Caseware UK (AP4) 2025.0.111 2025.0.111 2025-12-312025-12-312025-12-31falseSee accounts42025-01-01false4falsefalse 11962051 2025-01-01 2025-12-31 11962051 2024-01-01 2024-12-31 11962051 2025-12-31 11962051 2024-12-31 11962051 2024-01-01 11962051 c:Director1 2025-01-01 2025-12-31 11962051 c:Director2 2025-01-01 2025-12-31 11962051 c:Director3 2025-01-01 2025-12-31 11962051 c:Director4 2025-01-01 2025-12-31 11962051 c:RegisteredOffice 2025-01-01 2025-12-31 11962051 d:FurnitureFittings 2025-01-01 2025-12-31 11962051 d:OfficeEquipment 2025-01-01 2025-12-31 11962051 d:PatentsTrademarksLicencesConcessionsSimilar 2025-01-01 2025-12-31 11962051 d:DevelopmentCostsCapitalisedDevelopmentExpenditure 2025-01-01 2025-12-31 11962051 d:Goodwill 2025-01-01 2025-12-31 11962051 d:CopyrightsPatentsTrademarksServiceOperatingRights 2025-01-01 2025-12-31 11962051 d:CurrentFinancialInstruments 2025-12-31 11962051 d:CurrentFinancialInstruments 2024-12-31 11962051 d:Non-currentFinancialInstruments 2025-12-31 11962051 d:Non-currentFinancialInstruments 2024-12-31 11962051 d:CurrentFinancialInstruments d:WithinOneYear 2025-12-31 11962051 d:CurrentFinancialInstruments d:WithinOneYear 2024-12-31 11962051 d:Non-currentFinancialInstruments d:AfterOneYear 2025-12-31 11962051 d:Non-currentFinancialInstruments d:AfterOneYear 2024-12-31 11962051 d:ShareCapital 2025-01-01 2025-12-31 11962051 d:ShareCapital 2025-12-31 11962051 d:ShareCapital 2024-01-01 2024-12-31 11962051 d:ShareCapital 2024-12-31 11962051 d:ShareCapital 2024-01-01 11962051 d:RetainedEarningsAccumulatedLosses 2025-01-01 2025-12-31 11962051 d:RetainedEarningsAccumulatedLosses 2025-12-31 11962051 d:RetainedEarningsAccumulatedLosses 2024-01-01 2024-12-31 11962051 d:RetainedEarningsAccumulatedLosses 2024-12-31 11962051 d:RetainedEarningsAccumulatedLosses 2024-01-01 11962051 c:OrdinaryShareClass1 2025-01-01 2025-12-31 11962051 c:OrdinaryShareClass1 2025-12-31 11962051 c:OrdinaryShareClass1 2024-12-31 11962051 c:OrdinaryShareClass2 2025-01-01 2025-12-31 11962051 c:OrdinaryShareClass2 2025-12-31 11962051 c:OrdinaryShareClass2 2024-12-31 11962051 c:FRS102 2025-01-01 2025-12-31 11962051 c:Audited 2025-01-01 2025-12-31 11962051 c:FullAccounts 2025-01-01 2025-12-31 11962051 c:PrivateLimitedCompanyLtd 2025-01-01 2025-12-31 11962051 d:Subsidiary1 2025-12-31 11962051 d:Subsidiary1 2025-01-01 2025-12-31 11962051 d:Subsidiary1 1 2025-01-01 2025-12-31 11962051 d:Subsidiary2 2025-12-31 11962051 d:Subsidiary2 2025-01-01 2025-12-31 11962051 d:Subsidiary2 1 2025-01-01 2025-12-31 11962051 d:Subsidiary3 2025-12-31 11962051 d:Subsidiary3 2025-01-01 2025-12-31 11962051 d:Subsidiary3 1 2025-01-01 2025-12-31 11962051 c:Consolidated 2025-12-31 11962051 c:ConsolidatedGroupCompanyAccounts 2025-01-01 2025-12-31 11962051 2 2025-01-01 2025-12-31 11962051 4 2025-01-01 2025-12-31 11962051 6 2025-01-01 2025-12-31 11962051 e:PoundSterling 2025-01-01 2025-12-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 11962051










