Company Registration No. 01245537 (England and Wales)
Martyn Rose Limited
Annual report and
group financial statements
for the year ended 30 September 2025
Martyn Rose Limited
Company information
Directors
Martyn Rose
Charles Rose
Elizabeth Rose
Company number
01245537
Registered office
7 Trebeck Street
Mayfair
London
W1J 7LU
Auditor
Saffery LLP
71 Queen Victoria Street
London
EC4V 4BE
Martyn Rose Limited
Contents
Page
Strategic report
1 - 6
Directors' report
7 - 9
Independent auditor's report
10 - 13
Group statement of comprehensive income
14 - 15
Group and company statement of financial positions
16 - 17
Group statement of changes in equity
19
Company statement of changes in equity
18
Group statement of cash flows
20
Company statement of cash flows
21
Notes to the financial statements
22 - 42
Martyn Rose Limited
Strategic report
For the year ended 30 September 2025
1

The directors present the strategic report for the year ended 30 September 2025.

Fair review of the business

The consolidated Group EBITDA of £10,001,034 pre the provision for the loss on discontinued activities of £541,981 compares to the prior year figure of £10,713,878. The resulting shortfall is caused by unifying the financial years of the companies, therefore the Dentons Group is only consolidated for 9 months. In addition, the impact of Government policies can be seen in the reduced revenues and profitability in Grangers. However, in the seven months of the present financial year, Group management accounts indicate that EBITDA profitability exceeded 90% of that achieved in the twelve month period reported on in these accounts.

There are two principal businesses within the Group's activities:

Dentons Holdings plc

During the nine-month period, the Group continued to perform well in terms of cash generation and capital value growth. Revenues proved resilient which has continued into the present financial year and which together with economies of scale a nd control of costs led to a satisfactory increase in profit before tax and before taking account of costs associated with discontinued operations.

It is encouraging that the Group is now back to full strength, both in terms of headcount and activity and therefore looks forward to producing record results for the present financial period.

The Group has continued to win awards. Since 2012 we have received five stars on eleven occasions in the Financial Adviser Service Awards, as voted for by Financial Advisers. These externally accredited awards are a testament to our dedicated, knowledgeable and experienced pension consultants and administrative staff and to the quality of our SIPP and SSAS products.

The Group's Balance Sheet remains strong. All debt has been repaid and cash represents 4 5% of net assets. All deferred payments for acquisitions have been settled. The freehold of the property from which the Group operates is owned and is unencumbered.

It is the Directors' belief that, having continued to invest in its own bespoke software, which provides an in-house scalable resource, the Group has the capacity to make further acquisitions without significantly increasing its operating costs.

The Group's in-house IT capability also gives greater flexibility in the management of the risks associated with cybersecurity. The necessity during the last two years to operate with staff working from home has resulted in a strengthening of the backup of data which has in turn given the Group greater resilience in dealing with any future cyber attack or degradation of premises.

The Group has successfully integrated its acquisitions to date and as a result is in a position to make further acquisitions as the opportunity arises.

Following the resumption of marketing activity, earnings before interest, tax, depreciation and amortisation (EBITDA), excluding discontinued operations, have during the nine-month period comfortably exceeded the previous whole year's performance. The Directors remain confident that the Group will continue to be well-placed to meet the regulatory rules covering capital adequacy and reserves which were maintained during the period at a level substantially in excess of FCA requirements.

Grangers International Limited
The Company's financial year ended 30 September 2025 resulted in profit before tax of £3,780,439 (2024:
£5,087,710) on reduced revenues. Due to worldwide economic uncertainty trade has been challenging throughout the year, however through focused cost control, margins have improved year on year.
The Company continues to focus on its people, assets and distribution network to maintain its position for quality products, innovation and advanced technology.
Martyn Rose Limited
Strategic report (continued)
For the year ended 30 September 2025
2
Current Trading
The Group has continued to make significant progress for the year under review and that progress continues into the present financial year with both Dentons and Grangers trading at satisfactory levels in both revenue and profits.
Cash generation remains strong and the difficulties experienced last year in recruitment and supply chain challenges has become easier. The Group continues to deploy its substantial cash balances to improve the quality of client service and product innovation.
The results are a reflection of the talent within the management teams.
Principal risks and uncertainties

The directors have reviewed the key risks to which the Group is exposed together with the operating and financial compliance controls which have been implemented to mitigate those risks.

The main risks are as follows:

Liquidity risk

The Group manages its cash and borrowing requirements in order to maximise interest income and minimise interest expense, whilst ensuring the Group has sufficient liquid resources to meet the operating needs of the business.

Credit risk

The Group has at present substantial cash surpluses, the use of which must be cleared by the Board but are held wholly and exclusively for the benefit of the Group's operating companies.

At the year end the Group had cash reserves of £17.4m (2024:£11.8m). As a result the Directors consider that the Group is well placed, particularly in cash terms, to ensure that there are no long term consequences on its businesses. Directors continue to monitor cash closely.

Dentons Holdings plc

Within the Dentons Group, the key risks identified are:

Strategic risk

This is th e risk of the failure to deliver against th e strategic objectives of th e G roup alongsid e th e risks created by operating that strategy itself. The Directors are accountable for the monitoring of strategic risk and achieve this by regular review at meetings.

Staffing and recruitment

The Group's current and future success is dependent on the services and performance of its staff and senior management and its ability to retain skilled and qualified staff and attract further such personnel as required.

To mitigate this risk the Group seeks to offer competitive remuneration packages together with appropriate training and a positive work environment. All employees are offered a clear career progression route from administrator level up to and including consultants with home-grown talent filling a number of senior roles.

