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Company Registration Number:  05794263



















GENESIS BRANDS LIMITED
FINANCIAL STATEMENTS
 31 DECEMBER 2025













img6140.png

 
GENESIS BRANDS LIMITED
 

COMPANY INFORMATION


Directors
A S Bruce 
P L Gadney 
A E Pritchard 
P D M Puech 
O J M Vocanson 




Company secretary
A E Pritchard



Registered number
05794263



Registered office
7 Ellerbeck Way
Stokesley Business Park

Stokesley

North Yorkshire

TS9 5JZ




Independent auditor
Armstrong Watson Audit Limited
Chartered Accountants & Stautory Auditors

York House

10 South Parade

Northallerton

North Yorkshire

DL6 2XQ




Bankers
Yorkshire Bank
7 Linthorpe Road

Middlesbrough

TS1 1RF





 
GENESIS BRANDS LIMITED
 

CONTENTS



Page
Group Strategic Report
 
1 - 2
Directors' Report
 
3
Directors' Responsibilities Statement
 
4
Independent Auditor's Report
 
5 - 8
Consolidated Statement of Comprehensive Income
 
9
Consolidated Statement of Financial Position
 
10
Company Statement of Financial Position
 
11
Consolidated Statement of Changes in Equity
 
12
Company Statement of Changes in Equity
 
13
Consolidated Statement of Cash Flows
 
14
Consolidated Analysis of Net Debt
 
15
Notes to the Financial Statements
 
16 - 34


 
GENESIS BRANDS LIMITED
 

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

The directors present the strategic report for the year ended 31 December 2025.

Fair review of the business
 
Genesis Brands Limited is the parent company for a group of companies, whose primary activities are the designing, manufacturing and marketing of a range of ceramic tile accessories and tools as well as flooring products.
               
Whilst turnover has increased in 2025, trading conditions have continued to be difficult due to the general rising
costs, the uncertainly over the UK and Worldwide Economic situation, the impact of the war between Ukraine
and Russia, the ongoing issues with shipping goods through the Suez Canal and and the movements in foreign
currencies during the year.
              
Given the very difficult trading conditions, the directors were satisfied with the performance of the group and its financial results achieved in 2025. 

Principal risks and uncertainties
 
The principal risks and uncertainties facing the group are outlined below. This is not intended to be an exhaustive list but represents the principal risks and uncertainties that the directors believe could have the most significant impact on the group's results. 

     • Economic conditions 

A deterioration in the economic conditions in the UK could result in reduced consumer confidence and spending and therefore reduced demands for products. In addition, changes in taxes to manage the economic conditions could adversely affect the group's business. This risk is partially mitigated by our customer base being worldwide. 

     • Foreign currency 

The group trades in GBP, Euro and US Dollars, significant movements in exchange rates, as seen between 2016 and 2020 have the potential to impact on the group's financial results. 

     • Tax Legislation 

There is continued changes in tax legislation with regards to the import of goods. This could lead to changes in supply chains in 2026.

Key performance indicators
 
The group uses a variety of KPI's including sales, gross profit and net profit (before taxation). The relevant data for 2025 and 2024 is as follows: 
           
2025   2024 

Turnover          £19,429,653  £18,464,521
Gross Profit Margin         48.7%   45.8% 

Net Profit before taxation        £2,418,950     £1,239,587 
EBITDA          £3,193,569  £2,003,773

2025 has seen strong growth in sales, despite rising costs and exchange rate fluctuations, gross and net profits have also improved.

Future plans

The group remains focused on growing our market share whilst controlling overheads. 

Page 1

 
GENESIS BRANDS LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

Financial risk management objectives and policies

The group finances its operations through a mixture of retained profits and where necessary bank borrowings. The director's objectives are to: 

      • Retain sufficient liquid funds to enable the company to meet its day-to-day obligations as they fall due;
 
      • Minimise the company's exposure to fluctuations in foreign currency exchange rates. 


This report was approved by the board and signed on its behalf.



