Company registration number 14688165 (England and Wales)
STAFFORD MILLS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
STAFFORD MILLS LIMITED
COMPANY INFORMATION
Directors
Mrs RL Hutchison
Mr AS Hutchison
Mr NS J Lawrence
Company number
14688165
Registered office
Stafford Mills
Milnsbridge
Huddersfield
West Yorkshire
HD3 4JD
Auditor
Sumer Auditco Limited
New Chartford House
Centurion Way
Cleckheaton
Bradford
West Yorkshire
BD19 3QB
STAFFORD MILLS LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Group statement of comprehensive income
8
Group balance sheet
9
Company balance sheet
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Notes to the financial statements
14 - 31
STAFFORD MILLS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

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

Fair review of the business

Turnover increased in 2025 as a result of improved market conditions and the acquisition of The Old Basket Supply (“TOBS”), and the return to profit was pleasing for all concerned. The group maintains a strong balance sheet position, with net assets of approximately £3.7m, supported by retained earnings.

Looking ahead, the group's outlook remains cautiously positive, underpinned by its established asset base and revenue channels. However, performance will depend on managing cost pressures, maintaining cash flow, and navigating ongoing macroeconomic uncertainty.

Principal risks and uncertainties

The group continues to focus on providing design led, commercial product to both existing and new trade customers, and generating revenue through product sales across multiple channels, including trade, direct sales and online platforms.

 

The group’s strategy is focused on:

 

• Maintaining a diversified sales channel approach

• Outstanding Customer Service

• Investing in operational infrastructure (IT equipment, website, and logistics assets)

• Sustaining profitability through cost control and efficient working capital management

 

The group operates within a competitive retail and distribution environment, influenced by:

 

• Consumer demand volatility, particularly in discretionary spending categories

• E-commerce competition, especially via global platforms such as Amazon

• Currency fluctuations, impacting international purchasing and USD-denominated liabilities

• Inflationary pressures, affecting input costs, logistics, and overheads

 

Competitively, the business must balance pricing, product differentiation, and operational efficiency to maintain margins.

 

The broader economic climate—characterised by higher interest rates and cost-of-living pressures—continues to pose risks to both revenue growth and cost stability.

Key performance indicators

 

 

 

 

 

 

 

 

 

 

 

 

 

Unit

2025

2024

Turnover

 

 

 

 

£

13,930,591

11,707,744

Gross Profit

 

 

 

£

4,885,101

3,716,196

Gross Profit %

 

 

 

%

35

32

On behalf of the board

Mr AS Hutchison
Director
30 June 2026
STAFFORD MILLS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -

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

Principal activities

The principal activity of the group continued to be that of importing and wholesaling of lighting, basketware, cane furniture and glassware.

 

The principal activity of the company is that of a holding company.

Results and dividends

The results for the year are set out on page 8.

Ordinary dividends were paid amounting to £500,000. The directors do not recommend payment of a further dividend.

Directors

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

Mrs RL Hutchison
Mr AS Hutchison
Mr NS J Lawrence
Financial instruments

Objectives and policies

The company utilises appropriate financial instruments in order to carry out its business activities in an effective manner.

 

Price risk, credit risk, liquidity risk and cash flow risk

The company's principal financial instruments comprise trade debtors, trade finance, trade creditors and amounts owed to related undertakings. The main purpose of these instruments is to raise funds for the company’s operations and to finance them. Owing to the nature of the financial instruments used there is no exposure to price risk.

 

The company's approach to managing other risks applicable to the financial instruments concerned is set out below.

Economic and Market Risk

• Inflation impacting cost of goods and operating expenses

• Reduced consumer spending affecting sales volumes

• Interest rate environment increasing cost of borrowing

 

Mitigation:

• Ongoing cost control measures

• Pricing strategy adjustments

• Monitoring of demand trends

Liquidity and Working Capital Risk

• High stock levels and receivables may impact cash flow

• Significant short-term liabilities, including VAT and trade creditors

 

Mitigation:

• Active inventory management

• Improved debtor collection processes

• Cash flow forecasting and monitoring

STAFFORD MILLS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -
Foreign Exchange Risk

• Exposure through USD trade loans and multi-currency bank accounts

Mitigation:

• Monitoring exchange rates

• Potential use of hedging or currency matching strategies

Operational Risk

• Supply chain and logistics disruptions

Mitigation:

• Diversification of sales channels

• Supplier management and contingency planning

Auditor

Sumer Auditco Limited were appointed as auditor to the company following BHP LLP becoming part of the Sumer Group on 31 December 2025, which required a change in audit firm to comply with applicable regulatory requirements.