Treasury taxation policy

The UK government continues to review the tax regime relating to pensions and may introduce changes which could reduce the advantages of pension provision to the Group's target client base. The Group is well-placed to reduce costs should a significant fall-off in business result from such changes.

Compliance risk
The Group's pension and investment businesses are regulated by the Financial Conduct Authority (FCA). The risk is that one of the companies within the Group does not comply with the relevant requirements and standards of the regulatory framework or there is a change in accepted industry practice which could lead to past liabilities.
Martyn Rose Limited
Strategic report (continued)
For the year ended 30 September 2025
3
A strong compliance policy and team are in place and they are responsible for ensuring all new rules and regulations and changes in industry practice are adopted in accordance with the relevant timescales.
The requirement by the FCA for additional reserves to be held could have an impact on future growth. The Directors believe that there are more than adequate financial resources available to the Group to enable it to meet any such additional requirements. It is expected that the administrative costs associated with regulation will continue to increase.
Competition risk
The Directors consider that the Group is well-placed in the current environment to compete effectively in its target segment. The Group's ability to reduce costs following a change in the competitive environment will protect it against aggressive price reductions by competitors to gain market share. Furthermore, the Group will continue to compete on the basis of ethical standards and service delivery rather than price. The continued consolidation in the personal pension industry has the effect of reducing the amount of competition in the market sector in which the business operates.
IT security risk
The Directors continue to attach high priority to managing the risks posed by IT security breaches. The Group keeps under review its performance against the relevant standards and has invested in software and hardware to ensure that its systems are compliant. In addition, the Group maintains its compliance with General Data Protection Regulation (GDPR).
Grangers International Limited
The directors have reviewed the key risks to which the company is exposed together with the operating and financial compliance controls which have been implemented to mitigate those risks.
The main risks are as follows:
Liquidity Risk
The company manages its cash and borrowing requirements in order to maximise interest income and minimise interest expense, whilst ensuring the company has sufficient liquid resources to meet the operating needs.
Foreign exchange
The business continues to be aware of the financial risk posed by exchange rate fluctuations and in order to mitigate this runs a natural hedge using its euro and US dollar bank accounts for receipts and payments in those currencies.
Competition
Competition from abroad where labour rates and compliance and insurance costs are significantly less presents a major threat. The company continues to invest in order to remain competitive.
Martyn Rose Limited
Strategic report (continued)
For the year ended 30 September 2025
4
Development and performance

The Group continues to invest heavily for the long term benefit of the Group companies, with continued stronger performance this year. The long term investment approach has served these companies well and the Board believe that that will continue in the future.

Dentons Holdings plc

The key priorities for the Dentons Group for 202 6 are:

- t he growth of the SIPP and SSAS books by acquisition and internal generation with the resulting increases in profitability and capital value;

- the continued emphasis on the marketing programmes for the pension business, including following on with the successful and popular webinars developed to meet the special circumstances of 2020;

- further growth of the investment management business by acquisition and through the existing client base;

- continued investment in staff resources and infrastructure in order to maintain the high level of customer service; ensure total UK coverage with business development managers for the pension business located in all regions.

Grangers International Limited

The company continues to enjoy the confidence of its bank, Handelsbanken and its parent company and stands ready to exploit any opportunities which may present themselves.

Martyn Rose Limited
Strategic report (continued)
For the year ended 30 September 2025
5
Key performance indicators

Martyn Rose Ltd Group

The board reviews the business performance using the following financial KPIs:

| 202 5 | 202 4
Turnover | 31,668,011 | 35,830,857
Gross profit | 19,813,610 | 21,508,568
EBITDA (see page 1) Profit before tax Shareholders' funds Current ratio | 10,001,034 9,288,017 39,166,858 4.68 | 10,713,878 10,040,618 34,505,627 4.94

Dentons Holdings PLC

The board reviews the business performance using the following financial KPIs:

| 202 5 | 202 4
Turnover EBITDA (Total) | 14,851,354 5,448,859 | 16,511,175 5,549,340
EBITDA (excluding discontinued operations) | 5,990,840 | 5,657,687

Grangers International Limited

The board reviews the business performance using the following financial KPIs:

| 202 5 | 202 4
Revenue Gross profit margin | 16,644,288 61.7% | 19,447,309 59.8%

Martyn Rose Limited
Strategic report (continued)
For the year ended 30 September 2025
6
Other performance indicators

Dentons Holdings plc

Other key performance indicators are considered to be client satisfaction and retention and continuity of high quality and well-trained staff. The Directors monitor these areas using internal data and client and introducer feed-back and consider that the Group achieved a high standard by comparison to the pension industry in both areas. The high number of awards won and the scheme retention rates achieved in relation to acquisitions provide further testimony to the quality of services provided.

Directors' statement of compliance with duty to promote the success of the Group

During the year, the Directors have complied with their duty to act in a way most likely to promote the success of the Group, as per section 172(1) of the Companies Act 2006. In doing so they have had regard to:

- the likely consequences of any decision in the long term,

- the interests of the Group’s employees,

- the need to foster the Group’s business relationships with suppliers, customers and others,

- the impact of the Group’s operations on the community and environment,

- the desirability of the Group maintaining a reputation for high standards of business conduct, and;

- the need to act fairly as between members of the Group.

On behalf of the board

Martyn Rose
Director
18 June 2026
Martyn Rose Limited
Directors' report
For the year ended 30 September 2025
7

The directors present their annual report and financial statements for the year ended 30 September 2025.

