Midlands Special Fasteners Ltd Filleted accounts for Companies House (small and micro)

COMPANY REGISTRATION NUMBER: 12793760

Midlands Special Fasteners Ltd

Filleted Financial Statements

For the period ended

31 December 2025

Midlands Special Fasteners Ltd

Financial Statements

Period from 1 September 2024 to 31 December 2025

Contents	Pages

Statement of financial position	1

Notes to the financial statements	2 to 9

Midlands Special Fasteners Ltd

Statement of Financial Position

31 December 2025

	31 Dec 25		31 Aug 24
Note	£	£	£

Fixed assets

Tangible assets	5		46,690	74,471

Current assets

Stocks		160,322	60,000
Debtors	6	952,272	558,465
Cash at bank and in hand		686,927	476,957
		------------	------------
		1,799,521	1,095,422

Creditors: amounts falling due within one year	7	712,921		622,109
		------------		------------
Net current assets			1,086,600	473,313
			------------	---------
Total assets less current liabilities			1,133,290	547,784

Creditors: amounts falling due after more than one year	8		15,850	36,983

Provisions	20,258	18,618
	------------	---------
Net assets	1,097,182	492,183
	------------	---------

Capital and reserves

Called up share capital	9	100	100
Profit and loss account		1,097,082	492,083
		------------	---------
Shareholders funds		1,097,182	492,183
		------------	---------

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime and in accordance with Section 1A of FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.

In accordance with section 444 of the Companies Act 2006, the statement of income and retained earnings has not been delivered.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

These financial statements were approved by the board of directors and authorised for issue on 22 April 2026 , and are signed on behalf of the board by:

Mr M D Lane

Director

Company registration number: 12793760

Midlands Special Fasteners Ltd

Notes to the Financial Statements

Period from 1 September 2024 to 31 December 2025

1. General information

The company is a private company limited by shares, registered in England and Wales. The address of the registered office is 1 & 2 Heritage Park, Hayes Way, Cannock, Staffordshire, WS11 7LT, England.

2. Statement of compliance

These financial statements have been prepared in compliance with Section 1A of FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.

3. Accounting policies

Basis of preparation

The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss.

The financial statements are prepared in sterling, which is the functional currency of the entity.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Report Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Revenue recognition

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.

Income tax

The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.

Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other 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. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.

Foreign currencies

Foreign currency transactions are initially recorded in the functional currency, by applying the spot exchange rate as at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate ruling at the reporting date, with any gains or losses being taken to the profit and loss account.

Operating leases

Lease payments are recognised as an expense over the lease term on a straight-line basis.

Tangible 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 or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:

Plant and machinery	-	25% reducing balance
Fixtures and fittings	-	25% reducing balance
Motor vehicles	-	25% reducing balance
Equipment	-	25% reducing balance

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 carrying 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 largely independent of the cash inflows from other assets or groups of assets. For impairment testing of goodwill, the goodwill acquired in a business combination is, from the acquisition date, allocated to each of the cash-generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the company are assigned to those units.

Stocks

Stocks are measured at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase, costs of conversion and other costs incurred in bringing the stock to its present location and condition. Work in progress represents the value of work performed on incomplete orders at the reporting date. The stage of completion is measured by reference to the proportion of work completed, typically assessed by comparing costs incurred to date with total estimated contract costs.

Finance leases and hire purchase contracts

Assets held under finance leases and hire purchase contracts are recognised in the statement of financial position as assets and liabilities at the lower of the fair value of the assets and the present value of the minimum lease payments, which is determined at the inception of the lease term. Any initial direct costs of the lease are added to the amount recognised as an asset. Lease payments are apportioned between the finance charges and reduction of the outstanding lease liability using the effective interest method. Finance charges are allocated to each period so as to produce a constant rate of interest on the remaining balance of the liability.

Provisions

Provisions are recognised when the entity has an obligation at the reporting date as a result of a past event, it is probable 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 in profit or loss in the period it arises.

Financial instruments

A financial asset or a financial liability is recognised only when the company becomes a party to the contractual provisions of the instrument. Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Debt instruments are subsequently measured at amortised cost. Where investments in non-convertible preference shares and non-puttable ordinary shares or preference shares are publicly traded or their fair value can otherwise be measured reliably, the investment is subsequently measured at fair value with changes in fair value recognised in profit or loss. All other such investments are subsequently measured at cost less impairment. Other financial instruments, including derivatives, are initially recognised at fair value, unless payment for an asset is deferred beyond normal business terms or financed at a rate of interest that is not a market rate, in which case the asset is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Other financial instruments are subsequently measured at fair value, with any changes recognised in profit or loss, with the exception of hedging instruments in a designated hedging relationship.

Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately. For all equity instruments regardless of significance, and other financial assets that are individually significant, these are assessed individually for impairment. Other financial assets are either assessed individually or grouped on the basis of similar credit risk characteristics. Any reversals of impairment are recognised in profit or loss immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised.

Defined contribution plans

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 in profit or loss in the period in which it arises.

4. Employee numbers

The average number of persons employed by the company during the period amounted to 6 (2024: 5 ).

