The director presents the strategic report for the year ended 31 December 2025.
The group has delivered another successful year.
The group has continued to maintain its relationships with existing customers whilst also focusing on driving relationships with new clients. It has continued to focus on increasing its dominance in the UK market, whilst maintaining its presence in the European mainland market and other overseas markets. The Directors expect that the UK trade will continue to be core focus, with on-going strategies to build the overseas trade, with the intention that this will be an increasing part of the business in the future.
The overall group performance was in line with the Directors’ expectations. Turnover for the year was £35.2m (2024: £33.0m) an increase of 6.7%. Reported profit before tax for the year amounts to £2.0m (2024: £2.2m), which includes other gains £Nil (2024: 0.6m). Trading profit for the year has therefore increased in real terms by £0.4m.
Due to the retention of profits in the group, the net assets have increased to £7.9m (2024: £6.5m) at the balance sheet date. The directors are satisfied with this, believing it places the group in a strong and stable financial position.
Objectives and strategy
The objectives of the group are to deliver long term value to the owners through the supply LED screens, the installation of audio visual systems, the creation and production of venue based television programs and commercial advertisements, content delivery and broadcast distribution through the Live Venue network and the provision of event day services to UK businesses. The Board's strategy is to achieve this based upon the following principles:
Continued growth by continuing to offer relevant, bespoke solutions which are relevant to our customers needs.
To attract, retain and develop exceptional staff to continuously improve the organisation’s capabilities.
Diversification into new market segments or sales channels to support and spread growth.
The group uses various financial instruments including finance leases and loans. The main risks arising from the group's financial instruments are interest rate risk, credit risk, foreign currency risk, and liquidity risk. The directors review and agree policies for managing each of these risks as summarised below:
Interest rate risk
The group finances its operations through a mixture of retained profits and finance leases and loans. The group exposure to interest rate fluctuations on its borrowings is managed by the use of fixed rates for the majority of its leases and loans, and by the use of a floating rate where appropriate.
Credit risk
The group's principal financial assets are cash and trade debtors. The principal credit risk arises therefore from its trade debtors. To help manage this risk the group usually has in place within its terms and conditions, liens against the assets which they supply. The group is not exposed to any significant direct currency risk from trade debtors since there are no foreign subsidiaries or balances held in foreign locations, and all invoicing is in sterling. The group has policies in place such that credit checks are made on all potential customers as part of the due diligence credit account procedures which are operating well.
Foreign currency risk
The group purchases goods from foreign suppliers and is therefore exposed to translation and foreign exchange risk. This risk is minimised by the directors measuring the risk and forward buying currency when considered appropriate.
Liquidity risk
The group seeks to manage financial risk by ensuring liquidity is available to meet foreseeable needs to invest cash assets safely and profitably. Short term flexibility is achieved by overdraft facilities.
The directors review the group’s KPIs at the monthly board meetings. These include operational and financial measurements.
|
| 2025 | 2024 |
Turnover |
| £35.2m | £33.0m |
Gross profit margin | 25.3% | 22.2% | |
Profit before tax | £2.0m | £2.2m | |
Profit before tax (exc. other gains) | £2.0m | £1.6m | |
Average number of employees | 238 | 222 | |
Shareholder funds | £7.9m | £6.5m | |
The group continues to build new and existing customer relationships as revenue growth continues to be a key focus. A change in the profile of contracts has has a positive impact on growth profit margins and profit before tax (excluding the non-trade related other gains in 2024 of £0.6m).
The growth of the group has required investment in terms of staffing and recruitment. Management believe they have recruited well throughout the year and have a skill set to help them achieve their future objectives.
The Director is happy with the strength of the balance sheet and believe it places them in a position to continue to grow and develop in the future.
Future developments
The development of new products will continue to be a focus for the R & D team in addition to further refinement of existing products, considering feedback from customers in respect to their use of installations.