 

In accordance with section 487(2) of the Companies Act 2006, Sumer Auditco Limited are deemed to be reappointed annually.

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.

On behalf of the board
Mr AS Hutchison
Director
30 June 2026
STAFFORD MILLS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

United Kingdom company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare 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:

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.

The directors are responsible for the maintenance and integrity of the company website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

STAFFORD MILLS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF STAFFORD MILLS LIMITED
- 5 -
Opinion

We have audited the financial statements of Stafford Mills 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).

In our opinion the financial statements:

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.

Opinions on other matters prescribed by the Companies Act 2006

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

STAFFORD MILLS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF STAFFORD MILLS LIMITED
- 6 -
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 identified material misstatements in the strategic report or the directors' report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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 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.

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

 

 

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

 

STAFFORD MILLS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF STAFFORD MILLS LIMITED
- 7 -

To address the risk of fraud through management bias and override of controls, we:

 

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

 

 

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

 

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or 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.

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.

Lesley Kendrew (Senior Statutory Auditor)
For and on behalf of Sumer Auditco Limited, Statutory Auditor
Chartered Accountants
New Chartford House
Centurion Way
Cleckheaton
Bradford
West Yorkshire
BD19 3QB
30 June 2026
STAFFORD MILLS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 8 -
2025
2024
Notes
£
£
Turnover
3
13,930,591
11,707,744
Cost of sales
(9,045,490)
(7,991,548)
Gross profit
4,885,101
3,716,196
Administrative expenses
(4,163,228)
(3,881,489)
Other operating income
24,000
36,290
Operating profit/(loss)
4
745,873
(129,003)
Interest receivable and similar income
7
15,502
39,506
Interest payable and similar expenses
8
(104,271)
(59,126)
Fair value gains and losses on foreign exchange contracts
(33,829)
-
0
Profit/(loss) before taxation
623,275
(148,623)
Tax on profit/(loss)
9
(161,787)
25,501
Profit/(loss) for the financial year
461,488
(123,122)
Profit/(loss) for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
STAFFORD MILLS LIMITED
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 9 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
12
249,804
275,848
249,804
275,848
Current assets
Stocks
16
4,283,738
4,060,231
Debtors
17
2,680,686
2,124,907
Cash at bank and in hand
451,630
933,900
7,416,054
7,119,038
Creditors: amounts falling due within one year
18
(3,808,513)
(3,406,864)
Net current assets
3,607,541
3,712,174
Total assets less current liabilities
3,857,345
3,988,022
Creditors: amounts falling due after more than one year
19
(63,881)
(156,864)
Provisions for liabilities
Deferred tax liability
22
31,026
30,208
(31,026)
(30,208)
Net assets
3,762,438
3,800,950
Capital and reserves
Called up share capital
24
6,300
6,300
Share premium account
1,883,701
1,883,701
Profit and loss reserves
1,872,437
1,910,949
Total equity
3,762,438
3,800,950

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

The financial statements were approved by the board of directors and authorised for issue on 30 June 2026 and are signed on its behalf by:
30 June 2026
Mr AS Hutchison
Director
Company registration number 14688165 (England and Wales)
STAFFORD MILLS LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 10 -
2025
2024
Notes
£
£
£
£
Fixed assets
Investments
13
2,231,100
2,231,100
Current assets
-
-
Creditors: amounts falling due within one year
18
(341,099)
(261,476)
Net current liabilities
(341,099)
(261,476)
Total assets less current liabilities
1,890,001
1,969,624
Creditors: amounts falling due after more than one year
19
-
(79,623)
Net assets
1,890,001
1,890,001
Capital and reserves
Called up share capital
24
6,300
6,300
Other reserves
1,883,701
1,883,701
Total equity
1,890,001
1,890,001

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 £500,000 (2024 - £200,000 profit).

