REGISTERED NUMBER: 10694684 (England and Wales)

ORLUNA LED TECHNOLOGIES LIMITED

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

4

Statement of Income and Retained Earnings

8

Balance Sheet

9

Cash Flow Statement

10

Notes to the Financial Statements

11

DIRECTORS:

W S Peake

L T Tran

REGISTERED OFFICE:

Unit A, Chiltern Park

Boscombe Road

Dunstable

LU5 4LT

REGISTERED NUMBER:

10694684 (England and Wales)

SENIOR STATUTORY AUDITOR:

Pankaj Rajani

AUDITORS:

MCA Audit Limited

Chartered Accountants and Statutory Auditors

7 St. Johns Road

Harrow

Middlesex

HA1 2EY

The directors present their strategic report for the year ended 31 December 2024.

REVIEW OF BUSINESS

Orluna continued to grow successfully throughout 2024. Profit was impacted by a large investment in its new Dunstable factory. The business is well positioned to continue to take market share within the luxury lighting sector and to navigate the current world-wide market flux.

PRINCIPAL RISKS AND UNCERTAINTIES

The principal risks and uncertainties of the business are as follows:

1. The health of the UK economy

2. The health of the UK premium housing market

3. Loss of key customers

KEY PERFORMANCE INDICATORS

The directors consider the following key performance indicators of the business to be the most important and monitor

them on a regular basis.

1. Sales

2. Gross margin %

3. EBITDA %

4. Free Cash Flow

Orluna LED Technologies Limited are please to report turnover for the period increased by 21% to £13,464,982 (2023: £11,095,505), while the gross profit margin fell to 57% from 61% in 2023.

The EBITDA% for the period was 18% (2023: 26%), reflecting investment in expanding operations to support future growth.

GOING CONCERN

The directors, after reviewing the group's operating budgets and financing arrangements, consider that the company and group have sufficient financing available at the date of approval of this report. Accordingly, the directors are satisfied that it is appropriate to adopt the going concern basis in preparing the annual report and financial statements.

ON BEHALF OF THE BOARD:

L T Tran - Director

17 March 2026

The directors present their report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the research, development and production of LED lighting equipment.

DIVIDENDS

Interim dividends per share were paid as follows:

Ordinary 1p shares

£9.76

- 31 December 2024

Preference 0.1p shares

£1.63

- 31 December 2024

The directors recommend that no final dividends be paid.

The total distribution of dividends for the year ended 31 December 2024 will be £ 2,040,000 .

RESEARCH AND DEVELOPMENT

During the year the company continued to invest in research and development, with a focus on developing innovative, lower carbon lighting products and improving manufacturing efficiency. This work included the development and launch preparation of new product ranges utilising advanced materials to reduce embodied carbon and support UK based production. The directors consider ongoing investment in product innovation and sustainable design to be a key strategic priority for the business.

DIRECTORS

W S Peake and L T Tran were appointed as directors after 31 December 2024 but prior to the date of this report.

J R Kilborn and A J Kilborn ceased to be directors after 31 December 2024 but prior to the date of this report.

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 or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

ON BEHALF OF THE BOARD:

L T Tran - Director

17 March 2026

Opinion

We have audited the financial statements of Orluna LED Technologies Limited (the 'company') for the year ended 31 December 2024 which comprise the Statement of Income and Retained Earnings, Balance Sheet, Cash Flow Statement 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 2024 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

-

We obtained management’s assessment that supports the Board’s conclusions with respect to the disclosures provided around going concern.

-

We assessed the internal forecasting process to confirm the projections are prepared by appropriate personnel that are aware of the detailed figures in the forecast and also have a high level understanding of the entity’s market, strategy and profile in the customer base, and the potential impact that current economic pressures might have on these projections.

-

We considered the forecasts prepared by management and challenged the key assumptions based on our knowledge of the business.

-

Scenarios modelled by management include a range of stress tests to analyse the impact of risks from the emerging change in inflation, high interest rates, loss of key suppliers/customers and price sensitivity by customers. We challenged the assumptions used and mitigating actions included within this scenario and reviewed the stress test calculations.

-

We challenged management on the suitability of the mitigating actions identified by management in their assessment and the quantum and period ascribed to these mitigating actions.

-

We considered the appropriateness of management’s forecasts by testing their mechanical accuracy, assessing historical forecasting accuracy and understanding management’s consideration of downside sensitivity analysis.

-

We obtained and assessed the availability of financing facilities, including the nature of facilities, repayment terms and financial covenants.

-

We considered the adequacy of the disclosures in the financial statements against the requirements of the accounting standards and consistency of the disclosure against the forecasts and stress test scenarios.

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. Our evaluation of the directors' assessment of the company's ability to continue to adopt the going concern basis of accounting included

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.