A S Bruce
Director

Date: 14 May 2026

Page 2

 
GENESIS BRANDS LIMITED
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

The Directors present their report and the financial statements for the year ended 31 December 2025.

Results and dividends

The profit for the year, after taxation, amounted to £1,758,084 (2024 - £842,735).

The Directors do not recommend payment of a final dividend (2024 - £1,405,482).

Directors

The Directors who served during the year were:

A S Bruce 
P L Gadney 
A E Pritchard 
P D M Puech 
O J M Vocanson 

Future developments

To follow.

Disclosure of information to auditor

Each of the persons who are Directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the Director is aware, there is no relevant audit information of which the Company and the Group's auditor is unaware, and

the Director has taken all the steps that ought to have been taken as a Director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditor is aware of that information.

Auditor

Under section 487(2) of the Companies Act 2006Armstrong Watson Audit Limited will be deemed to have been reappointed as auditor 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.

This report was approved by the board and signed on its behalf.
 





A S Bruce
Director

Date: 14 May 2026

Page 3

 
GENESIS BRANDS LIMITED
 

DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025

The Directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), 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 the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the Directors are required to:

select suitable accounting policies for the Group's financial statements and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Page 4

 
GENESIS BRANDS LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GENESIS BRANDS LIMITED
 

Opinion


We have audited the financial statements of Genesis Brands Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2025, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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 Group's and of the parent Company's affairs as at 31 December 2025 and of the Group's 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 Group's or the 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 Directors with respect to going concern are described in the relevant sections of this report.


Page 5

 
GENESIS BRANDS LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GENESIS BRANDS LIMITED (CONTINUED)


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 Directors are responsible for the other information contained within the Annual ReportOur 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.


Opinion 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 Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' Report.


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:


adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company 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 Directors' Responsibilities Statement set out on page 4, 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 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 Directors are responsible for assessing the Group's and the 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 Directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


Page 6

 
GENESIS BRANDS LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GENESIS BRANDS LIMITED (CONTINUED)


Auditor's 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 Group 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 extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Irregularities are instances of non-compliance with laws and regulations. The objectives of our audit are to obtain sufficient appropriate audit evidence regarding compliance with laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements, to perform audit procedures to help identify instances of non-compliance with other laws and regulations that may have a material effect on the financial statements, and to respond appropriately to identified or suspected non-compliance with laws and regulations identified during the audit. 

In relation to fraud, the objectives of our audit are to identify and assess the risk of material misstatement of the financial statements due to fraud, to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud through designing and implementing appropriate responses, and to respond appropriately to fraud or suspected fraud identified during the audit. 

However, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud. 

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, the group audit engagement team:
 
Obtained an understanding of the nature of the industry and sector, including the legal and regulatory framework that the group and parent company operate in and how the group and parent company are complying with the legal and regulatory framework; 
 
Inquired of management, and those charged with governance, about their own identification and assessment of the risks of irregularities, including any known actual, suspected or alleged instances of fraud;     
 
Discussed matters about non-compliance with laws and regulations and how fraud might occur including assessment of how and where the financial statements may be susceptible to fraud.
 
As a result of these procedures, we consider the most significant laws and regulations that have a direct impact on the financial statements are FRS 102, the Companies Act 2006 and tax compliance regulations. We performed audit procedures to detect non-compliances which may have a material impact on the financial statements which included reviewing financial statement disclosures, inspecting correspondence with local tax authorities and evaluating advice received from external tax advisors. 

The group audit engagement team identified the risk of management override of controls as the area where the financial statements were most susceptible to material misstatement due to fraud. Audit procedures performed included but were not limited to testing manual journal entries and other adjustments and evaluating the business rationale in relation to significant, unusual transactions and transactions entered outside the normal course of business.
 
Page 7

 
GENESIS BRANDS LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GENESIS BRANDS LIMITED (CONTINUED)




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 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 Auditor's Report.


