2018 LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF MILLB 2018 LTD
- 7 -

Opinions on other matters prescribed by the Companies Act 2006

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

 

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the director's report.

Matters on which we are required to report by exception

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

Responsibilities of director

As explained more fully in the director's responsibilities statement, 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 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 director is responsible for assessing the group's and 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 director either intends to liquidate the group or parent company or to cease operations, or has 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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud, is detailed below:

MILLB 2018 LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF MILLB 2018 LTD
- 8 -

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: https://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 parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Paul Spencer BSc(Hons) FCA
Senior Statutory Auditor
For and on behalf of MHA, Statutory Auditor
Preston, United Kingdom
6 May 2026
MHA is the trading name of MHA Audit Services LLP, a limited liability partnership in England and Wales (registered number OC455542)
MILLB 2018 LTD
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 9 -
Period
Year
ended
ended
28 December
30 September
2025
2024
Notes
£
£
Turnover
3
70,902,664
63,977,410
Cost of sales
(67,649,877)
(61,024,676)
Gross profit
3,252,787
2,952,734
Administrative expenses
(2,960,323)
(2,244,013)
Other operating income
159,610
161,170
Operating profit
4
452,074
869,891
Interest payable and similar expenses
8
(359,387)
(364,206)
Profit before taxation
92,687
505,685
Tax on profit
9
(28,978)
(126,047)
Profit for the financial period
63,709
379,638
Profit for the financial period is attributable to:
- Owners of the parent company
62,339
378,754
- Non-controlling interests
1,370
884
63,709
379,638
Total comprehensive income for the period is attributable to:
- Owners of the parent company
62,339
378,754
- Non-controlling interests
1,370
884
63,709
379,638
MILLB 2018 LTD
GROUP BALANCE SHEET
AS AT
28 DECEMBER 2025
28 December 2025
- 10 -
28 December 2025
30 September 2024
Notes
£
£
£
£
Fixed assets
Intangible assets
11
-
0
563
Tangible assets
12
62,459
72,269
62,459
72,832
Current assets
Debtors
15
7,321,536
10,565,497
Cash at bank and in hand
239,169
172,171
7,560,705
10,737,668
Creditors: amounts falling due within one year
16
(5,679,236)
(8,701,665)
Net current assets
1,881,469
2,036,003
Total assets less current liabilities
1,943,928
2,108,835
Creditors: amounts falling due after more than one year
17
(436,848)
(479,002)
Provisions for liabilities
Deferred tax liability
18
11,984
14,083
(11,984)
(14,083)
Net assets
1,495,096
1,615,750
Capital and reserves
Called up share capital
20
342,900
342,900
Share premium account
21
156,657
156,657
Other reserves
21
223,283
223,283
Profit and loss reserves
772,256
894,280
Equity attributable to owners of the parent company
1,495,096
1,617,120
Non-controlling interests
-
0
(1,370)
1,495,096
1,615,750
The financial statements were approved and signed by the director and authorised for issue on 6 May 2026
06 May 2026
Mr D Hopley
Director
Company registration number 11552306 (England and Wales)
MILLB 2018 LTD
COMPANY BALANCE SHEET
AS AT 28 DECEMBER 2025
28 December 2025
- 11 -
28 December 2025
30 September 2024
Notes
£
£
£
£
Fixed assets
Investments
13
1,549,873
1,549,873
Current assets
Cash at bank and in hand
1,059
1,059
Creditors: amounts falling due within one year
16
(76,027)
(76,027)
Net current liabilities
(74,968)
(74,968)
Net assets
1,474,905
1,474,905
Capital and reserves
Called up share capital
20
342,900
342,900
Share premium account
21
156,657
156,657
Other reserves
21
223,283
223,283
Profit and loss reserves
752,065
752,065
Total equity
1,474,905
1,474,905

As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £179,363 (2024 - £228,690 profit).