5. Tangible assets

	Plant and machinery	Fixtures and fittings	Motor vehicles	Equipment	Total
	£	£	£	£	£
Cost
At 1 September 2024	84,814	2,367	11,500	4,670	103,351
Additions	22,383	15,877	–	–	38,260
Disposals	( 63,399)	–	( 11,500)	–	( 74,899)
	--------	--------	--------	-------	---------
At 31 December 2025	43,798	18,244	–	4,670	66,712
	--------	--------	--------	-------	---------
Depreciation
At 1 September 2024	17,880	1,493	7,154	2,353	28,880
Charge for the period	7,758	1,652	–	773	10,183
Disposals	( 11,887)	–	( 7,154)	–	( 19,041)
	--------	--------	--------	-------	---------
At 31 December 2025	13,751	3,145	–	3,126	20,022
	--------	--------	--------	-------	---------
Carrying amount
At 31 December 2025	30,047	15,099	–	1,544	46,690
	--------	--------	--------	-------	---------
At 31 August 2024	66,934	874	4,346	2,317	74,471
	--------	--------	--------	-------	---------

6. Debtors

	31 Dec 25	31 Aug 24
	£	£
Trade debtors	471,273	261,654
Amounts owed by group undertakings and undertakings in which the company has a participating interest	279,747	–
Other debtors	201,252	296,811
	---------	---------
	952,272	558,465
	---------	---------

7. Creditors: amounts falling due within one year

	31 Dec 25	31 Aug 24
	£	£
Trade creditors	340,375	170,394
Amounts owed to group undertakings and undertakings in which the company has a participating interest	110,317	43,856
Corporation tax	226,394	329,894
Social security and other taxes	7,185	2,198
Lloyds factoring account	–	53,670
Other creditors	28,650	22,097
	---------	---------
	712,921	622,109
	---------	---------

8. Creditors: amounts falling due after more than one year

	31 Dec 25	31 Aug 24
	£	£
Other creditors	15,850	36,983
	--------	--------

9. Called up share capital

Issued, called up and fully paid

	31 Dec 25		31 Aug 24
	No.	£	No.	£
Ordinary shares of £ 1 each	100	100	100	100
	----	----	----	----

Share transactions During the period ended 31 December 2025, 100 Ordinary shares of £1 each were transferred to Teqnion AB, as follows: 33 Shares from M D Lane Holdings Limited 34 Shares from Robert C A Holdings Limited 33 Shares from D W H Holdings Limited

10. Operating leases

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

	31 Dec 25	31 Aug 24
	£	£
Not later than 1 year	68,670	4,734
Later than 1 year and not later than 5 years	214,466	27,779
	---------	--------
	283,136	32,513
	---------	--------

11. Summary audit opinion

The auditor's report dated 23 April 2026 was qualified on the following basis:

Basis for qualified opinion The company was acquired by Teqnion AB during the year and, as a result, is required to have its financial statements audited for the first time for the period ended 31 December 2025. The comparative figures for the year ended 31 August 2024 are unaudited. As this is the first year in which the company's financial statements have been audited, we were required to obtain sufficient appropriate audit evidence regarding the opening balances as at 1 September 2024. However, as we were appointed as auditor after 31 August 2024, we did not observe the counting of physical stock at that date and we were unable to satisfy ourselves by alternative audit procedures concerning the stock quantities held at 31 August 2024, which are included in the balance sheet at at £60,000. In addition, we were unable to obtain sufficient appropriate audit evidence in respect of the work in progress balance of £245,000 as at 31 August 2024 and, accordingly, we were unable to determine whether any adjustments to these balances were necessary. During our audit of the year ended 31 December 2025, we were unable to obtain sufficient appropriate audit evidence regarding the completeness and valuation of stock included in the financial statements at £160,222. While a listing of finished goods quantities was available, we were unable to obtain sufficient appropriate audit evidence in respect of the valuation of these balances, and alternative procedures were not possible. In addition, work in progress included within other debtors of £110,250 at 31 December 2025 has been recognised at selling price adjusted for stage of completion. As the goods were not complete and control had not transferred to the customer at the balance sheet date, this treatment is not in accordance with FRS 102, which requires such balances to be measured at cost (or net realisable value if lower), with revenue recognised when control transfers. We were unable to obtain sufficient appropriate audit evidence to determine the cost attributable to this balance or to quantify the effect on revenue, cost of sales, work in progress or profit for the year. As a result of the matters described above relating to opening balances and current year stock and work in progress, we were unable to obtain sufficient appropriate audit evidence to determine whether stock and work in progress balances were fairly stated at 31 December 2025 or whether any material adjustments to revenue, cost of sales, or profit for the year were necessary. The possible effects of these matters on the financial statements could be material. 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's responsibilities for the 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 qualified opinion.

The senior statutory auditor was Katharine Halsall , for and on behalf of Caldwell Penn Limited .

12. Related party transactions

During the year, the company entered into transactions with companies which are owned by one or more individuals who were directors of this company during the year. Details of these transactions are as follows: M D Lane Holdings Limited CEO Recharges paid in year - £66,950 Amount owed by Midlands Special Fasteners Limited at 31 December 2025 - £nil Midlands Components Limited Rent paid in year - £11,000 Management charges - £14,000 Motor insurance - £2,963 Goods and services provided in the year - £205,755 Amounts owed by Midlands Special Fastners Limited at 31 December 2025 - £55,289 (2024 - £43,856) Teqnion Group The amounts owed by group companies at the year end was as follows:

	2025	2024
	£	£
Teqnion AB	279,747	–
	---------	----

The amounts due to group companies at the year end was as follows:

	2025	2024
	£	£
Nubis Solutions Limited	78,254	–
UK Lanyard Makers Limited	11,500	–
Belle Coachworks Limited	20,562	–
	---------	----
	110,316	–
	---------	----

13. Controlling party

The ultimate controlling party is Teqnion AB . The company's ultimate parent undertaking, the parent undertaking of the largest group of which the company is a member and for which group financial statements are prepared, is Teqnion AB, a company incorporated in Sweden. The registered office and principal place of business of the company is is Dalvägen 14, 169 56 Solna, Sweden .