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 2006Our 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 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 Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Simon Turner (Senior Statutory Auditor)
for and on behalf of
Armstrong Watson Audit Limited
Chartered Accountants & Stautory Auditors
Northallerton

14 May 2026
Page 8

 
GENESIS BRANDS LIMITED
 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025

2025
2024
Note
£
£

  

Turnover
  
19,429,653
18,464,521

Cost of sales
  
(9,976,994)
(10,006,036)

Gross profit
  
9,452,659
8,458,485

Distribution costs
  
(1,346,697)
(1,310,404)

Administrative expenses
  
(5,971,906)
(5,695,074)

Exceptional administrative expenses
  
-
(438,635)

Other operating income
  
432,752
377,181

Operating profit
 5 
2,566,808
1,391,553

Interest receivable and similar income
  
603
133

Interest payable and similar expenses
 8 
(148,461)
(152,099)

Profit before tax
  
2,418,950
1,239,587

Tax on profit
 9 
(660,866)
(396,852)

Profit for the financial year
  
1,758,084
842,735

Other comprehensive income for the year
  

Unrealised surplus on revaluation of tangible fixed assets
  
-
(871,480)

Other comprehensive income for the year
  
-
(871,480)

Total comprehensive income for the year
  
1,758,084
(28,745)

Profit for the year attributable to:
  

Owners of the Parent Company
  
(1,758,084)
(842,735)

  
(1,758,084)
(842,735)

There were no recognised gains and losses for 2025 or 2024 other than those included in the consolidated statement of comprehensive income.

The notes on pages 16 to 34 form part of these financial statements.

Page 9

 
GENESIS BRANDS LIMITED
REGISTERED NUMBER: 05794263

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025

2025
2024
Note
£
£

Fixed assets
  

Intangible assets
 12 
99,458
338,122

Tangible assets
 13 
724,003
738,689

Investment property
 15 
12,000
12,000

  
835,461
1,088,811

Current assets
  

Stocks
 16 
2,621,099
2,817,070

Debtors: amounts falling due within one year
 17 
3,102,030
3,102,471

Cash at bank and in hand
 18 
2,836,543
1,753,804

  
8,559,672
7,673,345

Creditors: amounts falling due within one year
 19 
(1,109,564)
(2,128,400)

Net current assets
  
 
 
7,450,108
 
 
5,544,945

Total assets less current liabilities
  
8,285,569
6,633,756

Creditors: amounts falling due after more than one year
 20 
(59,250)
(183,775)

Provisions for liabilities
  

Deferred tax
 22 
(49,452)
(38,782)

  
 
 
(49,452)
 
 
(38,782)

Net assets
  
8,176,867
6,411,199


Capital and reserves
  

Called up share capital 
 23 
90
90

Share premium account
 24 
1,199,999
1,199,999

Other reserves
 24 
64,810
57,226

Profit and loss account
 24 
6,911,968
5,153,884

  
8,176,867
6,411,199


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 

A S Bruce
Director

Date: 14 May 2026

The notes on pages 16 to 34 form part of these financial statements.

Page 10

 
GENESIS BRANDS LIMITED
REGISTERED NUMBER: 05794263

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025

2025
2024
Note
£
£

Fixed assets
  

Investments
 14 
5,589,285
5,589,285

Investment property
 15 
12,000
12,000

  
5,601,285
5,601,285

Current assets
  

Debtors: amounts falling due within one year
 17 
23,290
24,960

Cash at bank and in hand
 18 
368
252

  
23,658
25,212

Creditors: amounts falling due within one year
 19 
(2,905,406)
(2,793,979)

Net current liabilities
  
 
 
(2,881,748)
 
 
(2,768,767)

Total assets less current liabilities
  
2,719,537
2,832,518

  

  

Net assets excluding pension asset
  
2,719,537
2,832,518

Net assets
  
2,719,537
2,832,518


Capital and reserves
  

Called up share capital 
 23 
90
90

Share premium account
 24 
1,199,999
1,199,999

Profit and loss account carried forward
  
1,519,448
1,632,429

  
2,719,537
2,832,518


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


A S Bruce
Director

Date: 14 May 2026

The notes on pages 16 to 34 form part of these financial statements.

