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REGISTERED NUMBER: 00963271 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements for the Year Ended 31 December 2025

for

Molteni Group UK Limited

Molteni Group UK Limited (Registered number: 00963271)

Contents of the Financial Statements

for the Year Ended 31 December 2025

Page |

Company Information | 1 |

Strategic Report | 2 |

Report of the Directors | 5 |

Report of the Independent Auditors | 7 |

Statement of Comprehensive Income | 11 |

Balance Sheet | 12 |

Statement of Changes in Equity | 13 |

Notes to the Financial Statements | 14 |

Molteni Group UK Limited

Company Information

for the Year Ended 31 December 2025

| DIRECTORS: | Mr R Askew

| Mr P Molteni

| Mr C Molteni

| REGISTERED OFFICE: | 12 Fitzroy Street

| Fitzrovia

| London

| W1T 4BL

| REGISTERED NUMBER: | 00963271 (England and Wales)

| AUDITORS: | Nordens Audit Limited

| The Retreat

| 406 Roding Lane South

| Woodford Green

| Essex

| IG8 8EY

Molteni Group UK Limited (Registered number: 00963271)

Strategic Report

for the Year Ended 31 December 2025

BUSINESS OVERVIEW

Molteni Group UK Limited (“the Company”) experienced a year of strong recovery during 2025 following a challenging 2024 impacted by subdued activity in the mid–high-end residential market and persistently high interest rates. Turnover increased significantly to £41.1m (2024: £32.1m), reflecting improved momentum across all core divisions.

BUSINESS PERFORMANCE BY SECTOR

Commercial office sector

Estate moves within the legal and finance sector continued at a pace. The company secured a number of important projects - ensuring results we're up once again here by 10%.

Residential sector

Fewer opportunities, coupled with strong market competition continued during 2025. Despite this the company has secured a strong order book for 2026 with a number of important new client instructions. This has been most encouraging in what has otherwise been a challenging market during 25. More generally the company remains confident in being well positioned to capitalise within this sector given a return to more favourable conditions.

Retail sector

Sales were flat over the period as customers continue to take stock of a tricky period for retailers in general. The company remains positive going forward nonetheless in anticipation of new collections coming forward into 2026.

Service sector

As expected, the extraordinary performance delivered here last time could not be repeated in 2025. However, a solid result was secured from within the company's client base in line with forecasting. This particularly with a strong performance in our storage sector. 2026 promises continued encouraging progress.

2026

The new year provides much continued optimism and hope for continued growth and innovation.

FINANCIAL REVIEW

Turnover increased to £41.1m (2024: £32.1m), driving improved gross profit of £8.3m (2024: £6.7m).

Administrative expenses rose due to inflationary pressures, staff investment and project delivery costs, but the Company delivered an improved operating profit of £1.31m (2024: £0.79m).

After finance charges, profit before tax was £915,069 (2024: £383,844) with a resulting profit for the year of (2024: 599,779 £213,486).

The balance sheet remains healthy with net assets increasing to £7.56m. Cash at bank increased to £4.98m (2024: £3.45m) and long-term liabilities reduced to £6.76m (2024: £7.73m).

Molteni Group UK Limited (Registered number: 00963271)

Strategic Report

for the Year Ended 31 December 2025

PRINCIPAL RISKS AND UNCERTAINTIES

The key risks impacting the business include:

Market Risk: Exposure to fluctuations in construction, residential development and corporate office markets.

Credit Risk: Managed through established credit control procedures and assessing customer creditworthiness.

Foreign Currency Risk: Limited, as operations primarily transact in GBP and EUR; the Company does not engage in hedging.

Supply Chain Risk: Mitigated through long-standing supplier relationships and group-level procurement support.

Liquidity Risk: Managed via regular cash flow forecasting and established banking arrangements.

KEY PERFORMANCE INDICATORS

The Directors monitor a range of financial and operational KPIs to assess performance and ensure the business remains aligned with its strategic objectives. The principal KPIs used during the year included:

Financial KPIs

Revenue growth – Turnover increased to £41.1m (2024: £32.1m), reflecting strong recovery across sectors.