Our application of materiality

We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of misstatements. We consider materiality to be the magnitude by which misstatements, including omissions, could influence the economic decisions of reasonable users that are taken on the basis of the financial statements.

In order to reduce to an appropriately low level the probability that any misstatements exceed materiality, we use a lower materiality level, performance materiality, to determine the extent of testing needed. Importantly, misstatements below these levels will not necessarily be evaluated as immaterial as we also take account of the nature of identified misstatements, and the particular circumstances of their occurrence, when evaluating their effect on the financial statements as a whole.

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.

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 three, 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.

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.

Irregularities, including fraud, are instances of noncompliance 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:

Non-compliance with laws and regulations

Based on:

-

Our understanding of the company and the industry in which it operates;

-

Discussion with management and those charged with governance; and

-

Obtaining and understanding of the company's policies and procedures regarding compliance with laws and regulations

The company is also subject to laws and regulations where the consequence of non-compliance could have a material effect on the amount or disclosures in the financial statements, for example through the imposition of fines or litigations. We identified such laws and regulations to be the, employment law, data protection, fire safety legislation and health and safety legislation.

Our procedures in respect of the above included:

-

Review of minutes of meeting of those charged with governance for any instances of noncompliance with laws and regulations;

-

Review of correspondence with regulatory and tax authorities for any instances of non-compliance with laws and regulations;

-

Review of financial statement disclosures and agreeing to supporting documentation;

-

Discuss with relevant individuals responsible for those areas;

-

Involvement of tax specialists in the audit; and

-

Review of legal expenditure accounts to understand the nature of expenditure incurred.

We assessed the susceptibility of the financial statements to material misstatement, including fraud.

Our risk assessment procedures included:

-

Enquiry with management and those charged with governance regarding any known or suspected instances of fraud;

-

Obtaining an understanding of the company's policies and procedures relating to:

-

Detecting and responding to the risks of fraud; and

-

Internal controls established to mitigate risks related to fraud.

-

Review of minutes of meeting of those charged with governance for any known or suspected instances of fraud;

-

Discussion amongst the engagement team as to how and where fraud might occur in the financial statements; and

-

Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud.

Based on our risk assessment, we considered the areas most susceptible to fraud to be management override through accounting estimates and inappropriate journal entries and revenue recognition.

Our procedures in respect of the above included:

-

Testing a sample of journal entries throughout the year, which met a defined risk criteria, by agreeing to supporting documentation;

-

Testing a sample of journal entries throughout the year that do not meet a defined risk criteria (ie non risky journals);

-

Challenging assumptions made by management in their significant accounting estimates, in particular in relation to dilapidations and product recall provisions.

-

Testing cut-off of sales around the year-end and validated sales from source documentation to the ledger.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.

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.

Other matters which we are required to address

In the previous accounting year ended 31 December 2023, the directors of the company took advantage of audit exemption under s. 477 of the Companies Act 2006. Therefore the prior period financial statements were not subject to audit and consequently the corresponding figures are unaudited.

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.

Pankaj Rajani (Senior Statutory Auditor)

for and on behalf of MCA Audit Limited

Chartered Accountants and Statutory Auditors

7 St. Johns Road

Harrow

Middlesex

HA1 2EY

8 June 2026

TURNOVER

4

13,464,982

11,095,505

Cost of sales

5,729,162

4,343,096

GROSS PROFIT

7,735,820

6,752,409

Administrative expenses

5,266,528

3,907,372

OPERATING PROFIT

6

2,469,292

2,845,037

Interest receivable and similar income

-

237

PROFIT BEFORE TAXATION

2,469,292

2,845,274

Tax on profit

8

355,036

263,695

PROFIT FOR THE FINANCIAL YEAR

2,114,256

2,581,579

Retained earnings at beginning of year

3,256,367

1,716,788

Dividends

9

(2,040,000

)

(1,042,000

)

RETAINED EARNINGS AT END OF YEAR

3,330,623

3,256,367

FIXED ASSETS

Intangible assets

10

304,000

-

Tangible assets

11

1,032,435

99,091

1,336,435

99,091

CURRENT ASSETS

Stocks

12

4,373,120

3,643,588

Debtors

13

1,794,647

1,519,675

Cash at bank and in hand

510,041

306,584

6,677,808

5,469,847

CREDITORS

Amounts falling due within one year

14

4,061,716

2,098,774

NET CURRENT ASSETS

2,616,092

3,371,073

TOTAL ASSETS LESS CURRENT LIABILITIES

3,952,527

3,470,164

PROVISIONS FOR LIABILITIES

17

619,796

211,840

NET ASSETS

3,332,731

3,258,324

CAPITAL AND RESERVES

Called up share capital

18

1,957

1,806

Capital redemption reserve

19

151

151

Retained earnings

19

3,330,623

3,256,367

SHAREHOLDERS' FUNDS

3,332,731

3,258,324

The financial statements were approved by the Board of Directors and authorised for issue on 17 March 2026 and were signed on its behalf by:

L T Tran - Director

Cash flows from operating activities

Cash generated from operations

22

2,559,095

903,601

Tax paid

(100,000

)

(145,116

)

Net cash from operating activities

2,459,095

758,485

Cash flows from investing activities

Purchase of intangible fixed assets

(304,000

)

-

Purchase of tangible fixed assets

(1,012,954

)

(22,500

)

Sale of tangible fixed assets

78,418

-

Interest received

-

237

Net cash from investing activities

(1,238,536

)

(22,263

)

Cash flows from financing activities

Group net loans

1,001,492

-

Amount introduced by directors

21,406

-

Amount withdrawn by directors

-

(36

)

Equity dividends paid

(2,040,000

)

(1,042,000

)

Net cash from financing activities

(1,017,102

)

(1,042,036

)

Increase/(decrease) in cash and cash equivalents

203,457

(305,814

)

Cash and cash equivalents at beginning of year

23

306,584

612,398

Cash and cash equivalents at end of year

23

510,041

306,584

1.	STATUTORY INFORMATION

Orluna LED Technologies 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.

The financial statements are presented in Pound Sterling, which is the company’s functional and presentational currency.

Going concern

The company meets its day-to-day working capital requirements through its bank facility. The company's forecasts and projections, taking account of reasonably possible changes in trading performance, show that the company should be able to operate within the level of its current facilities. After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future; taken to be 12 months after signing the financial statements. The company therefore continues to adopt the going concern basis in preparing its financial statements.

Related party exemption

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', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover

Turnover comprises revenue recognised by the company in respect of goods and services supplied. Turnover is measured as the fair value of the consideration received or receivable, excluding value added tax. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

- the amount of revenue can be measured reliably;

- it is probable that the company will receive the consideration due under the contract;

- the stage of completion of the contract at the end of the reporting period can be measured reliably; and

- the costs incurred and the costs to complete the contract can be measured reliably.

Intangible assets

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

Website development is being amortised evenly over its estimated useful life of nil years.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Plant and machinery

-

20% on cost

Fixtures and fittings

-

20% on cost

Computer equipment

-

33% on cost

Tangible fixed assets 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.

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.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

Financial instruments

The company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in profit or loss.

Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.

a) Debtors

Basic financial assets, including trade and other debtors, are initially recognised at transaction price, 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. Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment. Trade debtors are fully provided once they meet 90 days overdue.

b) Creditors

Basic financial liabilities, including trade and other creditors, loans from third parties and loans from related parties, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Such instruments are subsequently carried at amortised cost using the effective interest method, less any impairment.

c) Cash at bank

Cash and bank balances are initially recognised at transaction price, 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. Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment. Cash and bank balances are represented by cash in hand, deposits held at call with financial institutions, and other short-term 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.

Taxation

The tax expense for the year comprises current and deferred tax.

Tax is recognised in profit or loss except that a change 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.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet 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; and

-

any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Both current and deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

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

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

The company makes contributes into the personal retirement schemes of certain staff. Contributions by the company and staff are determined by mutual agreement.

From 1 April 2015, under the Pensions Act 2008, the charity must put certain staff into a pension scheme and contribute towards it. This is called automatic enrolment. To comply with automatic enrolment laws, the company signed a participation agreement with a pension provider by which staff become members of an independently administered pension plan. The company and staff make contributions as specified in the plan.

Under the aforementioned schemes, staff contract directly with the pension company, and assets of those schemes are held separately from those of the company. The company acts as agent in collecting and paying over staff pension contributions. Once the contributions have been paid, the company as employer has no further obligations.

The company's contributions are charged to the profit and loss in the period to which they relate.

Exceptional items

Any costs which are considered to be "one-off" and significant compared to the remainder of administrative expenses are classified as exceptional items.

3.	CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the company'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 future periods.

- Critical judgements

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities outlined below:

- Impairment

Management assesses the impairment of fixed assets subject to depreciation or amortisation at each reporting date to determine whether there are any indicators that the carrying value may not be recoverable, in accordance with Section 27 of FRS 102. Factors considered important that may trigger an impairment review include changes in the manner of use of the assets or the overall business strategy, significant adverse industry or economic trends, and other relevant market information, taking into account market knowledge, professional judgement and historical performance. The company continues to trade profitably and maintains a strong financial position, and based on the assessment performed at the reporting date no indicators of impairment were identified and no impairment provision is considered necessary.