The financial statements were approved and signed by the director and authorised for issue on 6 May 2026
06 May 2026
Mr D Hopley
Director
Company registration number 11552306 (England and Wales)
MILLB 2018 LTD
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 12 -
Share capital
Share premium account
Other reserves
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
£
£
Balance at 1 October 2023
342,900
156,657
223,283
744,216
1,467,056
(2,254)
1,464,802
Year ended 30 September 2024:
Profit and total comprehensive income
-
-
-
378,754
378,754
884
379,638
Dividends
10
-
-
-
(228,690)
(228,690)
-
(228,690)
Balance at 30 September 2024
342,900
156,657
223,283
894,280
1,617,120
(1,370)
1,615,750
Period ended 28 December 2025:
Profit and total comprehensive income
-
-
-
62,339
62,339
1,370
63,709
Dividends
10
-
-
-
(179,363)
(179,363)
-
(179,363)
Acquisition of non-controlling interest
-
-
-
(5,000)
(5,000)
-
(5,000)
Balance at 28 December 2025
342,900
156,657
223,283
772,256
1,495,096
-
0
1,495,096
MILLB 2018 LTD
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 13 -
Share capital
Share premium account
Other reserves
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 October 2023
342,900
156,657
223,283
752,065
1,474,905
Year ended 30 September 2024:
Profit and total comprehensive income for the year
-
-
-
228,690
228,690
Dividends
10
-
-
-
(228,690)
(228,690)
Balance at 30 September 2024
342,900
156,657
223,283
752,065
1,474,905
Period ended 28 December 2025:
Profit and total comprehensive income for the period
-
-
-
179,363
179,363
Dividends
10
-
-
-
(179,363)
(179,363)
Balance at 28 December 2025
342,900
156,657
223,283
752,065
1,474,905
MILLB 2018 LTD
GROUP STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 14 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
26
890,738
632,401
Interest paid
(359,387)
(364,206)
Income taxes paid
(127,696)
(72,216)
Net cash inflow from operating activities
403,655
195,979
Investing activities
Purchase of tangible fixed assets
(10,140)
(10,516)
Net cash used in investing activities
(10,140)
(10,516)
Financing activities
Acquisition of non controlling interest
(5,000)
-
0
Repayment of borrowings
(142,154)
(10,449)
Dividends paid to equity shareholders
(179,363)
(228,690)
Net cash used in financing activities
(326,517)
(239,139)
Net increase/(decrease) in cash and cash equivalents
66,998
(53,676)
Cash and cash equivalents at beginning of period
172,171
225,847
Cash and cash equivalents at end of period
239,169
172,171
MILLB 2018 LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 15 -
1
Accounting policies
Company information

Millb 2018 Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Millbank House, Northway, Runcorn, WA7 2SX.

 

The group consists of Millb 2018 Limited and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being the parent member of a group which prepares these consolidated financial statements, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. This company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within these consolidated financial statements:

 

1.2
Basis of consolidation

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

MILLB 2018 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -

The consolidated group financial statements consist of the financial statements of the parent company Millb 2018 Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 28 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

1.3
Going concern

The Group’s trading performance during the period has remained resilient, albeit measured, against a backdrop of ongoing external challenges. These include continued geopolitical tensions, moderating but persistent inflationary pressures, a higher interest rate environment for much of the period followed by gradual easing by the Bank of England, and policy and fiscal changes following the UK general election. In addition, labour market conditions have shown signs of softening in certain sectors, with some clients exercising greater caution in hiring decisions.

 

Despite these factors, demand from clients for skilled and professional personnel has remained relatively robust across a number of the Group’s core markets, supporting continued activity levels and revenue generation.

 

The director has prepared detailed budgets and cash flow forecasts covering the foreseeable future. These forecasts are subject to regular review and are updated to reflect current trading performance and the latest economic outlook.