THE MISCO GROUP LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

 
THE MISCO GROUP LIMITED
 
 
COMPANY INFORMATION


Directors
G Watson 
A S Stafford 
A Muir 
N R Dorrington 




Registered number
11962051



Registered office
Suite 3
Sapphire House

Crown Way

Rushden

Northamptonshire

NN10 6FB




Independent auditor
MHA

Century House

The Lakes

Northampton

NN4 7HD





 
THE MISCO GROUP LIMITED
 

CONTENTS



Page
Group Strategic Report
 
1 - 3
Directors' Report
 
4 - 7
Independent Auditor's Report
 
8 - 11
Consolidated Statement of Comprehensive Income
 
12
Consolidated Balance Sheet
 
13 - 14
Company Balance Sheet
 
15
Consolidated Statement of Changes in Equity
 
16
Company Statement of Changes in Equity
 
17
Consolidated Statement of Cash Flows
 
18 - 19
Consolidated Analysis of Net Debt
 
20
Notes to the Financial Statements
 
21 - 39

 
THE MISCO GROUP LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

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

The Group’s business review, together with its financial position and exposure to price, credit and cash flow risk is described in this report.

The Misco Group Limited, comprising Misco Technologies Limited, Comet Electricals Limited, and Misco Netherlands B.V., continued to deliver strong performance across its diversified operations in 2025. The Group’s principal activities include the provision of IT solutions and services to business and public sector clients, consumer electronics retailing, and European distribution support.

Business review
 
Key financial and other performance indicators during the year were as follows:

      2025  2024  Change
      £'000  £’000  %

Turnover     121,928 89,631 36%
Operating Profit excluding exceptional items8,902  4,976  79%
Profit after tax    6,702  2,819  137%
Equity Shareholders’ funds  8,623  5,938  45%
Current assets as a % of current liabilities146%  143%  3%
Average No. of employees  98  96  2%

The year ended 31 December 2025 represented a period of significant growth, building on the strong trading
performance achieved in 2024. Revenue increased by 36% to £121.9 million (2024: £89.6 million), driven primarily by the growth of Misco Technologies Limited, which remains the groups largest subsidiary. Misco’s increase in turnover in 2025 is driven in part by the successful delivery of several well executed enterprise projects. This performance reflects the Groups disciplined execution of its commercial strategy and its ability to deliver complex, high-value solutions.

Gross profit increased significantly, with gross margin improving from 11.0% in 2024 to 12.4% in 2025. This
reflects a favourable project mix and effective commercial management. Overhead costs (excluding exceptional
items) increased in line with business growth but at a slightly lower rate than revenue, reducing from 5.4%
of turnover in 2024 to 5.1% in 2025. This demonstrates strong cost control and increasing operational leverage
as the business scales.

Profit after tax increased considerably in 2025, reflecting the Groups stronger underlying trading performance, improved gross margins, disciplined cost management and the absence of material exceptional items that affected the prior year.

The Group maintained a strong and improving liquidity position throughout the year. Cash balances increased
significantly from £2.3 million at 31 December 2024 to £8.7 million at 31 December 2025, supported by the
continued effectiveness of the Groups cash collection processes. Net assets increased from £5.9 million to
£8.6 million over the same period, reflecting the profitable growth achieved. The ratio of current assets to
current liabilities strengthened to 146% (2024: 143%), further enhancing the Groups short-term financial
resilience.