Page 11

 
GENESIS BRANDS LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025


Called up share capital
Share premium account
Revaluation reserve
Other reserves
Profit and loss account
Equity attributable to owners of Parent Company
Total equity

£
£
£
£
£
£
£


At 1 January 2024
90
1,199,999
871,480
22,726
5,188,756
7,283,051
7,283,051


Comprehensive income for the year

Profit for the year
-
-
-
-
842,735
842,735
842,735

Deficit on revaluation of freehold property
-
-
(871,480)
-
527,875
(343,605)
(343,605)

Dividends: Equity capital
-
-
-
-
(1,405,482)
(1,405,482)
(1,405,482)

Transfer to/from profit and loss account
-
-
-
34,500
-
34,500
34,500



At 1 January 2025
90
1,199,999
-
57,226
5,153,884
6,411,199
6,411,199


Comprehensive income for the year

Profit for the year
-
-
-
-
1,758,084
1,758,084
1,758,084

Revaluation on foreign reserves
-
-
-
7,584
-
7,584
7,584


At 31 December 2025
90
1,199,999
-
64,810
6,911,968
8,176,867
8,176,867


The notes on pages 16 to 34 form part of these financial statements.

Page 12

 
GENESIS BRANDS LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025


Called up share capital
Share premium account
Revaluation reserve
Profit and loss account
Total equity

£
£
£
£
£


At 1 January 2024
90
1,199,999
(100,000)
3,465,849
4,565,938


Comprehensive income for the year

Loss for the year
-
-
-
(127,522)
(127,522)

Transfer revaluation reserve
-
-
100,000
(443,605)
(343,605)


Contributions by and distributions to owners

Dividends: Equity capital
-
-
-
(1,262,293)
(1,262,293)



At 1 January 2025
90
1,199,999
-
1,632,429
2,832,518


Comprehensive income for the year

Loss for the year
-
-
-
(112,981)
(112,981)


At 31 December 2025
90
1,199,999
-
1,519,448
2,719,537


The notes on pages 16 to 34 form part of these financial statements.

Page 13

 
GENESIS BRANDS LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025

2025
2024
£
£

Cash flows from operating activities

Profit for the financial year
1,758,084
842,735

Adjustments for:

Amortisation of intangible assets
238,664
238,664

Depreciation of tangible assets
388,097
373,556

Loss on disposal of tangible assets
1,001
40,518

Interest paid
148,461
152,100

Interest received
(603)
(133)

Taxation charge
660,866
399,634

Decrease/(increase) in stocks
195,971
(331,271)

Decrease in debtors
441
448,542

(Decrease)/increase in creditors
(544,287)
136,893

Corporation tax (paid)
(918,713)
(284,669)

Transfer of revaluation reserve
7,584
(309,105)

Net cash generated from operating activities

1,935,566
1,707,464


Cash flows from investing activities

Purchase of tangible fixed assets
(402,467)
(126,998)

Sale of tangible fixed assets
28,054
1,700,646

Interest received
603
133

HP interest paid
(41,054)
(31,856)

Net cash from investing activities

(414,864)
1,541,925

Cash flows from financing activities

Repayment of loans
(138,889)
(779,300)

Repayment of/new finance leases
(191,667)
(357,503)

Dividends paid
-
(1,405,482)

Interest paid
(107,407)
(120,244)

Net cash used in financing activities
(437,963)
(2,662,529)

Net increase in cash and cash equivalents
1,082,739
586,860

Cash and cash equivalents at beginning of year
1,753,804
1,166,945

Cash and cash equivalents at the end of year
2,836,543
1,753,805


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
2,836,543
1,753,805

2,836,543
1,753,805


Page 14

 
GENESIS BRANDS LIMITED
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2025




At 1 January 2025
Cash flows
At 31 December 2025
£

£

£

Cash at bank and in hand

1,753,805

1,110,141

2,863,946

Bank overdrafts

-

(27,403)

(27,403)

Other borrowings

(177,558)

155,325

(22,233)

Finance leases

(426,493)

191,667

(234,826)


1,149,754
1,429,730
2,579,484

The notes on pages 16 to 34 form part of these financial statements.