Principal activities

The principal activity of the company is as a holding company for a trading group and providing consultancy services to other companies. The Group's activities include manufacturing, art dealers, pensions and investment advice.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Martyn Rose
Charles Rose
Elizabeth Rose
Results and dividends

The results for the year are set out on pages 14 to 15. Ordinary dividends were declared amounting to £924,077. The directors do not recommend payment of a further dividend.

Dentons Holdings plc

Dividends payable in respect of the period amounted to £2,600,000 (2024: £1,300,000).

Grangers International Limited

An interim ordinary dividend was paid amounting to £2,740,000 (2024: £2,541,216). The directors have not recommended the payment of a final dividend (2024: £nil).

Research and development

Grangers International Limited

During the year, the company continues to take pride in and invest in its quality brands, improving their performance whilst at the same time creating the most environmentally advanced products within their sector. The company continues to seek improved supply chain performance and has a pipeline of new product development, both for its branded range and demonstrating to its private label customers its expertise in meeting their requirements.

Post reporting date events

The directors are not aware of any post reporting date events.

Future developments

Grangers International Limited:

As was foreshadowed in last year’s accounts, the retail environment across Europe but particularly in the UK has continued to weaken and it has been and continues to be to the immense credit to the management team as a whole that they have been able to continue to provide the level of service as well as profitability with such a difficult market place. The company continues to be debt free, generating cash and investing in improving efficiencies and it is fortunate that many of the brands are market leaders in the UK as well as exporting to over 50 countries around the world.

Auditor

The auditor, Saffery LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Martyn Rose Limited
Directors' report (continued)
For the year ended 30 September 2025
8
Statement of directors' responsibilities

The directors are responsible for preparing the Annual Report 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 prepared the group and parent company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the 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 group and parent company, 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 and then apply them consistently;

- make judgements and accounting estimates that are reasonable and prudent;

- state whether applicable U nited K ingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and parent company will continue in business.

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

Statement of disclosure to auditor

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

Going concern

The accounts have been prepared on a going concern basis. However, o ne of the companies within the group has net liabilities, and is dependent on continued support from the parent company. Following transfer of all of the company's stock to the parent entity, this company has now ceased to trade. The financial statements of this company have therefore been prepared on a basis other than going concern. No further adjustments would be made to its balance sheet as a result of this however. The Directors note the net liability position and confirm that the company is still supported by the Group. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements on a group basis.

Matters included in the Strategic Report

In accordance with section 414c(11) of the Companies Act 2006 the Directors have chose to include the following items in the Strategic Report:

- Fair review of the business

- Principal risks and uncertainties

- Development and performance

Martyn Rose Limited
Directors' report (continued)
For the year ended 30 September 2025
9
On behalf of the board
Martyn Rose
Director
18 June 2026
Martyn Rose Limited
Independent auditor's report
To the members of Martyn Rose Limited
10
Opinion

We have audited the financial statements of Martyn Rose Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 September 2025 which comprise the group statement of comprehensive income, the group statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company statement of cash flows, the company statement of financial position and notes to the financial statements, including 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 group's and the parent company's affairs as at 30 September 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 and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our 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 and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Martyn Rose Limited
Independent auditor's report (continued)
To the members of Martyn Rose Limited
11

Opinions on other matters prescribed by the Companies Act 2006

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

- T he information given in the strategic report and the directors' r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- The 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 their environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

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' r esponsibilities s tatement, 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 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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the group and parent company financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Martyn Rose Limited
Independent auditor's report (continued)
To the members of Martyn Rose Limited
12

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

Identifying and assessing risks related to irregularities:

We assessed the susceptibility of the group and parent company’s financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the group and parent company by discussions with directors , communication with component auditors and by updating our understanding of the sectors in which the group and parent company operates.

Laws and regulations of direct significance in the context of the group and parent company include The Companies Act 2006 and UK Tax legislation.

Audit response to risks identified

We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of group and parent company financial statement disclosures. We reviewed the parent company's records of breaches of laws and regulations, minutes of meetings and correspondence with relevant authorities to identify potential material misstatements arising. We discussed the parent company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.

During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner’s review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.

As group auditors, our assessment of matters relating to non-compliance with laws or regulations and fraud differed at group and component level according to their particular circumstances. Our communications with component auditors included a request to identify instances of non-compliance with laws and regulations and fraud that could give rise to a material misstatement of the group financial statements in addition to our risk assessment.

There are inherent limitations in the audit procedures described above 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 would become aware of it. Also, 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 or intentional misrepresentations, or through collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Martyn Rose Limited
Independent auditor's report (continued)
To the members of Martyn Rose Limited
13