Gross profit margin – Monitors pricing discipline and cost efficiency.

Operating profit margin – Tracks operational performance as the business scales.

Cash conversion ratio – Ensures profitability is supported by operating cash flows.

Debtor days (DSO) – Important given the company’s significant contract debtor balances.

Operational KPIs

Project delivery timeliness – % of projects completed on or ahead of schedule across commercial, residential and retail divisions.

Divisional project margins – Tracks profitability for each operating sector.

Installation rework rate – Monitors quality of execution and links to rectification reserve.

Warehouse and storage utilisation – Key metric for the growing services and storage division.

Customer & Market KPIs

Order book value – Forward pipeline continues to show strong momentum heading into 2026.

Customer satisfaction scores – Measures client service levels following installation.

Repeat client ratio – Critical in corporate and high-end residential markets.

People KPIs

Staff turnover – Ensures skilled technicians, project managers and administrative staff are retained.

Revenue per employee – A measure of productivity and resource utilisation.

These KPIs provide management with timely operational and financial insight and help guide decision-making in resourcing, pricing strategies, customer management and investment planning.

Molteni Group UK Limited (Registered number: 00963271)

Strategic Report

for the Year Ended 31 December 2025

FUTURE DEVELOPMENTS

2026 is expected to deliver continued strong sales growth supported by a robust pipeline of commercial projects, expanding service offerings and the launch of new product collections. The Company continues to priorities operational efficiency and investment in design, logistics and project management capability.

The Directors remain optimistic regarding the Company's position and opportunities for further growth.

ON BEHALF OF THE BOARD:

Mr R Askew - Director

11 May 2026

Molteni Group UK Limited (Registered number: 00963271)

Report of the Directors

for the Year Ended 31 December 2025

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of distribution and installation of office furniture, partitioning systems, kitchens and other home furniture.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2025.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report.

Mr R Askew

Mr P Molteni

Mr C Molteni

FINANCIAL INSTRUMENTS

The company has no significant risks regarding price risk, credit risk, liquidity risk and cash flow risk arising from trading activities which are conducted mainly in Sterling and Euro. The company does not enter into any hedging transactions.

DISCLOSURE OF INFORMATION IN THE STRATEGIC REPORT

The company has chosen to include at page 2 of the financial statements a Strategic Report in accordance with Section 414C (11) of the Companies Act 2016 (Strategic Report and Directors' Report) Regulations 2013 to set out in the company's Strategic Report information required by Schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the 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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 of the profit or loss of the company 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 transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the 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

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 company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

Molteni Group UK Limited (Registered number: 00963271)

Report of the Directors

for the Year Ended 31 December 2025

AUDITORS

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

ON BEHALF OF THE BOARD:

Mr R Askew - Director

11 May 2026

Report of the Independent Auditors to the Members of

Molteni Group UK Limited

Opinion

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

In our opinion the financial statements:

- | give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its 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 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.

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

Report of the Independent Auditors to the Members of

Molteni Group UK Limited

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 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, 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 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 company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Report of the Independent Auditors to the Members of

Molteni Group UK Limited

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:

Discussions were held with the directors with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.

The following laws and regulations were identified as being of significance to the entity:

- Those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting standards, Company Law, Tax and Pensions legislation, and distributable profits legislation.

- It is considered that there are no laws and regulations for which non-compliance may be fundamental to the operating aspects of the business.

Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; review of board minutes; testing the appropriateness of entries in the nominal ledger, including journal entries; reviewing transactions around the end of the reporting period; and the performance of analytical procedures to identify unexpected movements in account balances which may be indicative of fraud.

No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

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.

Report of the Independent Auditors to the Members of

Molteni Group UK Limited

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.