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

The financial statements were approved by the board of directors and authorised for issue on 30 June 2026 and are signed on its behalf by:
30 June 2026
Mr AS Hutchison
Director
Company registration number 14688165 (England and Wales)
STAFFORD MILLS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 11 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
6,300
1,883,701
2,234,071
4,124,072
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
(123,122)
(123,122)
Dividends
10
-
-
(200,000)
(200,000)
Balance at 31 December 2024
6,300
1,883,701
1,910,949
3,800,950
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
461,488
461,488
Dividends
10
-
-
(500,000)
(500,000)
Balance at 31 December 2025
6,300
1,883,701
1,872,437
3,762,438
STAFFORD MILLS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
Share capital
Oher reserves
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
6,300
1,883,701
-
0
1,890,001
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
200,000
200,000
Dividends
10
-
-
(200,000)
(200,000)
Balance at 31 December 2024
6,300
1,883,701
-
0
1,890,001
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
500,000
500,000
Dividends
10
-
-
(500,000)
(500,000)
Balance at 31 December 2025
6,300
1,883,701
-
0
1,890,001
STAFFORD MILLS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 13 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
29
(119,414)
785,164
Interest paid
(104,271)
(59,126)
Income taxes (paid)/refunded
(211)
2,260
Net cash (outflow)/inflow from operating activities
(223,896)
728,298
Investing activities
Purchase of tangible fixed assets
(32,228)
(56,265)
Proceeds from disposal of tangible fixed assets
5,100
600
Purchase of subsidiaries, net of cash acquired
(100,000)
(100,000)
Interest received
15,502
864
Net cash used in investing activities
(111,626)
(154,801)
Financing activities
Proceeds from borrowings
379,368
510,039
Repayment of borrowings
-
(273,032)
Payment of finance leases obligations
(16,046)
(12,543)
Dividends paid to equity shareholders
(500,000)
(200,000)
Net cash (used in)/generated from financing activities
(136,678)
24,464
Net (decrease)/increase in cash and cash equivalents
(472,200)
597,961
Cash and cash equivalents at beginning of year
923,830
325,869
Cash acquired on purchase of business
-
Cash and cash equivalents at end of year
451,630
923,830
Relating to:
Cash at bank and in hand
451,630
933,900
Bank overdrafts included in creditors payable within one year
-
(10,070)
STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 14 -
1
Accounting policies
Company information

Stafford Mills Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Stafford Mills, Milnsbridge, Huddersfield, West Yorkshire, HD3 4JD.

 

The group consists of Stafford Mills Limited and all of its subsidiaries.

1.1
Basis of preparation

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 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:

 

1.2
Business combinations

In the parent company financial statements, the 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. Investments 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.

STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 15 -
1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Stafford Mills Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

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.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.4
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group and parent company have adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.5
Revenue

Revenue comprises sales of goods or services provided to customers net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts. Revenue is recognised when performance obligations are satisfied and the control of goods or services is transferred to the buyer. Where the performance obligation is satisfied over time, revenue is recognised in accordance with its progress towards complete satisfaction of that performance obligation.

 

When cash inflows are deferred and represent a financing arrangement, the promised consideration is adjusted for the effects of the time value of money, which is recognised as interest income.

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.

1.6
Intangible fixed assets - goodwill

Negative goodwill arising on acquisition, representing the excess of fair value of the identifiable net assets acquired over the fair value of the consideration provided, is capitalised within fixed assets and released to the group consolidated profit and loss over the period expected to benefit, which is considered to be one year.

 

Positive goodwill is capitalised, classified as an asset on the balance sheet and amortised on a straight line basis over its useful economic life. It is reviewed for impairment at the end of the first full financial year following the acquisition and in other periods if events or changes in circumstances indicate that the carrying value may not be recoverable.

 

If a subsidiary, associate or business is subsequently sold or closed, any goodwill arising on acquisition that was written off directly to reserves or that has not been amortised through the profit and loss account is taken into account in determining the profit or loss on sale or closure.

STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -
1.7
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.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

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:

Design rights
20% straight line
1.8
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.

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:

Leasehold improvements
10% straight line
Plant and machinery
20% straight line
Website development
20% straight line
Motor vehicles
25% reducing balance

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.

1.9
Fixed asset investments

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, associates and jointly controlled entities 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.

1.10
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). 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.

STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -

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.

1.11
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.

 

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

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.

1.12
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.13
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 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

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.

STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -
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.

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 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.

STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 19 -
Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

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

1.14
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.

1.15
Taxation

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

Current 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

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.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 20 -
1.16
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.

1.17
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.18
Leases
As lessee

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.

1.19
Government grants

Government grants are recognised at the fair value of the asset received 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.

2
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.

STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 21 -
3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Sales
13,930,591
11,707,744
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
13,409,002
10,962,168
Europe
510,824
729,525
Rest of World
10,765
16,051
13,930,591
11,707,744
2025
2024
£
£
Other revenue
Interest income
15,502
864
Grants received
-
9,980
4
Operating profit/(loss)
2025
2024
£
£
Operating profit/(loss) for the year is stated after charging/(crediting):
Exchange gains
(319,081)
(82,154)
Government grants
-
(9,980)
Depreciation of tangible fixed assets
56,589
59,998
(Profit)/loss on disposal of tangible fixed assets
(3,417)
2,186
Operating lease charges
419,011
450,691
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
6,065
5,775
Audit of the financial statements of the company's subsidiaries
17,300
16,480
23,365
22,255
STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 22 -
6
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
Production
32
37
-
-
Sales
14
11
-
-
Other
18
14
-
-
Total
64
62
0
0

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
1,701,410
1,469,452
-
0
-
0
Social security costs
182,691
120,863
-
-
Pension costs
34,148
29,667
-
0
-
0
1,918,249
1,619,982
-
0
-
0
7
Interest receivable and similar income
2025
2024
£
£
Interest income
Other interest income
15,502
864
Other income from investments
Exchange differences
-
0
38,642
Total income
15,502
39,506
8
Interest payable and similar expenses
2025
2024
£
£
Interest on bank overdrafts and loans
11,751
7,617
Interest on invoice finance arrangements
-
0
10,011
Interest on finance leases and hire purchase contracts
6,837
7,042
Other interest
85,683
34,456
Total finance costs
104,271
59,126
STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 23 -
9
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
133,279
-
0
Adjustments in respect of prior periods
-
0
211
Total current tax
133,279
211
Deferred tax
Origination and reversal of timing differences
28,508
(25,712)
Total tax charge/(credit)
161,787
(25,501)

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

2025
2024
£
£
Profit/(loss) before taxation
623,275
(148,623)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
155,819
(37,156)
Tax effect of expenses that are not deductible in determining taxable profit
5,688
10,024
Change in unrecognised deferred tax assets
140
-
0
Adjustments in respect of prior years
-
0
211
Fixed asset differences
4,016
1,420
Other
(3,876)
-
0
Taxation charge/(credit)
161,787
(25,501)
10
Dividends
2025
2024
Recognised as distributions to equity holders:
£
£
Final paid
500,000
200,000
STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 24 -
11
Intangible fixed assets
Group
Negative goodwill
Design rights
Total
£
£
£
Cost
At 1 January 2025 and 31 December 2025
(2,792,016)
117,005
(2,675,011)
Amortisation and impairment
At 1 January 2025 and 31 December 2025
(2,792,016)
117,005
(2,675,011)
Carrying amount
At 31 December 2025
-
0
-
0
-
0
At 31 December 2024
-
0
-
-
0
The company had no intangible fixed assets at 31 December 2025 or 31 December 2024.
12
Tangible fixed assets
Group
Leasehold improvements
Plant and machinery
Website development
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2025
236,423
168,889
71,230
103,270
579,812
Additions
17,302
14,926
-
0
-
0
32,228
Disposals
-
0
-
0
-
0
(5,375)
(5,375)
At 31 December 2025
253,725
183,815
71,230
97,895
606,665
Depreciation and impairment
At 1 January 2025
81,519
131,937
68,904
21,604
303,964
Depreciation charged in the year
22,065
11,870
2,326
20,328
56,589
Eliminated in respect of disposals
-
0
-
0
-
0
(3,692)
(3,692)
At 31 December 2025
103,584
143,807
71,230
38,240
356,861
Carrying amount
At 31 December 2025
150,141
40,008
-
0
59,655
249,804
At 31 December 2024
154,904
36,952
2,326
81,666
275,848
The company had no tangible fixed assets at 31 December 2025 or 31 December 2024.
STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
12
Tangible fixed assets
(Continued)
- 25 -