Use of our report

This report is made solely to the parent company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the parent company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Peter Harker
For and on behalf of Saffery LLP
19 June 2026
Statutory Auditors
71 Queen Victoria Street
London
EC4V 4BE
Martyn Rose Limited
Group statement of comprehensive income
For the year ended 30 September 2025
14
Continuing
Discontinued
30 September
Continuing
Discontinued
30 September
operations
operations
2025
operations
operations
2024
Notes
£
£
£
£
£
£
Turnover
3
31,668,011
-
31,668,011
34,969,504
861,353
35,830,857
Cost of sales
(11,854,401)
-
(11,854,401)
(14,322,289)
-
(14,322,289)
Gross profit
19,813,610
-
19,813,610
20,647,215
861,353
21,508,568
Distribution costs
(590,113)
-
(590,113)
(646,967)
-
(646,967)
Administrative expenses
(10,115,002)
(541,981)
(10,656,983)
(10,323,674)
(969,700)
(11,293,374)
Other operating income
1,072
-
1,072
3,439
-
3,439
Operating profit
4
9,109,567
(541,981)
8,567,586
9,680,013
(108,347)
9,571,666
Interest receivable and similar income
7
727,800
-
727,800
434,177
44,873
479,050
Interest payable and similar expenses
8
(7,369)
-
(7,369)
(10,098)
-
(10,098)
Profit before taxation
9,829,998
(541,981)
9,288,017
10,104,092
(63,474)
10,040,618
Tax on profit
9
(2,584,873)
-
(2,584,873)
(2,904,925)
(892)
(2,905,817)
Profit for the financial year
24
7,245,125
(541,981)
6,703,144
7,199,167
(64,366)
7,134,801
Profit for the financial year is attributable to:
- Owner of the parent company
5,101,058
5,449,890
- Non-controlling interests
1,602,086
1,684,911
6,703,144
7,134,801
Martyn Rose Limited
Group statement of comprehensive income (continued)
For the year ended 30 September 2025
Continuing
Discontinued
30 September
Continuing
Discontinued
30 September
operations
operations
2025
operations
operations
2024
Notes
£
£
£
£
£
£
15
Total comprehensive income for the year is attributable to:
- Owner of the parent company
5,101,058
5,449,890
- Non-controlling interests
1,602,086
1,684,911
6,703,144
7,134,801
Martyn Rose Limited
Group and company statements of financial position
As at 30 September 2025
16
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Fixed assets
Goodwill
14
6,547,115
7,001,080
-
0
-
0
Other intangible assets
14
154,084
166,054
-
-
Total intangible assets
6,701,199
7,167,134
-
-
Tangible assets
13
8,292,733
8,400,296
-
0
-
0
Investments
15
128,750
-
0
2,359,120
2,230,370
15,122,682
15,567,430
2,359,120
2,230,370
Current assets
Stocks
17
5,667,465
5,981,736
73,608
81,599
Debtors
19
8,321,184
6,727,907
1,435,929
383,432
Cash at bank and in hand
17,461,792
11,796,600
4,533,799
292,598
31,450,441
24,506,243
6,043,336
757,629
Creditors: amounts falling due within one year
20
(6,721,328)
(4,958,929)
(2,243,697)
(553,585)
Net current assets
24,729,113
19,547,314
3,799,639
204,044
Total assets less current liabilities
39,851,795
35,114,744
6,158,759
2,434,414
Provisions for liabilities
Deferred tax liability
(684,937)
(609,117)
-
0
-
0
Net assets
39,166,858
34,505,627
6,158,759
2,434,414
Capital and reserves
Called up share capital
22
102
102
102
102
Revaluation reserve
24
2,187,219
2,212,532
-
0
-
0
Capital redemption reserve
24
22,790
22,790
-
0
-
0
Other reserves
24
9,000
9,000
-
0
-
0
Profit and loss reserves
24
28,485,458
24,283,164
6,158,657
2,434,312
Equity attributable to owner of the parent company
30,704,569
26,527,588
6,158,759
2,434,414
Non-controlling interests
8,462,289
7,978,039
-
-
39,166,858
34,505,627
6,158,759
2,434,414

As permitted by s408 Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s profit for the year was £4,648,422 (20 24 - £2,791,707).

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

Martyn Rose Limited
Group and company statements of financial position (continued)
As at 30 September 2025
17
The financial statements were approved by the board of directors and authorised for issue on 18 June 2026 and are signed on its behalf by:
18 June 2026
Martyn Rose
Director
Company Registration No. 01245537
Martyn Rose Limited
Company statement of changes in equity
For the year ended 30 September 2025
18
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 October 2023
100
1,716,631
1,716,731
Year ended 30 September 2024:
Profit and total comprehensive income for the year
-
2,791,707
2,791,707
Issue of share capital
22
2
-
2
Dividends
11
-
(2,074,026)
(2,074,026)
Balance at 30 September 2024
102
2,434,312
2,434,414
Year ended 30 September 2025:
Profit and total comprehensive income
-
4,648,422
4,648,422
Dividends
11
-
(924,077)
(924,077)
Balance at 30 September 2025
102
6,158,657
6,158,759
Martyn Rose Limited
Group statement of changes in equity
For the year ended 30 September 2025
19
Share capital
Revaluation reserve
Capital redemption reserve
Other reserves
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
£
£
£
Balance at 1 October 2023
100
2,246,282
22,790
9,000
20,873,550
23,151,722
6,852,046
30,003,768
Year ended 30 September 2024:
Profit and total comprehensive income
-
-
-
-
5,449,890
5,449,890
1,684,911
7,134,801
Issue of share capital
22
2
-
-
-
-
2
-
2
Dividends
11
-
-
-
-
(2,074,026)
(2,074,026)
(558,918)
(2,632,944)
Transfers
-
-
-
-
33,750
33,750
-
33,750
Other movements
-
(33,750)
-
-
-
(33,750)
-
(33,750)
Balance at 30 September 2024
102
2,212,532
22,790
9,000
24,283,164
26,527,588
7,978,039
34,505,627
Year ended 30 September 2025:
Profit and total comprehensive income
-
-
-
-
5,101,058
5,101,058
1,602,086
6,703,144
Dividends
11
-
-
-
-
(924,077)
(924,077)
(1,117,836)
(2,041,913)
Transfers
-
(25,313)
-
-
25,313
-
-
-
Balance at 30 September 2025
102
2,187,219
22,790
9,000
28,485,458
30,704,569
8,462,289
39,166,858
Martyn Rose Limited
Group statement of cash flows
For the year ended 30 September 2025
20
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
27
8,349,759
9,421,379
Interest paid
(7,369)
(10,098)
Income taxes paid
(2,455,613)
(2,779,093)
Net cash inflow from operating activities
5,886,777
6,632,188
Investing activities
Purchase of intangible assets
(29,115)
(1,191,004)
Purchase of tangible fixed assets
(323,557)
(254,481)
Proceeds from disposal of tangible fixed assets
52,862
-
Purchase of debentures
(79,750)
-
Loans made to other entities
-
(250,000)
Movement in loan accounts
1,757,121
304,542
Interest received
442,767
467,598
Net cash generated from/(used in) investing activities
1,820,328
(923,345)
Financing activities
Proceeds from issue of shares
-
2
Proceeds from new bank loans
-
-
Dividends paid to equity shareholders
(924,077)
(2,074,026)
Dividends paid to non-controlling interests
(1,117,836)
(558,918)
Net cash used in financing activities
(2,041,913)
(2,632,942)
Net increase in cash and cash equivalents
5,665,192
3,075,901
Cash and cash equivalents at beginning of year
11,796,600
8,720,699
Cash and cash equivalents at end of year
17,461,792
11,796,600
Relating to:
Cash at bank and in hand
17,461,792
11,796,600
Martyn Rose Limited
Company statement of cash flows
For the year ended 30 September 2025
21
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
30
(99,856)
(82,258)
Interest paid
(7,369)
(6,607)
Income taxes paid
-
0
(969)
Net cash outflow from operating activities
(107,225)
(89,834)
Investing activities
Purchase of shares in subsidiary
-
0
(1,150,608)
Purchase of debentures
(79,750)
-
0
Loans made to other entities
-
0
(250,000)
Movement in loan accounts
1,757,121
304,542
Interest received
171,055
12,606
Dividends received
3,424,077
3,725,294
Net cash generated from investing activities
5,272,503
2,641,834
Financing activities
Proceeds from issue of shares
-
2
Dividends paid to equity shareholders
(924,077)
(2,574,026)
Net cash used in financing activities
(924,077)
(2,574,024)
Net increase/(decrease) in cash and cash equivalents
4,241,201
(22,024)
Cash and cash equivalents at beginning of year
292,598
314,622
Cash and cash equivalents at end of year
4,533,799
292,598
Martyn Rose Limited
Notes to the financial statements
For the year ended 30 September 2025
22
1
Accounting policies
Company information