The Group continues to invest in its people as a key driver of growth. The average number of employees
increased to 98 (2024: 96), reflecting targeted recruitment to support expanding operations, particularly within
Page 1

 
THE MISCO GROUP LIMITED
 

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

thesales function. Attracting and retaining skilled individuals from across the technology sector remains a strategicpriority. In support of this growth, the Group relocated its registered office and principal place of business to Rushden in March 2026, providing expanded facilities and capacity to accommodate its growing workforce and support the continued expansion of Misco Technologies’ sales team.

The Group declared dividends of £3.87 million during the year (2024: £3.06 million).

Sustainable development

The Group remains committed to achieving sustainable growth aligned with its ISO 14001 Environmental Management accreditation and its Environmental Policy.

Performance for the year is captured in the Carbon Reduction Plan 2025, approved by the Board. During 2025, total emissions reduced by approximately 5%, despite a significant increase in turnover. This resulted in an improvement in emissions intensity both per £m of revenue and per employee, demonstrating the effectiveness of sustainability initiatives alongside business growth. 

Key drivers of improvement included:

Further reductions in natural gas consumption
Stabilisation of electricity usage despite higher activity levels
Continued transition to electric vehicles within the company car fleet

The Group continues to face challenges in employee commuting and transportation emissions but is actively engaging suppliers and employees to influence future reductions.

Principal risks and uncertainties
 
The Group consider that the following are the principal risks that could materially and adversely affect the Group’s future financial performance or financial position. The Board regularly reviews these and any other potential risks and takes proactive actions to mitigate their impact and, or likeliness.

Competition

In addition to an extensive brand and product portfolio, the Group boasts an experienced team specializing in the Business, Education, Healthcare, and Government sectors, delivering industry-leading solutions.

The Misco team is dedicated to building strong, long-lasting relationships with customers, with senior management investing significant time and resources to maintain and develop key accounts. As a business, we prioritize understanding our customers’ needs and challenges to identify the most suitable and cost-effective solutions.

The Company also collaborates closely with its distributors, vendors, and manufacturers to provide valuable and effective technology solutions.

Customer reliance

The Group benefits from a diversified customer base, with no single customer accounting for more than 10% of total revenue or gross profit. This reduces exposure to sector-specific downturns or procurement changes. The Group serves clients across various industries and geographies, including public sector frameworks and European operations via Misco Netherlands B.V.


Nonetheless, changes in government policy, budget allocations, or procurement regulations—particularly in the public sector—could affect demand. The Group mitigates this risk by continuously expanding its customer base and investing in customer acquisition strategies.
Page 2

 
THE MISCO GROUP LIMITED
 

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


Supply chain

The Group’s ability to deliver timely and cost-effective solutions depends on the reliability of its supply chain. While the Group maintains strong relationships with key vendors and actively engages new suppliers, global supply chain disruptions—such as component shortages, shipping delays, or geopolitical tensions—could impact product availability and pricing.

To mitigate this, the Group works with an extensive supplier base, enabling flexibility and alternative sourcing options. Misco’s ability to offer substitute IT solutions helps reduce dependency on specific products or vendors.

Credit risk

Effective credit management is critical to the Group’s financial health. 

The Group employs a highly experienced and professional credit control function to manage credit risk effectively. We have established robust credit approval processes and maintain comprehensive credit insurance to mitigate potential losses. Additionally, our team proactively manages account balances, ensuring that any issues are promptly addressed to maintain the financial health of the organization.

Liquidity risk

The Group continues to operate under its HSBC overdraft facility, providing additional liquidity to support the working capital cycle if required. Notwithstanding this facility, the Group consistently maintained surplus cash balances throughout the year, generating interest receivable income as a result.

At the year end, the Group held £8.7 million in cash, which was placed in overnight deposit accounts. No amounts were owed at the balance sheet date.

Financial key performance indicators
 
Key financial performance indicators are monitored on a regular basis
• Group turnover increased to £121.9m in 2025 compared to £89.6m in 2024, representing a 36% increase.
• Gross margin has increased slightly from 11.0% to 12.4%
• Net assets increased to £8.6m in 2025 from £5.9m in 2024
Debtor days improved to 39 days in 2025 from 45 days in 2024.
The average number of employees rose to 98 in 2025 from 96 in 2024.