The business will be extending its reach into the European and other markets for both rental and sales of products through trade shows, face-to-face meetings and demonstrations of its products.
Focus on core UK markets will also continue, particularly considering and developing opportunities and growth that is complementary to the core business.
The group continues to be driven by the commitment and support of excellent employees.
On behalf of the board
The director presents his annual report and financial statements for the year ended 31 December 2025.
The results for the year are set out on page 8.
No ordinary dividends were paid. The director does not recommend payment of a further dividend.
The director who held office during the year and up to the date of signature of the financial statements was as follows:
The group continues to utilise its in-house technical expertise to remain at the forefront of the media entertainment industry, providing world class digital screens for respected brands around the globe. By constantly investing in talented individuals, advancing technology and our clients’ visions, the company continues to develop and improve its processes and product offering.
The auditor, Sumer Auditco Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
In accordance with s414(c)(11) of the Companies Act, included in the strategic report is information relating to the future developments of the business and principal risks and uncertainties, which would otherwise be required by schedule 7 of the "Large and Medium Sized Company's (Accounts and Reports) Regulations 2008" to be contained in the directors report.
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
We have audited the financial statements of Retstone Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows 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).
Basis for opinion
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the director's 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 director with respect to going concern are described in the relevant sections of this report.
Other information
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
The information given in the strategic report and the director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
The strategic report and the director's report have been prepared in accordance with applicable legal requirements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussions with the directors (as required by auditing standards) and discussed with the directors the policies and procedures regarding compliance with laws and regulations. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The potential effect of these laws and regulations on the financial statements varies considerably.
Firstly, the group is subject to laws and regulations that directly affect the financial statements including financial reporting legislation and taxation legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.
Secondly, the group is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an effect: laws related to LED screen hire and live events production, laws related to property rental, employment law, health and safety and data protection.
Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and inspection of regulatory and legal correspondence, if any. Through these procedures we did not become aware of any actual or suspected non-compliance.
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.
We design procedures in line with our responsibilities, outlined below to detect material misstatement due to fraud:
Matters are discussed amongst the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud
Identifying and assessing the design and effectiveness of controls that management have in place to prevent and detect fraud
Detecting and responding to the risks of fraud following discussions with management and enquiring as to whether management have knowledge of any actual, suspected or alleged fraud;
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.
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.
The profit and loss account has been prepared on the basis that all operations are continuing operations.
As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £103,596 (2024 - £1,044,462 profit).
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
Retstone Limited (“the company”) is a limited company domiciled and incorporated in England and Wales. The registered office is Fourth Floor, Unit 5B, The Parklands, Bolton, BL6 4SD
The group consists of Retstone Limited and all of its subsidiaries.
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 amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The consolidated group financial statements consist of the financial statements of the parent company Retstone Limited together with all entities controlled by the parent company (its subsidiaries).
All financial statements are made up to 31 December 2025. 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 group.
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.
At the time of approving the financial statements, the director has a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.
The net current liabilities position at the year end, is due to the fact that significant investment in tangible fixed assets has been financed via finance leases/ hire purchase contracts, with repayments being made over a much shorter period than the fixed assets useful economic life. Creditors due in less than one year, includes 12 repayments which are paid monthly and funded from working capital generated from monthly income.
This is demonstrated by the fact that the group has a strong EBITDA of £5.2m (2024: £4.5m), showing that company is generating cash to enable it to meet its liabilities.
The group has prepared detailed financial forecasts to 31 December 2027, and these support the going concern basis.
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 the provision of services is recognised in the period that those services are provided.
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
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 profit and loss account.
Property rented to a group entity is accounted for as a tangible fixed asset.
Equity investments 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.
In 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.
At each reporting period end date, the group reviews the carrying amounts of its tangible 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). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
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 (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) 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.
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 (or cash-generating unit) 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 (or cash-generating unit) 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.
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 balance sheet 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, which include debtors and cash and bank balances, 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, 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.