Martyn Rose Limited (“the company”) is a private company limited by shares incorporated in England and Wales. The registered office is 7 Trebeck Street, Mayfair, London, W1J 7LU.

The group consists of Martyn Rose Limited and all of its subsidiaries which are listed in note 18.

1.1
Accounting convention

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

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

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

1.2
Basis of consolidation

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

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

The consolidated financial statements incorporate those of Martyn Rose Limited and all of its subsidiaries (ie entities that the g roup controls through its power to govern the financial and operating policies so as to obtain economic benefits). Their results are incorporated from the date that control passes.

Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the g roup.

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

Dentons Holdings Limited's, its subsidiaries, and Granger International Ltd's results to the year ended 30 September 2025 are consolidated in to the Group accounts and appropriate adjustments have been made for all material transactions. The Denton's Holdings Ltd group previously prepared accounts to 31 December and as such results included in the consolidation are for a 9 month period, and therefore the results from the previous period are not directly comparable.

Frost and Reed Limited's results to the year ended 31 October 2025 are consolidated in the Group accounts and appropriate adjustments have been made for all material transactions.

Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
1
Accounting policies (continued)
23
1.3
Going concern

T he directors continue to adopt the going concern basis of accounting in preparing the financial statements.

The Directors have reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The Directors have reviewed forecasts for the next 12 months and as a result, believe the company is a going concern.

1.4
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

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

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recoverable.

Revenue in respect of fees receivable for pension administration services and investment advice are recognised when a right to consideration has been obtained in exchange for performance of contractual obligations.

In all cases where the ability to recover fees on a matter is non-contingent, income is recognised on the basis of time spent. For those cases where the ability to recover fees on a matter is contingent, income will not be recognised until the matter is completed.

To the extent that revenue is recognised on matters for which an invoice has not yet been raised, it is included in other debtors and disclosed separately.

1.5
Intangible fixed assets - goodwill

Goodwill arising on the acquisition of subsidiary undertakings represents the excess of the fair value of the consideration over the fair value of the identifiable assets and liabilities acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life of 10 to 20 years on a straight line basis.

1.6
Intangible fixed assets other than goodwill

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

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

Trademarks and patents
10 % per annum
Other intangibles
10 % per annum
Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
1
Accounting policies (continued)
24
1.7
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any 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 Group adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the Group. The carrying amount of the replaced part is not recognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred.

Land is not depreciated. Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Land and buildings Freehold
2% per annum
Land and buildings Leasehold
2% to 20% per annum or over the term of the lease
Plant and machinery
10% to 50% per annum
Fixtures, fittings & equipment
10% to 50% per annum

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

1.8
Fixed asset investments

Equity in vest ments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

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

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

1.9
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

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

If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
1
Accounting policies (continued)
25

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.10
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. No element of profit is included in the valuation of work in progress.

Cost is calculated using the first-in-first out method.

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 profit or loss.

1.11
Cash at bank and in hand

Cash at bank and in hand are basic financial assets and include cash in hand and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.12
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the group's statement of financial position when the group becomes party to the contractual provisions of the instrument.

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

Basic financial assets

Basic financial assets, which include debtors, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
1
Accounting policies (continued)
26
Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

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

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

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

Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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 paymen ts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

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

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

Derecognition of financial liabilities

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

1.13
Equity instruments

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

1.14
Taxation

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

Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
1
Accounting policies (continued)
27
Current tax

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

Deferred tax

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

1.15
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.16
Retirement benefits

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 the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the balance sheet. The assets of the plan are held separately from the Group in independently administered funds.