Page 15

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

1.


Company information

Company information Genesis Brands Limited (the 'parent company') is a private company limited by shares, and is incorporated in England and Wales. The registered office is 7 Ellerbeck Way, Stokesley Business Park. Stokesley, North Yorkshire, TS9 5JZ.
 
The group consists of Genesis Brands Limited and all of its subsidiaries. 

The company's and the group's principal activities and nature of its operations are disclosed in the Directors' Report. 

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.

The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of Financial Position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.

In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102.

 
2.3

Going concern

At the time of approving the financial statements the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company has strong turnover, cash and net assets at the year end and management have prepared budgets and forecasts for 12 months after the date of signing of the accounts which show continued high performance into the future. This the directors continue to adopt the going concern basis of accounting in preparing the financial statements. 

Page 16

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Group has transferred the significant risks and rewards of ownership to the buyer;
the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

 
2.5

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.

Grants of a revenue nature are recognised in the Consolidated Statement of Comprehensive Income in the same period as the related expenditure.

 
2.6

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.8

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.9

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.

Page 17

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.10

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

 
2.11

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Group but are presented separately due to their size or incidence.

 
2.12

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Statement of Comprehensive Income over its useful economic life.

Other intangible assets

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

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

Page 18

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.13

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Land and buildings
-
50 years straight line
Plant and machinery
-
25% straight line
Motor vehicles
-
25% straight line
Fixtures and fittings
-
20 - 50% straight line
Computer equipment
-
20 - 33% straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.14

Investment property

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

 
2.15

Fixed asset investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Group shares, whose market value can be reliably determined, are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in the Consolidated Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

  
2.16

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in the statement of comprehensive income.

Page 19

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.17

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.18

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.19

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.20

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.21

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial assets and liabilities are offset, with 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 trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.
 
Page 20

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)


2.21
Financial instruments (continued)


Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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 profit or loss. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Basic 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 the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

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

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Other financial instruments

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.
Page 21

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)


2.21
Financial instruments (continued)


Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

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

 
2.22

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In the application of the group's accounting policies, the directors are 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 mute periods. 

Page 22

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

4.


Turnover

An analysis of turnover by class of business is as follows:


2025
2024
£
£



Ceramic
16,818,267
15,990,077

Flooring
2,611,386
2,474,444

19,429,653
18,464,521

Analysis of turnover by country of destination:


2025
2024
£
£



United Kingdom
15,129,385
14,052,847

Rest of Europe
2,554,953
2,343,129

Rest of the world
1,745,315
2,068,545

19,429,653
18,464,521


5.


Operating profit

The operating profit is stated after charging:

2025
2024
£
£

Exchange differences apart from those arising on financial instruments measured at fair value through profit or loss
105,539
108,732

Depreciation of tangible fixed assets
388,097
373,557

Loss/(profit) on disposal of tangible fixed assets
(3,720)
(7,472)

Amortisation of intangible fixed assets
238,664
238,656

Page 23

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

6.


Auditor's remuneration

During the year, the Group obtained the following services from the Company's auditor:


2025
2024
£
£

Audit of the financial statements of the group and company
2,000
2,000

Audit of the financial statements of the company's subsidiaries
17,000
17,000

Fees payable to the Group's auditor and its associates in respect of:


2025
2024
£
£


Taxation compliance services
6,300
6,000

All other services
4,500
4,500

10,800
10,500


7.


Employees

Staff costs, including Directors' remuneration, were as follows:


Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£


Wages and salaries
2,328,035
2,232,012
102,480
162,047

Social security costs
266,678
228,805
-
-

Cost of defined contribution scheme
201,966
196,093
-
-

2,796,679
2,656,910
102,480
162,047


The average monthly number of employees, including the Directors, during the year was as follows:


        2025
        2024
            No.
            No.







Directors
5
5



Employees
56
54

61
59

The Company has no employees other than the Directors, who did not receive any remuneration (2024 - £NIL)
Page 24

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

8.