4.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

31.12.24

31.12.23

(Unaudited)

£

£

United Kingdom

13,464,982

11,095,505

13,464,982

11,095,505

5.	EMPLOYEES AND DIRECTORS

31.12.24

31.12.23

(Unaudited)

£

£

Wages and salaries

3,152,384

2,468,497

Social security costs

279,101

231,548

Other pension costs

55,532

33,175

3,487,017

2,733,220

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

31.12.24

31.12.23

(Unaudited)

Warehouse and distribution

23

20

Administration and central functions

27

25

50

45

31.12.24

31.12.23

(Unaudited)

£

£

Directors' remuneration

9,000

9,000

6.	OPERATING PROFIT

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

31.12.24

31.12.23

(Unaudited)

£

£

Depreciation - owned assets

35,631

34,988

Profit on disposal of fixed assets

(34,439

)

-

Auditors' remuneration

22,500

-

Foreign exchange differences

17,159

7,503

7.	EXCEPTIONAL ITEMS

31.12.24

31.12.23

(Unaudited)

£

£

Dunstable fit out costs

(82,443

)

-

Exceptional items relate the total of costs for the move to the Dunstable premises which are not considered to be capital items.

8.

TAXATION

Analysis of the tax charge

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

31.12.24

31.12.23

(Unaudited)

£

£

Current tax:

UK corporation tax

96,433

263,695

Prior year

7,447

-

Total current tax

103,880

263,695

Deferred tax

251,156

-

Tax on profit

355,036

263,695

UK corporation tax has been charged at 25% .

Reconciliation of total tax charge included in profit and loss

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

31.12.24

31.12.23

(Unaudited)

£

£

Profit before tax

2,469,292

2,845,274

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2023 - 23.520%)

617,323

669,208

Effects of:

Capital allowances in excess of depreciation

(324,122

)

(117

)

Adjustments to tax charge in respect of previous periods

7,448

(7,447

)

Patent box

(99,617

)

(340,822

)

R&D enhanced expenditure

(97,152

)

(57,127

)

Deferred tax

251,156

-

Total tax charge

355,036

263,695

Tax rates

Changes to the UK corporation tax rates were substantively enacted as part of Finance Act 2021 on 24 May 2021 (Royal Assent received on 10 June 2021). These include increasing the main rate of tax from 19% to 25% from 1 April 2023 on profits over £250,000. The rate for small profits under £50,000 will remain at 19%.

Where a company's profits fall between £50,000 and £250,000 (the lower and upper limits), it will be able to claim an amount of marginal relief, providing a gradual increase in the corporation tax rate.

Deferred taxes at the balance sheet date have been measured using these enacted tax rates and reflected in these financial statements.

9.

DIVIDENDS

31.12.24

31.12.23

(Unaudited)

£

£

Ordinary shares of 1p each

Interim

1,715,000

717,000

Preference shares of 0.1p each

Interim

325,000

325,000

2,040,000

1,042,000

10.	INTANGIBLE FIXED ASSETS

Website

development

£

COST

Additions

304,000

At 31 December 2024

304,000

NET BOOK VALUE

At 31 December 2024

304,000

11.	TANGIBLE FIXED ASSETS

Fixtures

Plant and

and

Motor

Computer

machinery

fittings

vehicles

equipment

Totals

£

£

£

£

£

COST

At 1 January 2024

-

4,098

131,713

12,624

148,435

Additions

282,701

730,253

-

-

1,012,954

Disposals

-

-

(87,958

)

(12,624

)

(100,582

)

At 31 December 2024

282,701

734,351

43,755

-

1,060,807

DEPRECIATION

At 1 January 2024

-

3,210

36,793

9,341

49,344

Charge for year

-

1,252

31,096

3,283

35,631

Eliminated on disposal

-

-

(43,979

)

(12,624

)

(56,603

)

At 31 December 2024

-

4,462

23,910

-

28,372

NET BOOK VALUE

At 31 December 2024

282,701

729,889

19,845

-

1,032,435

At 31 December 2023

-

888

94,920

3,283

99,091

12.

STOCKS

31.12.24

31.12.23

(Unaudited)

£

£

Stocks

4,373,120

3,643,588

13.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.24

31.12.23

(Unaudited)

£

£

Trade debtors

1,261,573

1,112,792

Other debtors

2,108

1,957

Other debtors - deposits

141,153

36,000

Directors' current accounts

1,429

27

Prepayments and accrued income

388,384

368,899

1,794,647

1,519,675

14.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.24

31.12.23

(Unaudited)

£

£

Trade creditors

2,034,460

933,160

Amounts owed to group undertaking

1,001,492

-

Tax

267,575

263,695

Social security and other taxes

82,939

74,417

VAT

6,442

106,714

Other creditors

48

201

Directors' current accounts

22,808

-

Accruals and deferred income

645,952

720,587

4,061,716

2,098,774