1.17
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

The expense in relation to options over the parent company’s shares granted to employees of a subsidiary is recognised by the c ompany as a capital contribution, and presented as an increase in the company’s investment in that subsidiary.

Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
1
Accounting policies (continued)
28
1.18
Leases

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

1.19
Government grants

Government grants are recognised at the fair value of the asset receive d or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

1.20
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation are included in the income statement for the period.

1.21

Dividends

Equity dividends are recognised when they become legally payable.

1.22

Finance costs

Finance costs are charged 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.

Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
29
2
Critical accounting judgements 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 future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Revenue recognition

Revenue in respect of management services is recognised on the basis of the time input of the staff involved. At the period end an assessment is made of the recoverability of the costs accrued and unbilled. A provision is made for any costs considered to be irrecoverable. This assessment is made on a case by case basis considering a range of factors relevant to each case.

Bad debts

The Directors provide for potential bad debts on a case by case basis. A provision is made where the Directors consider it is more likely than not that the debt will prove irrecoverable or there is other uncertainty surrounding its recovery.

Amortisation and recognition of goodwill

The Directors assess the period for the amortisation of goodwill based on the considered longevity of the underlying SSAS and SSIP schemes that the goodwill represents.

Goodwill arising from consolidation at a group level is assessed for impairment by considering the performance of underlying subsidiaries.

3
Turnover and other revenue

The total turnover of the group for the year has been derived from its principal activity wholly undertaken in the United Kingdom.

2025
2024
£
£
Turnover analysed by class of business
Sale of goods
16,698,038
19,447,309
Rendering of services
14,969,973
16,383,548
31,668,011
35,830,857
Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
3
Turnover and other revenue (continued)
30
2025
2024
£
£
Turnover analysed by geographical market
UK
26,022,693
28,741,942
EU
3,446,063
4,242,274
Rest of Europe
134,546
77,382
Africa
2,664
14,497
North America
385,120
481,803
Australasia
583,879
618,829
Asia
488,358
748,986
Rest of the world
604,688
905,144
31,668,011
35,830,857
2025
2024
£
£
Other revenue
Interest income
442,767
479,050
Other income
285,033
-
4
Operating profit
2025
2024
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange (gains)/losses
(27,063)
19,873
Depreciation of owned tangible fixed assets
396,416
452,292
Impairment of owned tangible fixed assets
7,256
-
(Profit)/loss on disposal of tangible fixed assets
(25,414)
967
Amortisation of intangible assets
495,051
689,920
Operating lease charges
159,271
245,650
Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
31
5
Employees

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

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Administrative
184
183
5
5
Manufacturing
46
47
-
-
Total
230
230
5
5

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
6,594,652
7,832,339
146,344
139,136
Social security costs
962,051
1,068,882
18,358
14,192
Pension costs
610,721
783,839
10,000
10,000
8,167,424
9,685,060
174,702
163,328
6
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
171,656
156,670

All remuneration disclosed above relates to the three directors of the parent company Martyn Rose Limited.

Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
32
7
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
399,696
467,598
Other interest income
43,000
11,452
Total interest revenue
442,696
479,050
Other income from investments
Gains on financial instruments measured at fair value through profit or loss
71
-
0
Total income excluding fixed asset investments
442,767
479,050
Income from fixed asset investments
Income from shares in group undertakings
285,033
-
0
Total income
727,800
479,050
2025
2024
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
399,696
467,598
Interest on financial assets measured at fair value through profit or loss
71
-
0
8
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
-
31
Interest on invoice finance arrangements
7,369
6,607
7,369
6,638
Other finance costs:
Other interest
-
3,460
Total finance costs
7,369
10,098
9
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
2,515,523
2,778,195
Adjustments in respect of prior periods
(5,363)
(1,047)
Total current tax
2,510,160
2,777,148
Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
9
Taxation
2025
2024
£
£ (continued)
33
Deferred tax
Origination and reversal of timing differences
74,713
97,466
Adjustment in respect of prior periods
-
0
31,203
Total deferred tax
74,713
128,669
Total tax charge
2,584,873
2,905,817

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

2025
2024
£
£
Profit before taxation
9,288,017
10,040,618
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
2,322,004
2,510,155
Tax effect of expenses that are not deductible in determining taxable profit
236,851
247,052
Unutilised tax losses carried forward
-
0
15,176
Change in unrecognised deferred tax assets
(1,107)
-
0
Adjustments in respect of prior years
(22,240)
182
Group relief
(436)
(28,170)
Permanent capital allowances in excess of depreciation
49,801
54,646
Deferred tax adjustments in respect of prior years
-
0
106,776
Taxation charge
2,584,873
2,905,817
10
Discontinued operations
DPM Legal Services Ltd

During the year the directors took the voluntary decision to cease providing legal services and close down DPM Legal Services Ltd. All staff have now left the business.

11
Dividends
2025
2024
Recognised as distributions to equity holders:
£
£
Interim paid
924,077
2,074,026
Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
34
12
Impairments

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

2025
2024
Notes
£
£
In respect of:
Property, plant and equipment
13
7,256
-
Stocks
17
2,991
-
Recognised in:
Cost of sales
2,991
-
Administrative expenses
7,256
-

The impairment losses in respect of financial assets are recognised in other gains and losses in the income statement.