Lorraine Curtis BFP ACA FCCA (Senior Statutory Auditor)

for and on behalf of Nordens Audit Limited

The Retreat

406 Roding Lane South

Woodford Green

Essex

IG8 8EY

12 May 2026

Molteni Group UK Limited (Registered number: 00963271)

Statement of Comprehensive Income

for the Year Ended 31 December 2025

| 31.12.25 |  | 31.12.24

| Notes | £ | £ |

TURNOVER | 41,033,719 |  | 32,095,669 |  |

Cost of sales | 32,848,819 |  | 25,397,931 |  |

GROSS PROFIT | 8,184,900 |  | 6,697,738 |  |

Administrative expenses | 6,990,202 |  | 5,943,650 |  |

1,194,698 |  | 754,088 |  |

Interest receivable and similar income | 4 | 111,455 |  | 37,460 |  |

1,306,153 |  | 791,548 |  |

Interest payable and similar expenses | 5 | 391,084 |  | 407,704 |  |

PROFIT BEFORE TAXATION | 6 | 915,069 |  | 383,844 |  |

Tax on profit | 7 | 315,291 |  | 170,358 |  |

PROFIT FOR THE FINANCIAL YEAR | 599,778 |  | 213,486 |  |

OTHER COMPREHENSIVE INCOME | - |  | - |  |

TOTAL COMPREHENSIVE INCOME FOR THE YEAR | 599,778 |  | 213,486 |  |

Molteni Group UK Limited (Registered number: 00963271)

Balance Sheet

31 December 2025

| 31.12.25 | 31.12.24 |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Intangible assets | 8 | - |  | - |  |

Tangible assets | 9 | 13,418,155 |  | 13,657,442 |  |

13,418,155 |  | 13,657,442 |  |

CURRENT ASSETS

Stocks | 10 | 1,871,603 |  | 1,504,966 |  |

Debtors | 11 | 14,736,339 |  | 14,116,843 |  |

Cash at bank and in hand | 4,976,567 |  | 3,451,186 |  |

21,584,509 |  | 19,072,995 |  |

CREDITORS

Amounts falling due within one year | 12 | 20,050,354 |  | 17,462,227 |  |

NET CURRENT ASSETS | 1,534,155 |  | 1,610,768 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 14,952,310 |  | 15,268,210 |  |

CREDITORS

Amounts falling due after more than one year | 13 | (6,759,645 | ) | (7,733,240 | ) |

PROVISIONS FOR LIABILITIES | 15 | (666,214 | ) | (608,297 | ) |

NET ASSETS | 7,526,451 |  | 6,926,673 |  |

CAPITAL AND RESERVES

Called up share capital | 16 | 555,500 |  | 555,500 |  |

Revaluation reserve | 17 | 1,820,000 |  | 1,820,000 |  |

Retained earnings | 17 | 5,150,951 |  | 4,551,173 |  |

SHAREHOLDERS' FUNDS | 7,526,451 |  | 6,926,673 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 11 May 2026 and were signed on its behalf by:

Mr R Askew - Director

Molteni Group UK Limited (Registered number: 00963271)

Statement of Changes in Equity

for the Year Ended 31 December 2025

| Called up |

| share |  | Retained |  | Revaluation |  | Total

| capital |  | earnings |  | reserve |  | equity

£ | £ | £ | £ |

Balance at 1 January 2024 | 555,500 |  | 4,337,687 |  | 1,820,000 |  | 6,713,187 |  |

Changes in equity

Profit for the year | - |  | 213,486 |  | - |  | 213,486 |  |

Total comprehensive income | - |  | 213,486 |  | - |  | 213,486 |  |

Balance at 31 December 2024 | 555,500 |  | 4,551,173 |  | 1,820,000 |  | 6,926,673 |  |

Changes in equity

Profit for the year | - |  | 599,778 |  | - |  | 599,778 |  |

Total comprehensive income | - |  | 599,778 |  | - |  | 599,778 |  |

Balance at 31 December 2025 | 555,500 |  | 5,150,951 |  | 1,820,000 |  | 7,526,451 |  |

Molteni Group UK Limited (Registered number: 00963271)

Notes to the Financial Statements

for the Year Ended 31 December 2025

1. | STATUTORY INFORMATION

| Molteni Group UK Limited 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.