Directors' statement of compliance with duty to promote the success of the Group
 
The directors have had regard to the matters set out in section 172(1) of the Companies Act 2006 in performing their duties. In doing so, the directors have considered the long-term success of the Group, the interests of employees, relationships with suppliers, customers and other stakeholders, and the impact of the Group’s operations on the community and environment.


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



A Muir
Director

Date: 6 July 2026
Page 3

 
THE MISCO GROUP LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

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

Directors' responsibilities statement

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.

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


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

make judgements and accounting estimates that are reasonable and prudent;

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

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.

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

Results and dividends

The profit for the year, after taxation, amounted to £6,680,574 (2024 - £2,819,344).

Dividends of £3,869,723 (2024 - £3,059,987) were declared in the year. 

Directors

The directors who served during the year were:

G Watson 
A S Stafford 
A Muir 
N R Dorrington 

Page 4

 
THE MISCO GROUP LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

Future developments

The Group's strategy is to continue to respond to the ever-growing demand from businesses to invest in technology software, hardware and solutions, as IT solutions and embracing new technologies remain at the forefront for development and efficiencies. The Company will continue to develop its customer base and extend reach in its current chosen sectors here in the UK. 

The Group will continue to expand through investment in its people, both in training and development, as well as the recruitment of additional experienced sales staff.

Streamlined Energy and Carbon Reporting (SECR)

The Group is not required to present data and information relating to emissions, energy consumption and energy efficiency action. However, it has chosen to do so given its increasing importance on taking action to reduce the effects of climate change and provide greater transparency for our stakeholders.

The Group has analysed its emissions usage, otherwise known as its GHG inventory, by applying the principles of the revised edition of the World Resources Institute/ World Business Council for Sustainable Development’s GHG Protocol Corporate Accounting and Reporting Standard.

Data has been collected in respect of energy consumption at Misco’s offices and its warehouse facilities both located in Wellingborough. Data has also been analysed in relation to emissions from combustion of fuels in company vehicles. This represents the Company’s Scope 1 and 2 emissions, being its business activities. Energy consumption has been calculated using standard fuel energy content factors from the UK Government GHG Conversion Factors for Company Reporting 2025. 

Misco has also analysed a defined subset of Scope 3 emissions in line with PPN-0621 to support the government’s commitment to continuing its efforts to reduce greenhouse gas emissions and deliver on its carbon budget commitments.

The Group has identified the following categories to report on under Scope 3 emissions:

Category Description
     3  Fuel & energy-related activities
     4  Upstream Transportation & Distribution
     5  Waste Generated in Operations
     6  Business Travel
     7  Employee Commuting
     9  Downstream Transportation & Distribution

The calculation of GHG inventory for Scope 3 emissions is optional. However, given the direct relation between facility emissions and employee home working, this report has captured Scope 3 emissions from home working as an activity directly linked to reducing Misco’s carbon footprint.

For upstream and downstream transportation, the Group has analysed its fulfilment data for each individual sale made to customers. The Group has also liaised with its waste disposal providers to obtain weight data by each disposal method. An employee travel survey was again undertaken so that emissions from employee commuting to and from work can be measured. 
Page 5

 
THE MISCO GROUP LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

The data aligns with the company’s financial reporting periods for years ending 31 December. To avoid double counting activities not under direct control of Misco, indirect emissions from the production of purchased materials and transport-related activities relating to the transportation of purchased materials or goods to our suppliers have been excluded from this Emissions Report. 