13
Tangible fixed assets
Group
Land and buildings Freehold
Land and buildings Leasehold
Plant and machinery
Fixtures, fittings & equipment
Total
£
£
£
£
£
Cost
At 1 October 2024
8,202,907
168,543
1,523,195
870,805
10,765,450
Additions
174,234
-
0
40,374
108,949
323,557
Disposals
(10,178)
-
0
(120,786)
(58,803)
(189,767)
At 30 September 2025
8,366,963
168,543
1,442,783
920,951
10,899,240
Depreciation and impairment
At 1 October 2024
731,233
154,963
852,697
626,261
2,365,154
Depreciation charged in the year
159,681
1,373
133,075
102,287
396,416
Impairment losses
-
0
2,093
-
0
5,163
7,256
Eliminated in respect of disposals
(3,822)
-
0
(103,327)
(55,170)
(162,319)
At 30 September 2025
887,092
158,429
882,445
678,541
2,606,507
Carrying amount
At 30 September 2025
7,479,871
10,114
560,338
242,410
8,292,733
At 30 September 2024
7,471,674
13,580
670,498
244,544
8,400,296
Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
13
Tangible fixed assets (continued)
35
Company
Land and buildings Leasehold
Plant and machinery
Fixtures, fittings & equipment
Total
£
£
£
£
Cost
At 1 October 2024 and 30 September 2025
25,411
3,005
56,600
85,016
Depreciation and impairment
At 1 October 2024 and 30 September 2025
25,411
3,005
56,600
85,016
Carrying amount
At 30 September 2025
-
0
-
0
-
0
-
0

More information on impairment movements in the year is given in note 12.

14
Intangible fixed assets
Group
Goodwill
Trademarks and patents
Other intangibles
Total
£
£
£
£
Cost
At 1 October 2024
11,053,632
807,464
23,918
11,885,015
Additions
-
0
23,803
5,312
29,115
At 30 September 2025
11,053,632
831,268
29,230
11,914,130
Amortisation and impairment
At 1 October 2024
4,052,552
663,899
1,429
4,717,880
Amortisation charged for the year
453,965
34,996
6,090
495,051
At 30 September 2025
4,506,517
698,895
7,519
5,212,931
Carrying amount
At 30 September 2025
6,547,115
132,373
21,711
6,701,199
At 30 September 2024
7,001,080
143,565
22,489
7,167,134
The company had no intangible fixed assets at 30 September 2025 or 30 September 2024.

More information on impairment movements in the year is given in note 12.

Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
36
15
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
16
-
0
-
0
2,200,408
2,200,408
Loans to associates
-
0
-
0
29,962
29,962
Unlisted investments
128,750
-
0
128,750
-
0
128,750
-
0
2,359,120
2,230,370
Movements in fixed asset investments
Group
Investments
£
Cost or valuation
At 1 October 2024
-
Reclassification
128,750
At 30 September 2025
128,750
Carrying amount
At 30 September 2025
128,750
At 30 September 2024
-
Movements in fixed asset investments
Company
Shares in subsidiaries
Loans to associates
Other investments
Total
£
£
£
£
Cost or valuation
At 1 October 2024
2,200,408
29,962
-
2,230,370
Reclassification
-
-
128,750
128,750
At 30 September 2025
2,200,408
29,962
128,750
2,359,120
Carrying amount
At 30 September 2025
2,200,408
29,962
128,750
2,359,120
At 30 September 2024
2,200,408
29,962
-
2,230,370
Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
37
16
Subsidiaries

Details of the company's subsidiaries at 30 September 2025 are as follows:

Name of undertaking
Nature of business
Class of
% Held
shares held
Direct
Indirect
Dentons Holdings Plc
Holding company
Ordinary
57.00
0
Dentons Investments Services Ltd
Pension investment advice
Ordinary
0
57.00
Dentons Pension Management Ltd
Pension management advice
Ordinary
0
57.00
DPM Legal Services Ltd
Legal services
Ordinary
0
57.00
Frost & Reed Inc
Dormant company
Ordinary
0
96.00
Frost & Reed Ltd
Art dealers
Ordinary
96.00
0
Grangers International Ltd
Manufacturing
Ordinary
100.00
0
Grangers Ltd
Holding company
Ordinary
100.00
0
Sippchoice Limited
Insurance and pension funding
Ordinary
0
57.00
TP Trustees Ltd
Dormant
Ordinary
0
57.00
Cherry Blossom Limited
Dormant
Ordinary
0
100.00
The Blue Gallery Limited
Dormant
Ordinary
0
96.00

Registered office addresses (all UK unless otherwise indicated):

1- Sutton House, Weyside Park, Catteshall Lane, Godalming, Surrey, GU71XE
2 - USA
3 - 7 Trebeck Street, London, W15 7LU
4 - Enterprise Way, Duckmanton, Chesterfield, S44 5FD

Whilst Martyn Rose Limited is the beneficial owner of 57% of Dentons Holdings PLC and its associated subsidiaries, MC Rose Settlement, a trust of which a director, Martyn Rose is the principal beneficiary, owns 23%, making a combined holding of 80% ultimately controlled by Martyn Rose. Therefore, in respect to the reported non-controlling interest on the balance sheet £4,526,341 (20 24: £4,267,323) is under the same control as Martyn Rose Limited and £3,935,948 (20 24: £3,710,716) is the external interest in the group.