| Financial Reporting Standard 102 - reduced disclosure exemptions

| The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

| • | the requirements of Section 7 Statement of Cash Flows;

| • | the requirement of paragraph 3.17(d);

| • | the requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);

| • | the requirements of paragraphs 12.26, 12.27, 12.29(a), 12.29(b) and 12.29A;

| • | the requirements of paragraphs 26.18(b), 26.19 to 26.21 and 26.23;

| • | the requirement of paragraph 33.7.

| The company's immediate and ultimate parent undertaking is Molteni S.p.A, a company incorporated in Italy. The financial statements of the company are consolidated in the group financial statements, copies of which are available from its registered office: Sede in Via San Vittore 47, 20123 (Milano) Italy.

| Turnover

| Turnover is measured at the fair value of the consideration received or receivable for goods supplied and services rendered, net of discounts and Value Added Tax.

| Revenue from the sale of goods is recognised when the significant risks and rewards of ownership have transferred to the buyer (usually on despatch of the goods); the amount of revenue can be measured reliably; it is probable that the associated economic benefits will flow to the entity; and the costs incurred or to be incurred in respect of the transactions can be measured reliably.

| Intangible assets

| Intangible assets are initially measured at cost. After the initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

| Amortisation

| Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset.

| Trademarks are being amortised evenly over their estimated useful life of 20 years.

| If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible asset, the amortisation is revised prospectively to reflect the new estimates.

Molteni Group UK Limited (Registered number: 00963271)

Notes to the Financial Statements - continued

for the Year Ended 31 December 2025

2. | ACCOUNTING POLICIES - continued

| Tangible fixed assets

| Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses. Any tangible assets carried at revalued amounts are recorded at the fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

| An increase in the carrying amount of an asset as a result of a revaluation is recognised in other comprehensive income and accumulated in equity, except to the extent it reverses a revaluation decrease of the same asset previously recognised in profit or loss. A decrease in the carrying amount of an asset as a result of revaluation is recognised in other comprehensive income to the extent of any previously recognised revaluation increase accumulated in equity in respect of that asset. Where a revaluation decrease exceeds the accumulated revaluation gains accumulated in equity in respect of that asset, the excess shall be recognised in profit or loss.

| Depreciation

| Depreciation is calculated so as to write off the cost of valuation of an asset, less its residual value, over the useful economic life of that asset as follows:

| Freehold/Leasehold Property - No depreciation in place

| Plant and Machinery - 33% on a straight line basis

| Fixtures and Fittings - 10% / over the term of the lease

| Motor Vehicles - 33% on a straight line basis

| Goods available for resale

| Goods available for resale are valued at the lower of cost and selling price less selling costs. Cost of finished goods and work in progress includes overheads appropriate to the stage of manufacture.Selling price less selling costs value is based upon the estimated selling price less further costs expected to be incurred to completion and disposal. Provision is made for obsolete and slow moving items.

| Impairment of fixed assets

| A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carry value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.

| For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that are largely independent of the cash inflows from other assets of groups of assets.

| Taxation

| Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

| Current or deferred taxation assets and liabilities are not discounted.

| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Molteni Group UK Limited (Registered number: 00963271)

Notes to the Financial Statements - continued

for the Year Ended 31 December 2025

2. | ACCOUNTING POLICIES - continued

| Deferred tax

| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

| Foreign currencies

| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

| Pension costs and other post-retirement benefits

| Contributions to defined contribution plans are recognised as an expense in the period in which the related service is provided. Prepaid contributions are recognised as an asset to the extent that the prepayment will lead to a reduction in future payments or a cash refund.

| When contributions are not expected to be settled wholly within 12 months of the end of the reporting date in which the employees render the related service, the liability is measured on a discounted present value basis. The unwinding of the discount is recognised as a finance cost profit or loss in the period in which it arises.

| Operating lease agreements

| Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged against profits on a straight line basis over the period of the lease.

| Provisions

| Provisions are recognised when the entity has an obligation at the reporting date as a result of a past event, it is probably that the entity will be required to transfer economic benefits in settlement and the amount of the obligation can be estimated reliably. Provisions are recognised as a liability in the statement of financial position and the amount of the provision as an expense.