Scope Emissions Source       Consumption   Emissions (tCO2e)
        2025  2024    2025  2024
          (restated)
 1 Natural Gas consumption      70,118 KWh  92,545 KWh  12.8  16.9
 1 Company vehicles(diesel & petrol fuel)   0 KWh 6,265 KWh  -  1.5
 2Electricity purchased (100% renewable) 109,883 KWh 111,317 KWh -  -

 Total for Scope 1 & 2   180,001KWh 210,127KWh 12.8  18.4

 3  Home Working    1,481 Days  1,323 Days  3.7  3.3
 3  Waste Generated in Operations  6.47 tonnes  6.20 tonnes  0.0  0.0
 3  Business Travel          17.2  19.5
 3  Employee Commuting         47.6  54.1
 3  Upstream Transportation & Distribution       13.0  8.7
 3  Downstream Transportation & Distribution      13.0  8.7

  Grand Total           107.2  112.7


The 2024 amounts have been restated due to the units being disclosed incorrectly in the prior year. 

Alongside total emissions figures, the SLT present intensity measures of emissions based on both the number of employees and total revenue. The SLT believe this gives a good indication of the performance of the sustainability initiatives taking into account the company’s continuing organic growth. 

             2025  2024
 Turnover £m           122.9  89.6

 Average number of employees                  102  100

 Intensity total (tCO2e per £1m of turnover)       0.87  1.26

 Intensity total (tCO2e per employee)        1.05  1.13

Emissions Performance

Whilst no specific energy efficiency actions were planned during the year, overall emissions have decreased in 2025 when compared to 2024 from 112.7 tonnes to 107.2 tonnes, a decrease of 5%. This has been mainly due to a significant increase in turnover of 40%. Therefore, intensity levels by trading activity and headcount are broadly in line with last year. Recruitment planning around year end suggests rapid growth in this area in early 2025, so it is expected intensity by employee to reduce during next year. 

Following the consolidation of its warehousing in 2024, Misco achieved further reductions in natural gas consumption over the course of 2025. Additionally, despite the revenue growth of the business, total electricity consumption stayed almost flat at just over 100,000 kWh.

During 2022, the company switched its company car fleet policy to electric technology for all new leases. As a result of this, total emissions from company cars continues to fall. 

Page 6

 
THE MISCO GROUP LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

Whilst no specific energy efficiency actions were planned during the year, overall, Misco achieved its aim of reducing its emissions in 2025, as well as reducing its emissions per £1m of turnover. The three main areas of challenge continue to be:

(i)Natural gas consumption: All of Misco’s sites are leasehold and so making energy efficient alterations to
 the building is not possible.
(ii)Employee commuting: Adoption of electric vehicles by employees continues to be hindered by the
government delaying the ban of fossil fuel vehicles to 2035.
(iii)Transportation & Distribution: There is limiting data or widespread action on emissions and Misco
 continues to work with its suppliers to build momentum in this area.

The revised project set out last year factors in recent growth trends in the business and a longer term goal for net-zero for 2050. Misco out-performed the 2025 revised project despite also out-performing its trading growth expectations. 

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:

so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditor is unaware, and

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

Post balance sheet events

There have been no significant events affecting the Group since the year end. 

Auditor

The auditor, MHAwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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





A Muir
Director

Date: 6 July 2026
Page 7

 
THE MISCO GROUP LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THE MISCO GROUP LIMITED
 

Opinion


We have audited the financial statements of The Misco Group Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2025, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 2025 and of the Group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or the parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


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


Page 8

 
THE MISCO GROUP LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THE MISCO GROUP LIMITED (CONTINUED)


Other information


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


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

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


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


Matters on which we are required to report by exception
 

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


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


adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Page 9

 
THE MISCO GROUP LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THE MISCO GROUP LIMITED (CONTINUED)


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 4, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the Group's and the parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


Auditor's responsibilities for the audit of the financial statements
 

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


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

Enquiry of management and those charged with governance around actual and potential litigation and    claims;
Enquiry of entity staff to identify any instances of non-compliance with laws and regulations;
Performing audit work over the risk of management override of controls, including testing of journal        entries and other adjustments for appropriateness, evaluating the business rationale of significant     transactions  outside the normal course of business and reviewing accounting estimates for bias.
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance   with applicable laws and regulations.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditor's Report.
Page 10