Trade debtors, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as 'loans and receivables'. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment.
Interest is recognised by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial. The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to the net carrying amount on initial recognition.
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.
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.
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, 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 payments 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.
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 company after deducting all of its liabilities.
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
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.
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account 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 is recognised in respect of all timing differences which have originated but not reversed at the balance sheet date. Timing differences are differences between taxable profits and the results as stated in the financial statements which arise from the inclusion of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements.
A net deferred tax asset is regarded as recoverable and therefore recognised only when it can be regarded as more likely than not that there will be suitable taxable profits from which the future reversal of underlying timing differences can be deducted.
Deferred tax is measured at the average tax rates which are expected to apply in the periods in which the timing differences are expected to reverse, based on tax rates and laws which have been enacted or substantively enacted by the balance sheet date. Deferred tax is measured on a non - discounted basis.
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.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
The company has issued share options to certain directors/ employees of its trading subsidiary company. These must be measured at fair value and recognised as an expense in the profit and loss with a corresponding increase in equity. The fair value of the options was estimated at the date of grant using the option-pricing model. The fair value will be charged as an expense in the profit and loss account over the vesting period. The charge is adjusted each year to reflect the expected and actual level of vesting.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
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 leased asset are consumed.
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.
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 in the period are included in profit or loss.
In the application of the group’s accounting policies, the director is 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.
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
The useful economic life of tangible fixed assets has to be estimated by the Director of the group to ensure an appropriate depreciation charge is recognised in the year. The value of the assets ultimately depends on the condition of the assets and whether economic income can be derived from the asset. The Director undertakes a periodic review of the assets to ensure the value of the assets is fairly stated within the financial statements.
During the year, depreciation of £2,471,220 (2024: £2,407,474) has been charged.
Refer to note 14 for the carrying values of tangible fixed assets impacted by this key accounting estimate.
The open market value of investment properties has been estimated by the Director, based on property valuations obtained for banking purposes. The Director believes that these valuations reflect the fair value of the investment properties at balance sheet date.
During the year, an revaluation uplift of £Nil (2024: £46,000) has been recognised.
Refer to note 15 for further details on this key accounting estimate.
Shares held in subsidiaries, were revalued to fair value based on a professional valuation dated 22 December 2016.
Historically impairments have been recognised. Each year the carrying value of the shares held in subsidiaries is undertaken by the Director, considering the trading subsidiaries profitability and balance sheet net assets. On this basis reversals of the historic impairment are processed.
During the year, an impairment reversal of £1,300,000 (2024: £700,000) has been recognised.
Refer to note 16 for further details of this key accounting estimate, including the carrying value of investments in subsidiaries impacted by this key accounting estimate.
An analysis of the group's turnover is as follows:
The average monthly number of persons (including directors) employed by the group and company during the year was:
Their aggregate remuneration comprised:
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2024 - 1).
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:
Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:
The impairment losses in respect of financial assets are recognised in other gains and losses in the profit and loss account.
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
If revalued assets were stated on an historical cost basis rather than a fair value basis, the amounts would have been included as follows:
Company
Investment properties include 9 and 10 Pittman Court, Pittman Way, Fulwood, Preston at a fair value of £1,586,000 (2024: £1,586,000).
On 25 November 2024, the properties were professionally valued by Duxburys Commercial, independent valuers. Valuations conform to International Valuation Standards and were based on recent market transactions on arm's length terms for similar properties. The Directors believe the valuation dated 25 November 2024 is indicative of the fair value of the properties held at the balance sheet date.
Group and Company
A rental property, 113 Wilmington Close, was acquired during 2020 for £350,000. On 19 November 2024, the property was professionally revalued by Castles Surveyors Limited, independent valuers. Valuations conform to International Valuation Standards and were based on recent market transactions on arm's length terms for similar properties. The property was valued at £310,000, which the Directors believe represents the fair value as at the balance sheet date.