 

The Group continues to maintain a flexible cost base and has taken a prudent approach to expenditure, while selectively investing in technology and systems to improve efficiency, enhance service delivery, and support scalable growth.

 

Based on the forecasts and available resources, the director has a reasonable expectation that the Group has adequate financial resources to continue in operational existence for at least 12 months following the approval of the financial statements. Accordingly, the going concern basis of accounting continues to be adopted in the preparation of these financial statements.

1.4
Reporting period

The previous accounting period covers a twelve month period from 1 October 2023 to 30 September 2024. The current accounting period covers a fifteen month period to 28 December 2025. As such, the two periods are not entirely comparable.

1.5
Turnover

Turnover represents the value of work done for customers during the year, exclusive of Value Added Tax. The main income streams continue to be that of recruitment and permanent placements. Recruitment income is recognised and invoiced when a contractor submits a timesheet. Permanent placement income is recognised on invoice, which is on the first day that the placement starts.

MILLB 2018 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -
1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is five years. Negative goodwill has been amortised in full during the current year.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.7
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

Software
20% straight line
1.8
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

Leasehold improvements
2% - 10% straight line
Fixtures and fittings
10% - 20% straight line
Motor vehicles
25% reducing balance

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

1.9
Fixed asset investments

In the parent company financial statements, investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

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

MILLB 2018 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -
1.10
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss.

1.11
Cash and cash equivalents

Cash at bank and in hand are basic financial assets and include cash in hand and deposits held at call with banks.

1.12
Financial instruments

The group 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.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in or .

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

MILLB 2018 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
1
Accounting policies
(Continued)
- 19 -
Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors and loans from fellow group companies, are initially recognised at transaction price. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. Trade creditors are recognised initially at transaction price.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.13
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.14
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

1.15
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense. The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received. Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

MILLB 2018 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
1
Accounting policies
(Continued)
- 20 -
1.17
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

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

 

In the opinion of the director there are no critical accounting estimates or judgements made in these financial statements.

3
Turnover and other revenue

All of the group's turnover relates to recruitment services and all sales were made in the United Kingdom.

15 months
Year
2025
2024
£
£
Other revenue
Rental income arising from investment properties
69,172
53,530
4
Operating profit
15 months
Year
2025
2024
£
£
Operating profit for the period is stated after charging:
Depreciation of tangible fixed assets
17,139
17,886
Loss on disposal of tangible fixed assets
3,374
3,647
Amortisation of intangible assets
-
589
Operating lease charges
222,604
168,100
MILLB 2018 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 21 -
5
Auditor's remuneration
15 months
Year
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
3,670
3,490
Audit of the financial statements of the company's subsidiaries
34,845
33,100
38,515
36,590
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the period was:

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Production staff
132
143
-
-
Management staff
21
26
-
-
Administrative staff
12
15
-
-
Total
165
184
0
0

Their aggregate remuneration comprised:

Group
Company
15 months
Year
2025
2024
2025
2024
£
£
£
£
Wages and salaries
11,274,305
9,061,218
-
0
-
0
Social security costs
1,402,109
1,033,604
-
-
Pension costs
175,324
134,161
-
0
-
0
12,851,738
10,228,983
-
0
-
0
7
Director's remuneration
15 months
Year
2025
2024
£
£
Remuneration for qualifying services
142,853
115,740
MILLB 2018 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 22 -
8
Interest payable and similar expenses
15 months
Year
2025
2024
£
£
Interest on invoice finance arrangements
275,152
313,043
Other interest on financial liabilities
84,235
51,163
Total finance costs
359,387
364,206
9
Taxation
15 months
Year
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
25,267
127,694
Adjustments in respect of prior periods
(6,626)
-
0
Total current tax
18,641
127,694
Deferred tax
Origination and reversal of timing differences
10,337
(1,647)
Total tax charge
28,978
126,047

The actual charge for the period can be reconciled to the expected charge for the period based on the profit or loss and the standard rate of tax as follows:

15 months
Year
2025
2024
£
£
Profit before taxation
92,687
505,685
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
23,172
126,423
Tax effect of expenses that are not deductible in determining taxable profit
6,913
878
Tax effect of utilisation of tax losses not previously recognised
(286)
-
0
Adjustments in respect of prior years
-
0
(174)
Effect of change in corporation tax rate
-
(1,080)
Tax at marginal rate
(821)
-
0
Taxation charge
28,978
126,047
MILLB 2018 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 23 -
10
Dividends
2025
2024
Recognised as distributions to equity holders:
£
£
Final paid
179,363
228,690
11
Intangible fixed assets
Group
Goodwill
Negative goodwill
Software
Total
£
£
£
£
Cost
At 1 October 2024
78,498
(142,269)
2,947
(60,824)
Disposals
-
0
-
0
(2,947)
(2,947)
At 28 December 2025
78,498
(142,269)
-
0
(63,771)
Amortisation and impairment
At 1 October 2024
78,498
(142,269)
2,384
(61,387)
Disposals
-
0
-
0
(2,384)
(2,384)
At 28 December 2025
78,498
(142,269)
-
0
(63,771)
Carrying amount
At 28 December 2025
-
0
-
0
-
0
-
0
At 30 September 2024
-
0
-
0
563
563
The company had no intangible fixed assets at 28 December 2025 or 30 September 2024.
MILLB 2018 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 24 -
12
Tangible fixed assets
Group
Leasehold improvements
Fixtures and fittings
Total
£
£
£
Cost
At 1 October 2024
118,000
130,392
248,392
Additions
-
0
10,142
10,142
Disposals
-
0
(14,778)
(14,778)
Transfers
2,240
(2,240)
-
0
At 28 December 2025
120,240
123,516
243,756
Depreciation and impairment
At 1 October 2024
76,475
99,648
176,123
Depreciation charged in the period
3,644
13,495
17,139
Eliminated in respect of disposals
-
0
(11,965)
(11,965)
Transfers
2,240
(2,240)
-
0
At 28 December 2025
82,359
98,938
181,297
Carrying amount
At 28 December 2025
37,881
24,578
62,459
At 30 September 2024
41,525
30,744
72,269
The company had no tangible fixed assets at 28 December 2025 or 30 September 2024.
13
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
1,549,873
1,549,873
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 October 2024 and 28 December 2025
1,549,873
Carrying amount
At 28 December 2025
1,549,873
At 30 September 2024
1,549,873
MILLB 2018 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 25 -
14
Subsidiaries

Details of the company's subsidiaries at 28 December 2025 are as follows:

Name of undertaking
Address
Class of
% Held
shares held
Direct
Indirect
Millbank Holdings Limited
1
Ordinary
100.00
-
Priory Design Services Limited
1
Ordinary
0
100.00
M.D.A. Rail Limited
1
Ordinary
0
100.00
Forbes H R Limited
1
Ordinary
0
100.00
Millbank Resource Management Limited
1
Ordinary
0
100.00

Registered office addresses (all UK unless otherwise indicated):

1
Millbank House, Northway, Runcorn, WA7 2SX
15
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
7,150,872
10,213,215
-
0
-
0
Other debtors
31,846
-
0
-
0
-
0
Prepayments and accrued income
137,035
338,064
-
0
-
0
7,319,753
10,551,279
-
-
Amounts falling due after more than one year:
Deferred tax asset (note 18)
1,783
14,218
-
0
-
0
Total debtors
7,321,536
10,565,497
-
-
MILLB 2018 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 26 -
16
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Other borrowings
-
0
100,000
-
0
-
0
Trade creditors
73,579
77,155
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
76,027
76,027
Corporation tax payable
18,648
127,702
-
0
-
0
Other taxation and social security
745,443
837,688
-
0
-
0
Other creditors
4,637,461
6,924,875
-
0
-
0
Accruals and deferred income
204,105
634,245
-
0
-
0
5,679,236
8,701,665
76,027
76,027

Included within other creditors is £4,145,541 (2024: £5,247,325) relating to invoice discounting facilities. This is secured on the book debts of the company.