Included within tangible fixed assets are assets held under finance leases or hire purchase contracts, as follows:

Group
Company
2025
2024
2025
2024
£
£
£
£
Plant and machinery
7,817
10,162
-
0
-
0
Computers
59,655
81,666
-
0
-
0
67,472
91,828
-
-
13
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
2,231,100
2,231,100
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2025 and 31 December 2025
2,231,100
Carrying amount
At 31 December 2025
2,231,100
At 31 December 2024
2,231,100
STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 26 -
14
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Address
Nature of business
Class of
% Held
shares held
Direct
Indirect
Stafford Mills Holdings Limited
United Kingdom
Holding company
Ordinary
100.00
-
Pacific Lifestyle Limited
United Kingdom
Importing and wholesaling of lighting, basketware, cane furniture and glassware
Ordinary
0
100.00
Aimbry International Limited
United Kingdom
Dormant
Ordinary
0
100.00

Registered office addresses (all UK unless otherwise indicated):

1
Stafford Mills, Milnsbridge, Huddersfield, West Yorkshire, HD3 4JD
2
Stafford Mills, Milnsbridge, Huddersfield, West Yorkshire, HD3 4JD
3
Stafford Mills George Street, Milnsbridge, Huddersfield, West Yorkshire, HD3 4JD
15
Financial instruments
Group
Company
2025
2024
2025
2024
£
£
£
£
Carrying amount of financial assets include:
Instruments measured at fair value through profit or loss
5,339
39,168
-
-
16
Stocks
Group
Company
2025
2024
2025
2024
£
£
£
£
Finished goods and goods for resale
4,283,738
4,060,231
-
0
-
0
17
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
1,950,626
1,656,978
-
0
-
0
Derivative financial instruments
5,339
39,168
-
0
-
0
Other debtors
418,910
35,643
-
0
-
0
Prepayments and accrued income
305,811
365,428
-
0
-
0
2,680,686
2,097,217
-
-
Deferred tax asset (note 22)
-
0
27,690
-
0
-
0
2,680,686
2,124,907
-
-
STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 27 -
18
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank overdrafts
20
-
0
10,070
-
0
-
0
Obligations under finance leases
21
12,658
15,344
-
0
-
0
Other loans
20
889,407
510,039
-
0
-
0
Trade creditors
2,011,245
2,125,363
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
261,476
161,476
Corporation tax payable
139,465
6,397
-
0
-
0
Other taxation and social security
397,643
342,162
-
0
-
0
Other creditors
267,247
328,860
79,623
100,000
Accruals and deferred income
90,848
68,629
-
0
-
0
3,808,513
3,406,864
341,099
261,476
19
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Obligations under finance leases
21
63,881
77,241
-
0
-
0
Other creditors
-
0
79,623
-
0
79,623
63,881
156,864
-
79,623
20
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Bank overdrafts
-
0
10,070
-
0
-
0
Other loans
889,407
510,039
-
0
-
0
889,407
520,109
-
-
Payable within one year
889,407
520,109
-
0
-
0

Other loans are secured by a fixed and floating charge over the undertaking's property and assets both present and future, including goodwill, uncalled capital, buildings, fixtures and fixed plant and machinery.

STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 28 -
21
Finance lease obligations
Group
Company
2025
2024
2025
2024
Amounts due:
£
£
£
£
Current liabilities
12,658
15,344
-
0
-
0
Non-current liabilities
63,881
77,241
-
0
-
0
76,539
92,585
-
-
Group
Company
2025
2024
2025
2024
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
12,658
15,344
-
0
-
0
In two to five years
63,881
77,241
-
0
-
0
76,539
92,585
-
-

Obligations under finance leases are secured against the asset to which they relate.