| Provisions are initially measured at the best estimate of the amount required to settle the obligation at the reporting date and subsequently reviewed at each reporting date and adjusted to reflect the current best estimate of the amount that would be required to settle the obligation. Any adjustments to the amounts previously recognised are recognised in profit or loss unless the provision was originally recognised as part of the cost of an asset. When a provision is measured at the present value of the amount expected to be required to settle the obligation, the unwinding of the discount is recognised as a finance cost profit or loss in the period in which it arises.

| Long term contracts

| Amounts recoverable on long term contracts, which are included in debtors, are stated at the net sales value of the work done, less amounts received as progress payments on account. Excess payments are included in creditors as payments on account. Provision for contingencies and anticipated future losses on contracts are included in provisions for liabilities and charges.

Molteni Group UK Limited (Registered number: 00963271)

Notes to the Financial Statements - continued

for the Year Ended 31 December 2025

3. | EMPLOYEES AND DIRECTORS

| 31.12.25 |  | 31.12.24

£ | £ |

| Wages and salaries | 3,386,838 |  | 2,686,373 |  |

| Social security costs | 436,743 |  | 332,759 |  |

| Other pension costs | 155,676 |  | 127,078 |  |

3,979,257 |  | 3,146,210 |  |

| The average number of employees during the year was as follows:

| 31.12.25 |  | 31.12.24

| Management | 2 |  | 2 |  |

| Administrative | 5 |  | 5 |  |

| Sales | 13 |  | 13 |  |

| Warehouse / Logistics | 6 |  | 6 |  |

| Projects | 8 |  | 9 |  |

34 |  | 35 |  |

| 31.12.25 |  | 31.12.24

£ | £ |

| Directors' remuneration | 248,810 |  | 242,741 |  |

| Information regarding the highest paid director is as follows:

| 31.12.25 |  | 31.12.24

£ | £ |

| Emoluments etc | 248,810 |  | 242,741 |  |

4. | INTEREST RECEIVABLE AND SIMILAR INCOME |

| 31.12.25 |  | 31.12.24

£ | £ |

| Deposit account interest | 111,455 |  | 37,460 |  |

5. | INTEREST PAYABLE AND SIMILAR EXPENSES |

| 31.12.25 |  | 31.12.24

£ | £ |

| Bank loan interest | 363,288 |  | 407,704 |  |

| Interest payable | 27,796 |  | - |  |

391,084 |  | 407,704 |  |

Molteni Group UK Limited (Registered number: 00963271)

Notes to the Financial Statements - continued

for the Year Ended 31 December 2025

6. | PROFIT BEFORE TAXATION

| The profit is stated after charging/(crediting):

| 31.12.25 |  | 31.12.24

£ | £ |

| Hire of plant and machinery | 21,682 |  | 147,533 |  |

| Depreciation - owned assets | 356,126 |  | 360,579 |  |

| Profit on disposal of fixed assets | (17,267 | ) | - |  |

| Intellectual Property Rights amortisation | - |  | 40,515 |  |

| Auditors' remuneration | 24,433 |  | 6,000 |  |

7. | TAXATION

| Analysis of the tax charge

| The tax charge on the profit for the year was as follows:

| 31.12.25 |  | 31.12.24

£ | £ |

| Current tax:

| UK corporation tax | 252,884 |  | 114,323 |  |

| Deferred tax | 62,407 |  | 56,035 |  |

| Tax on profit | 315,291 |  | 170,358 |  |

| Reconciliation of total tax charge included in profit and loss

| The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

| 31.12.25 |  | 31.12.24

£ | £ |

| Profit before tax | 915,069 |  | 383,844 |  |

| Profit multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 25%) | 228,767 |  | 95,961 |  |

| Effects of:

| Expenses not deductible for tax purposes | 24,117 |  | 105,161 |  |

| Capital allowances in excess of depreciation | - |  | (86,799 | ) |

| Deferred tax | 62,407 |  | 56,035 |  |

| Total tax charge | 315,291 |  | 170,358 |  |

Molteni Group UK Limited (Registered number: 00963271)