17
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Other borrowings
436,848
479,002
-
0
-
0

Other borrowings is made up of long term directors' and former directors' loan accounts. Interest has been charged on these loans at a rate of 10% until 31 March 2025 and 12% thereon (2024 - 10%) per annum.

18
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
Assets
Assets
2025
2024
2025
2024
Group
£
£
£
£
Accelerated capital allowances
12,280
14,438
274
227
Tax losses
-
-
1,509
13,991
Short term timing differences
(296)
(355)
-
-
11,984
14,083
1,783
14,218
The company has no deferred tax assets or liabilities.
MILLB 2018 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
18
Deferred taxation
(Continued)
- 27 -
Group
Company
2025
2025
Movements in the period:
£
£
Asset at 1 October 2024
(135)
-
Charge to profit or loss
10,336
-
Liability at 28 December 2025
10,201
-
19
Retirement benefit schemes
15 months
Year
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
175,324
134,161

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

20
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
A Ordinary shares of £1 each
253,268
253,268
253,368
253,368
B Ordinary shares of £1 each
44,577
44,577
44,577
44,577
C Ordinary shares of £1 each
10,780
10,780
10,780
10,780
D Ordinary shares of £1 each
34,275
34,275
34,175
34,175
342,900
342,900
342,900
342,900

The A Ordinary and B Ordinary shares have rights to vote. The A Ordinary, B Ordinary and D Ordinary shares have rights to dividends. All shares have rights to distributions with respect to capital, including on winding up.

21
Share premium account
Group
Company
2025
2024
2025
2024
£
£
£
£
At the beginning and end of the period
156,657
156,657
156,657
156,657

The share premium account represents the premium paid on the issue of shares.

MILLB 2018 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 28 -
22
Other reserves
2025
2024
Group and company
£
£
At the beginning and end of the period
223,283
223,283

This represents a merger reserve, being amounts arising on the previous group restructure.

23
Operating lease commitments
As lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2025
2024
2025
2024
£
£
£
£
Within 1 year
161,847
159,640
-
-
Years 2-5
579,117
546,572
-
-
After 5 years
714,000
895,333
-
-
1,454,964
1,601,545
-
-
24
Directors' transactions

Dividends totalling £67,171 (2024 - £98,137) were paid in the period in respect of shares held by the company's directors.

MILLB 2018 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 29 -
25
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2025
2024
£
£
Aggregate compensation
537,569
400,501
Transactions with related parties

During the period the group entered into the following transactions with related parties:

Rent paid
2025
2024
£
£
Group
Other related parties
170,000
132,500

The following amounts were outstanding at the reporting end date:

Amounts due to related parties
2025
2024
£
£
Group
Key management personnel
436,848
579,002
26
Cash generated from group operations
2025
2024
£
£
Profit after taxation
63,709
379,638
Adjustments for:
Taxation charged
28,978
126,047
Finance costs
359,387
364,206
Loss on disposal of tangible fixed assets
3,374
3,647
Amortisation and impairment of intangible assets
-
589
Depreciation and impairment of tangible fixed assets
17,139
18,068
Movements in working capital:
Decrease/(increase) in debtors
3,231,526
(1,014,577)
(Decrease)/increase in creditors
(2,813,375)
754,783
Cash generated from operations
890,738
632,401
MILLB 2018 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 DECEMBER 2025
- 30 -
27
Analysis of changes in net debt - group
1 October 2024
Cash flows
28 December 2025
£
£
£
Cash at bank and in hand
172,171
66,998
239,169
Borrowings excluding overdrafts
(579,002)
142,154
(436,848)
(406,831)
209,152
(197,679)
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