Interest payable and similar expenses

2025
2024
£
£


Bank interest payable
32,340
28,956

Other interest
57,897
80,780

Finance leases and hire purchase contracts
41,054
31,856

Corporation tax interest
17,170
10,507

148,461
152,099


9.


Taxation


2025
2024
£
£

Corporation tax


Current tax on profits for the year
653,288
448,986

Adjustments in respect of previous periods
(2,931)
(2,401)


650,357
446,585


Total current tax
650,357
446,585

Deferred tax


Origination and reversal of timing differences
9,946
(49,733)

Adjustments in respect of previous periods
563
-

Total deferred tax
10,509
(49,733)


Tax on profit
660,866
396,852
Page 25

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
 
9.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is the same as (2024 - higher than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:

2025
2024
£
£


Profit on ordinary activities before tax
2,641,562
1,239,588


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
660,391
334,707

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
2,843
-

Fixed asset differences
-
62,145

Adjustments to tax charge in respect of previous periods
(2,931)
-

Adjustments to tax charge in respect of previous periods - deferred tax
563
-

Group relief
1
-

Unexplained difference
(1)
-

Total tax charge for the year
660,866
396,852


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


10.


Dividends

2025
2024
£
£


Dividends
-
1,405,482

-
1,405,482


11.


Exceptional items

2025
2024
£
£


Bad debt provision
-
438,635

-
438,635

Page 26

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

12.


Intangible assets

Group





Goodwill

£



Cost


At 1 January 2025
4,773,295



At 31 December 2025

4,773,295



Amortisation


At 1 January 2025
4,435,173


Charge for the year on owned assets
238,664



At 31 December 2025

4,673,837



Net book value



At 31 December 2025
99,458



At 31 December 2024
338,122

The amortisation charge for the year is recognised within administrative expenses.  



Page 27

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

13.


Tangible fixed assets

Group



Plant and machinery
Motor vehicles
Computer equipment
Total

£
£
£
£



Cost or valuation


At 1 January 2025
602,105
890,819
263,964
1,756,888


Additions
132,545
249,353
20,569
402,467


Disposals
(2,782)
(113,185)
(11,219)
(127,186)



At 31 December 2025

731,868
1,026,987
273,314
2,032,169



Depreciation


At 1 January 2025
475,550
348,703
193,947
1,018,200


Charge for the year on owned assets
77,237
269,846
41,014
388,097


Disposals
(2,663)
(84,961)
(10,507)
(98,131)



At 31 December 2025

550,124
533,588
224,454
1,308,166



Net book value



At 31 December 2025
181,744
493,399
48,860
724,003



At 31 December 2024
126,555
542,116
70,017
738,688

Page 28

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

14.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2025
5,589,285



At 31 December 2025
5,589,285




Investments in subsidiaries are stated at cost.


Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

Genesis Flooring Limited
1
Sale of flooring products
Ordinary
100%
Genesis Global Systems Limited
1
Sale of ceramic tiles accessories
Ordinary
100%
Genesis Profile Systems (India) Pvt Ltd
2
Sale of ceramic tiles accessories and flooring products
n/a
100%
Genesis LatAm S.A.S
3
Sale of ceramic tiles accessories and flooring products
n/a
  100%

Registered office addresses (all UK unless otherwise indicated):

1     7 Ellerbeck Way, Stokesley Business Park, Stokesley, North Yorkshire, TS9 5JZ.

2     Surya Warehouse, Putthoor Grama Panchayath, Marathakkara Village, Thirissur, 680306, India.

3     Carrera 8, Nos 153-162, Bogota, CP110141, Columbia.

Page 29

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

15.


Investment property

Group and Company


Freehold investment property

£



Valuation


At 1 January 2025
12,000



At 31 December 2025
12,000

The 2025 valuations were made by, on an open market value basis.







16.


Stocks

Group
Group
2025
2024
£
£

Finished goods and goods for resale
2,621,099
2,817,070

2,621,099
2,817,070


The difference between purchase price or production cost of stocks and their replacement cost is not material.


17.