22
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
Assets
Assets
2025
2024
2025
2024
Group
£
£
£
£
Accelerated capital allowances
31,026
30,828
-
-
Tax losses
-
-
-
27,690
Short term timing differences
-
(620)
-
-
31,026
30,208
-
27,690
The company has no deferred tax assets or liabilities.
Group
Company
2025
2025
Movements in the year:
£
£
Liability at 1 January 2025
2,518
-
Charge to profit or loss
28,508
-
Liability at 31 December 2025
31,026
-
STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
22
Deferred taxation
(Continued)
- 29 -

Approximately £11,100 of the deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.

23
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
34,148
29,667

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.

 

Contributions totaling £3,028 (2024: £2,482) were payable to the scheme at the end of the period and are included in creditors.

24
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each of £1 each
6,300
6,300
6,300
6,300

The ordinary shares have attached to them full voting, dividend and capital distribution (including on winding up) rights; they do not confer any rights of redemption.

25
Financial commitments, guarantees and contingent liabilities

A deed of accession and charge was made on 2 June 2025 between Stafford Mills Limited and Stafford Mills Holdings Limited which includes fixed and floating charges in respect of bank borrowings.

STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 30 -
26
Operating lease commitments
As lessee

Operating lease payments include rentals payable by the company for certain of its motor vehicles and equipment. Leases are negotiated for an average term of 4 years and rentals are fixed for an average of 4 years with an option to extend.

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:

Group
Company
2025
2024
2025
2024
£
£
£
£
Within 1 year
43,128
47,862
-
-
Years 2-5
48,423
104,549
-
-
91,551
152,411
-
-
27
Related party transactions
Transactions with related parties

During the year the group entered into the following transactions with related parties:

Sales
Sales
Purchases
Purchases
2025
2024
2025
2024
£
£
£
£
Group
Other related parties
24,000
24,000
312,500
341,668

The following amounts were outstanding at the reporting end date:

Amounts due to related parties
2025
2024
£
£
Group
Other related parties
-
66,332

The following amounts were outstanding at the reporting end date:

Amounts due from related parties
2025
2024
Balance
Balance
£
£
Group
Other related parties
22,468
-
STAFFORD MILLS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 31 -
28
Directors' transactions

Advances or credits have been granted by the group to its directors as follows:

Advances
% Rate
Opening balance
Amounts advanced
Interest charged
Amounts repaid
Closing balance
£
£
£
£
£
Directors loan
-
(1,273)
352,926
6,259
(200,000)
157,912
Directors loan
-
(180)
181,060
3,321
(100,000)
84,201
Directors loan
-
(1,479)
339,886
5,922
(200,000)
144,329
(2,932)
873,872
15,502
(500,000)
386,442
29
Cash (absorbed by)/generated from group operations
2025
2024
£
£
Profit/(loss) after taxation
461,488
(123,122)
Adjustments for:
Taxation charged/(credited)
161,787
(25,501)
Finance costs
104,271
59,126
Investment income
(15,502)
(39,506)
(Gain)/loss on disposal of tangible fixed assets
(3,417)
2,186
Fair value loss on foreign exchange contracts
33,829
-
0
Depreciation and impairment of tangible fixed assets
56,589
59,998
Movements in working capital:
Increase in stocks
(223,507)
(75,029)
Increase in debtors
(617,298)
(290,165)
(Decrease)/increase in creditors
(77,654)
1,217,177
Cash (absorbed by)/generated from operations
(119,414)
785,164
30
Analysis of changes in net funds/(debt) - group
1 January 2025
Cash flows
31 December 2025
£
£
£
Cash at bank and in hand
933,900
(482,270)
451,630
Bank overdrafts
(10,070)
10,070
-
0
923,830
(472,200)
451,630
Borrowings excluding overdrafts
(510,039)
(379,368)
(889,407)
Obligations under finance leases
(92,585)
16,046
(76,539)
321,206
(835,522)
(514,316)
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