Notes to the Financial Statements - continued

for the Year Ended 31 December 2025

8. | INTANGIBLE FIXED ASSETS

| Intellectual

| Property

| Rights

£ |

| COST

| At 1 January 2025

| and 31 December 2025 | 1,622,213 |  |

| AMORTISATION

| At 1 January 2025

| and 31 December 2025 | 1,622,213 |  |

| NET BOOK VALUE

| At 31 December 2025 | - |  |

| At 31 December 2024 | - |  |

9. | TANGIBLE FIXED ASSETS

| Fixtures |

| Freehold |  | Plant and |  | and |  | Motor |

| property |  | machinery |  | fittings |  | vehicles |  | Totals

£ | £ | £ | £ | £ |

| COST

| At 1 January 2025 | 11,511,074 |  | 663,665 |  | 4,048,136 |  | 191,788 |  | 16,414,663 |  |

| Additions | - |  | 38,534 |  | 20,015 |  | 91,250 |  | 149,799 |  |

| Disposals | - |  | - |  | - |  | (96,940 | ) | (96,940 | ) |

| At 31 December 2025 | 11,511,074 |  | 702,199 |  | 4,068,151 |  | 186,098 |  | 16,467,522 |  |

| DEPRECIATION

| At 1 January 2025 | - |  | 580,101 |  | 2,020,075 |  | 157,045 |  | 2,757,221 |  |

| Charge for year | - |  | 75,800 |  | 263,487 |  | 16,839 |  | 356,126 |  |

| Eliminated on disposal | - |  | - |  | - |  | (63,980 | ) | (63,980 | ) |

| At 31 December 2025 | - |  | 655,901 |  | 2,283,562 |  | 109,904 |  | 3,049,367 |  |

| NET BOOK VALUE

| At 31 December 2025 | 11,511,074 |  | 46,298 |  | 1,784,589 |  | 76,194 |  | 13,418,155 |  |

| At 31 December 2024 | 11,511,074 |  | 83,564 |  | 2,028,061 |  | 34,743 |  | 13,657,442 |  |

| On 04.11. 2022, the warehouse in Upminster, Essex was valued by Lambert Smith Hampton. This valuation was an open market valuation and the Directors believe that it is still representative of the value of the building currently held and therefore, have not requested any further revaluation to be undertaken in the current year.

10. | STOCKS

| 31.12.25 |  | 31.12.24

£ | £ |

| Goods for resale | 1,340,829 |  | 1,397,909 |  |

| Work-in-progress | 530,774 |  | 107,057 |  |

1,871,603 |  | 1,504,966 |  |

Molteni Group UK Limited (Registered number: 00963271)

Notes to the Financial Statements - continued

for the Year Ended 31 December 2025

11. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| 31.12.25 |  | 31.12.24

£ | £ |

| Trade debtors | 4,342,647 |  | 4,023,981 |  |

| Other debtors | - |  | 121,808 |  |

| Staff loans | 27,760 |  | 19,653 |  |

| Amounts owed by group undertakings | 11,810 |  | 151,297 |  |

| Amounts recoverable on contract | 9,828,220 |  | 8,820,786 |  |

| Rent deposit | 145,000 |  | 145,000 |  |

| Directors' current accounts | - |  | 350,000 |  |

| Prepayments | 380,902 |  | 484,318 |  |

14,736,339 |  | 14,116,843 |  |

12. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| 31.12.25 |  | 31.12.24

£ | £ |

| Payments on account | 1,319,504 |  | 2,323,295 |  |

| Trade creditors | 2,258,311 |  | 2,293,000 |  |

| Amounts owed to group undertakings | 10,723,237 |  | 10,834,088 |  |

| Tax | 252,884 |  | 114,252 |  |

| Social security and other taxes | 206,939 |  | 151,284 |  |

| Subcontractor tax control | 23,835 |  | 25,367 |  |

| Pension control | 34,852 |  | 13,922 |  |

| VAT | 735,953 |  | 299,452 |  |

| Accrued expenses | 4,494,839 |  | 1,407,567 |  |

20,050,354 |  | 17,462,227 |  |

13. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |

| 31.12.25 |  | 31.12.24

£ | £ |

| Other creditors | 6,759,645 |  | 7,733,240 |  |

14. | LEASING AGREEMENTS

| Minimum lease payments under non-cancellable operating leases fall due as follows:

| 31.12.25 |  | 31.12.24

£ | £ |

| Within one year | 525,000 |  | 815,000 |  |

| Between one and five years | 2,100,000 |  | 2,100,000 |  |

| In more than five years | 962,500 |  | 1,487,500 |  |

3,587,500 |  | 4,402,500 |  |

Molteni Group UK Limited (Registered number: 00963271)

Notes to the Financial Statements - continued

for the Year Ended 31 December 2025

15. | PROVISIONS FOR LIABILITIES

| 31.12.25 |  | 31.12.24

£ | £ |

| Deferred tax | 495,802 |  | 433,395 |  |

| Other provisions | 170,412 |  | 174,902 |  |

666,214 |  | 608,297 |  |

| Deferred |  | Other |

| tax |  | provisions |

£ | £ |

| Balance at 1 January 2025 | 433,395 |  | 174,902 |  |

| Charge/(credit) to Statement of Comprehensive Income during year | 62,407 |  | (4,490 | ) |

| Balance at 31 December 2025 | 495,802 |  | 170,412 |  |

| Deferred tax provision

| The deferred tax provision consists of the tax effect of timing differences in respect of capital allowances over depreciation on fixed assets.

| Other provisions

| Other provisions comprise the rectification reserve and the dilapidation reserve. The rectification reserve represents amounts set aside for additional work required to rectify projects undertaken. The dilapidation reserve represents amounts set aside for the restoration of the current showrooms in use once the leases are terminated.

16. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 31.12.25 |  | 31.12.24

| value: | £ | £ |

| 555,500 | Ordinary | 1 | 555,500 |  | 555,500 |  |

17. | RESERVES

| Retained |  | Revaluation |

| earnings |  | reserve |  | Totals

£ | £ | £ |

| At 1 January 2025 | 4,551,173 |  | 1,820,000 |  | 6,371,173 |  |

| Profit for the year | 599,778 |  | 599,778 |  |

| At 31 December 2025 | 5,150,951 |  | 1,820,000 |  | 6,970,951 |  |

18. | PENSION COMMITMENTS

| The amount recognised in the profit and loss as an expense in relation to defined contribution plans was £155,676 (2024: £127,078).

Molteni Group UK Limited (Registered number: 00963271)

Notes to the Financial Statements - continued

for the Year Ended 31 December 2025

19. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

| The following advances and credits to a director subsisted during the years ended 31 December 2025 and 31 December 2024:

| 31.12.25 |  | 31.12.24

£ | £ |

| Mr R Askew

| Balance outstanding at start of year | 350,000 |  | 350,000 |  |

| Amounts repaid | (350,000 | ) | - |  |

| Amounts written off | - |  | - |  |

| Amounts waived | - |  | - |  |

| Balance outstanding at end of year | - |  | 350,000 |  |

20. | RELATED PARTY DISCLOSURES

| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' section 33, not to disclose related party transactions with wholly owned subsidiaries within the group on the grounds that consolidated financial statements are prepared by the ultimate parent company.

| Key management personnel includes all persons that have authority and responsibility for planning, directing and controlling the activities of the company. Key management personnel for Molteni Group UK Limited is deemed to be the Director, Mr R J Askew. The total compensation paid to key management personnel for services provided to the company was £248,810 (2024: £242,741).

21. | ULTIMATE CONTROLLING PARTY

| The company's immediate and ultimate parent undertaking is Molteni S.p.A, a company incorporated in Italy. It has included the company in its group financial statements, copies of which are available from its registered office: Sede in Via San Vittore 47, 20123 (Milano) Italy.

| Control of the company is determined according to the voting rights of the shareholders. The shareholders are considered to be the ultimate controlling party. No single shareholder has a majority vote.