Debtors

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£


Trade debtors
2,814,254
2,869,484
3
-

Other debtors
88,985
57,932
89
89

Prepayments and accrued income
198,791
175,055
-
-

Deferred taxation
-
-
23,198
24,871

3,102,030
3,102,471
23,290
24,960


Page 30

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

18.


Cash and cash equivalents

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Cash at bank and in hand
2,836,543
1,753,804
368
252

2,836,543
1,753,804
368
252



19.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Bank loans
-
138,889
-
-

Obligations under finance lease and hire purchase contracts
175,576
242,718
-
-

Trade creditors
193,403
552,018
-
-

Amounts owed to group undertakings
-
-
2,896,837
2,779,658

Corporation tax
178,887
447,404
-
-

Other taxation and social security
111,940
154,211
-
-

Other creditors
27,551
50,301
3,998
9,871

Accruals and deferred income
422,207
542,859
4,571
4,450

1,109,564
2,128,400
2,905,406
2,793,979


The loans are secured by fixed and floating charges over the assets of Genesis Brands Limited.

Net obligations under finance leases are secured over the assets acquired.


20.


Creditors: Amounts falling due after more than one year

Group
Group
2025
2024
£
£

Net obligations under finance leases and hire purchase contracts
59,250
183,775

59,250
183,775


Bank loans comprise two bank loans, both of which are secured by fixed and floating charges over the assets of Genesis Brands Limited. 

Net obligations under finance leases are secured over the assets acquired.

Page 31

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

21.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2025
2024
£
£

Within one year
175,526
242,718

Between 1-5 years
59,250
183,775

Less: future finance charges
(37,232)
(39,372)

197,544
387,121

Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery and motor vehicles. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use  of the assets. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

Page 32

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

22.


Deferred taxation


Group



2025


£






At beginning of year
(38,782)


Charged to profit or loss
(8,997)


Utilised in year
(1,673)



At end of year
(49,452)

Company


2025


£






At beginning of year
24,871


Utilised in year
(1,673)



At end of year
23,198

The provision for deferred taxation is made up as follows:

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Accelerated capital allowances
(57,900)
21,620
24,871
24,871

Fixed asset timing differences
8,448
(60,402)
(1,673)
-

(49,452)
(38,782)
23,198
24,871


23.


Share capital

2025
2024
£
£
Allotted, called up and fully paid



90 (2024 - 90) Ordinary Shares shares of £1.00 each
90
90

The Group's ordinary shares, which carry no rights to fixed income, carry the right to one vote each at general meetings of the Group.


Page 33

 
GENESIS BRANDS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

24.


Reserves

Share premium account

Consideration received for shares issued above the nominal value net of transaction costs.

Revaluation reserve

The cumulative revaluation gains and losses in respect of land and buildings, except revaluation gains and losses recognised in the statement of comprehensive income. 

Other reserves

This reserve records the foreign exchange differences created on the retranslation of subsidiaries' assets and liabilities held in foreign currencies. 

Profit and loss account

Cumulative profit and loss net of distributions to owners. 


25.


Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group  to the fund and amounted to £266,678 (2024 - £228,805). Contributions totalling £22,233 (2024 - £38,669) were payable to the fund at the balance sheet date and are included in creditors.


26.


Financial commitments, guarantees and contingent liabilities

There exists a company cross guarantee between Genesis Brands Limited, Genesis Global Systems Limited and Genesis Flooring Limited. 


27.


Directors' transactions

During the year, two directors maintained current accounts with the group in which income and expenditure was charged. At the year end the group owed a net amount in respect of a long term loan account and current account of £Nil (2024: £Nil), and a director owed the group £55,115 (2024: £27,626). Interest was paid on the loans at a rate of 3.5%.


28.


Controlling party

At year end, the group was under the ultimate control of A S Bruce, Chairman and majority shareholder, throughout the current and prior finanacial periods.

On 30th April 2024, 100% of the shares were aquired by Hestiafloor 2 Holding UK Limited. The directors are of the view that no one person controls the company following this transaction.

Page 34