17
Stocks
Group
Company
2025
2024
2025
2024
£
£
£
£
Raw materials and consumables
1,220,758
1,342,187
-
-
Work in progress
2,642,079
2,614,394
-
-
Finished goods and goods for resale
1,804,628
2,025,155
73,608
81,599
5,667,465
5,981,736
73,608
81,599
Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
38
18
Financial instruments
Group
Company
2025
2024
2025
2024
£
£
£
£
Carrying amount of financial assets
Debt instruments measured at amortised cost
7,442,921
6,052,684
1,434,342
380,960
Carrying amount of financial liabilities
Measured at amortised cost
5,750,756
4,082,138
2,191,574
532,757
19
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
4,972,528
5,061,606
4,802
40,546
Corporation tax recoverable
74,500
97,000
-
0
-
0
Other debtors
2,124,649
641,200
3,567
57,934
Prepayments and accrued income
888,948
666,649
1,167,001
23,500
8,060,625
6,466,455
1,175,370
121,980
Deferred tax asset
1,107
-
0
1,107
-
0
8,061,732
6,466,455
1,176,477
121,980
Amounts falling due after more than one year:
Other debtors
259,452
261,452
259,452
261,452
Total debtors
8,321,184
6,727,907
1,435,929
383,432
20
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Trade creditors
1,220,121
1,543,570
2,680
103,534
Corporation tax payable
160,348
128,301
36,857
-
0
Other taxation and social security
800,224
740,615
5,266
12,953
Deferred income
21
10,000
7,875
10,000
7,875
Other creditors
3,099,179
1,047,696
2,163,894
406,773
Accruals and deferred income
1,431,456
1,490,872
25,000
22,450
6,721,328
4,958,929
2,243,697
553,585
Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
39
21
Deferred income
Group
Company
2025
2024
2025
2024
£
£
£
£
Other deferred income
10,000
7,875
10,000
7,875
22
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
100
100
100
100
B Ordinary Shares of £1 each
2
2
2
2
102
102
102
102

The Ordinary Shares and the B Ordinary Shares shall rank pari passu save as specifically set out in the articles.

The B Ordinary Shares shall not confer on the holders thereof (in that capacity) any right to receive notices of or to attend, speak or vote at any general meetings of the Company or any right to vote on any written resolutions or on a poll or written resolution. The B Ordinary Shares do not entitle the holder thereof to participate in dividends. The B Ordinary shares are not entitled to a return of assets subject to exceeding a threshold amount.

23
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
610,721
783,839

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

24
Reserves
Revaluation reserve

The reserves records the increase in fair value of freehold land and buildings and decreases to the extent that such decrease relates to an increase in the same asset.

Capital redemption reserve

This reserve records the nominal value of shares repurchased by the Group.

Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
40
25
Capital commitments

Amounts contracted for but not provided in the financial statements:

Group
Company
2025
2024
2025
2024
£
£
£
£
Acquisition of tangible fixed assets
4,101
42,084
-
-
26
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2025
2024
£
£
Aggregate compensation
171,656
156,670

The Group has taken the exemption afforded by section 33 of FRS102 not to disclose transactions with wholly-owned companies of the Group.

Dividends payable during the year to Martyn Rose amounted to £924,077 (20 24: £2,074,026).

As at 30 September 2025 the group owes, and has a loan balance creditor of, £2,089,688 (2024: £332,567) to Martyn Rose.

During the year payments totalling £6,141 (2024: £6,141) were made to Philippa Rose in respect of her loan. At the year end the company owed Philippa Rose £71,581 (20 24: £71,581). Gross interest at £1,557 per quarter is paid on this loan and the loan is repayable on demand. Philippa Rose is Martyn Rose's wife.

The Group incurred management charges of £30,000 (2024: £30,000) with David Wake-Walker Limited, a company associated with David Wake-Walker who is a director of the Dentons Group. During the year £18,000 (2024: £18,000) of rental income was received by the Group from David Wake-Walker Limited. At the year end £3,000 (2024: £3,000) was due to David Wake-Walker Limited.

The Dentons Group incurred management charges and recharges of £161,796 (2024: £143,754) with Martyn Rose Limited, which owns 57% of the Dentons Group share capital.

During the period, management fees totalling £77,000 (2024: £77,000) were paid to Martyn Rose Limited by Grangers International Limited.

As at 30 September 2025 the Company is owed £1,140,126 by Dentons Holdings Plc in respect of a dividend.

Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
41
27
Cash generated from group operations
2025
2024
£
£
Profit after taxation
6,703,144
7,134,801
Adjustments for:
Taxation charged
2,584,873
2,905,817
Finance costs
7,369
10,098
Investment income
(442,767)
(467,598)
(Gain)/loss on disposal of tangible fixed assets
(25,414)
967
Amortisation and impairment of intangible assets
495,051
689,920
Depreciation and impairment of tangible fixed assets
403,672
452,295
Movements in working capital:
Decrease/(increase) in stocks
314,271
(49,387)
(Increase)/decrease in debtors
(1,663,671)
59,404
Decrease in creditors
(28,894)
(1,314,938)
Increase in deferred income
2,125
-
Cash generated from operations
8,349,759
9,421,379
28
Analysis of changes in net funds - group
1 October 2024
Cash flows
30 September 2025
£
£
£
Cash at bank and in hand
11,796,600
5,665,192
17,461,792
29
Analysis of changes in net funds - company
1 October 2024
Cash flows
30 September 2025
£
£
£
Cash at bank and in hand
292,598
4,241,201
4,533,799
Martyn Rose Limited
Notes to the financial statements (continued)
For the year ended 30 September 2025
42
30
Cash absorbed by operations - company
2025
2024
£
£
Profit after taxation
4,648,422
2,791,707
Adjustments for:
Taxation charged
35,750
667
Finance costs
7,369
6,607
Investment income
(4,735,258)
(3,237,900)
Movements in working capital:
Decrease/(increase) in stocks
7,991
(81,599)
Decrease in debtors
39,736
371,828
(Decrease)/increase in creditors
(105,991)
66,432
Increase in deferred income
2,125
-
Cash absorbed by operations
(99,856)
(82,258)
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