Shares held in respect of group undertakings have a historical cost of £200 (2024: £200). These were revalued in 2016 to a fair value of £7,878,000, in accordance with a professional valuation dated 22nd December 2016.
Reductions in fair value totalling £1,278,000 (2024: £2,578,000) have been recognised to date, resulting in a carrying value of £6,600,000 (2024: £5,300,000), assessed on a net assets basis by the directors.
Details of the company's subsidiaries at 31 December 2025 are as follows:
Registered office addresses (all UK unless otherwise indicated):
Bank loans are secured by way of a fixed and floating charge over all assets of the group.
Net obligations under finance lease and hire purchase are secured on the assets concerned.
Bank loans are secured by way of a fixed and floating charge over all assets of the group.
Net obligations under finance lease and hire purchase are secured on the assets concerned.
Bank loans include £200,621 (2024: £212,444) in relation to a mortgage which is repayable on a monthly basis over a term of 60 months. Interest is charged at a rate of 3.5% p.a. above base.
A further bank loan of £125,000 (2024: £425,000) is repayable on a monthly basis over a term of 72 months. Interest is charged at a rate of 3.5% p.a. above base.
A further bank loan of £901,906 (2024: £983,095) is repayable on a quarterly basis over a term of 60 months. Interest is charged at a rate of 3.5% p.a. above base.
All bank loans are secured by way of a fixed and floating charge over all assets of the group.
Other loans include £1,973,158 (2024: £Nil) in relation to a short term, secured loan which was fully repaid on 31st March 2026. Interest is charged at a rate of 5% p.a.
Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
Deferred tax assets and liabilities are offset where the group or company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:
Group
The deferred tax liability set out above, predominately relates to accelerated capital allowances that are expected to mature over the associated fixed assets useful economic life. Tax losses carried forward will be utilised against future profits. Pension contributions and remuneration will attract tax relief in the year paid. Future tax payable on expected property revaluation gains arising on fair value professional valuations obtained is also recognised as revaluations are processed.
Company
The deferred tax liability set out above, predominately relates to future capital gains tax payable on a revalued property, less the tax losses carried forward, which will be utilised against future profits.
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.
As at the balance sheet date, contributions due to the schemes in respect of the current reporting period were £54,981 (2024: £55,015).
All classes of share capital rank pari passu.
Other reserves relate to the accumulated fair value adjustments in the carrying value of shares held in subsidiaries, based on a valuation report dated 22 December 2016. The carrying value of shares held in subsidiaries has been subsequently impaired based on the Directors assessment, considering net assets of the trading subsidiaries. The original cost of the shares restated at fair value is £200 (2024: £200).
In 2022, 300 Ordinary B shares, with a nominal value of £1 each, were bought back by the company at a total value of £1,000,000. During 2023, 50 Ordinary C shares and 48 Ordinary D, with a nominal value of £1 each, were bought back by the company at a total value of £367,500.
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
The group has a contractual operating lease of digital perimeter systems with a third party. This lease is dated 2021 and includes fixed rentals over a 6 year lease term. There is an option for the lessee to purchase the equipment at the end of the lease.
At the reporting end date the group had the following minimum lease payments contracted with the lessee:
The company and group has taken advantage of the exemption available in FRS 102 "Related party disclosures" whereby it has not disclosed transactions with the ultimate parent company or any wholly owned subsidiary undertaking of the group.
Group
During the year, pension contributions of £5,045 (2024: £5,045) were made to ADI UK Ltd Retirement Benefit Scheme, the company's self-administered pension scheme. At the year end £102,533 (2024: £100,893) was included in other creditors. This balance is unsecured, repayable on demand and non-interest bearing.
During the year, close family members of the directors were employed by the group and received total remuneration of £7,352 (2024: £1,884).
Dividends totalling £0 (2024 - £329,112) were paid in the year in respect of shares held by the company's directors.