 
THE MISCO GROUP LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THE MISCO GROUP LIMITED (CONTINUED)


Use of our report
 

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





Rebecca Hughes BSc Hons FCCA (Senior Statutory Auditor)
for and on behalf of
MHA
Statutory Auditors
Northampton, United Kingdom

Date: 8 July 2026

MHA is the trading name of MHA Audit Services LLP, a limited liability partnership in England and Wales (registered number OC455542)
Page 11

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

2025
2024
Note
£
£

  

Turnover
 4 
121,928,287
89,630,944

Cost of sales
  
(106,901,515)
(79,790,363)

Gross profit
  
15,026,772
9,840,581

Administrative expenses
  
(6,124,692)
(4,880,836)

Exceptional administrative expenses
  
-
(1,334,458)

Other operating income
 5 
-
16,454

Operating profit
 6 
8,902,080
3,641,741

Interest receivable and similar income
 10 
188,764
169,971

Profit before taxation
  
9,090,844
3,811,712

Tax on profit
 11 
(2,410,270)
(992,368)

Profit for the financial year
  
6,680,574
2,819,344

  

Profit for the year attributable to:
  

Owners of the  Company
  
6,680,574
2,819,344

  
6,680,574
2,819,344

The notes on pages 21 to 39 form part of these financial statements.
Page 12

 
THE MISCO GROUP LIMITED
REGISTERED NUMBER: 11962051

CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2025

2025
2024
Note
£
£

Fixed assets
  

Intangible assets
 14 
255,243
790,922

Tangible assets
 15 
13,853
19,804

  
269,096
810,726

Current assets
  

Stocks
 17 
2,926,261
2,447,887

Debtors: amounts falling due within one year
 18 
15,029,207
12,562,608

Cash at bank and in hand
 19 
8,734,777
2,291,884

  
26,690,245
17,302,379

Creditors: amounts falling due within one year
 20 
(18,295,880)
(12,133,669)

Net current assets
  
 
 
8,394,365
 
 
5,168,710

Total assets less current liabilities
  
8,663,461
5,979,436

Creditors: amounts falling due after more than one year
 21 
(33,062)
(33,061)

Provisions for liabilities
  

Deferred taxation
 22 
(6,950)
(8,843)

  
 
 
(6,950)
 
 
(8,843)

Net assets
  
8,623,449
5,937,532


Capital and reserves
  

Called up share capital 
 23 
227
227

Profit and loss account
 24 
8,623,222
5,937,305

  
8,623,449
5,937,532

Page 13

 
THE MISCO GROUP LIMITED
REGISTERED NUMBER: 11962051
    
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2025

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




A Muir
Director

Date: 6 July 2026

The notes on pages 21 to 39 form part of these financial statements.
Page 14

 
THE MISCO GROUP LIMITED
REGISTERED NUMBER: 11962051

COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2025

2025
2024
Note
£
£

Fixed assets
  

Investments
 16 
6,030,031
6,030,031

  
6,030,031
6,030,031

Current assets
  

Debtors: amounts falling due within one year
 18 
848,187
629,181

  
848,187
629,181

Creditors: amounts falling due within one year
 20 
(847,991)
(628,986)

Net current assets
  
 
 
196
 
 
195

Total assets less current liabilities
  
6,030,227
6,030,226

  

Creditors: amounts falling due after more than one year
 21 
(33,062)
(33,061)

  

Net assets
  
5,997,165
5,997,165


Capital and reserves
  

Called up share capital 
 23 
227
227

Profit and loss account brought forward
  
5,996,938
5,996,938

Profit for the year
  
3,869,723
3,059,987

Dividends paid

  

(3,869,723)
(3,059,987)

Profit and loss account carried forward
  
5,996,938
5,996,938

  
5,997,165
5,997,165


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


A Muir
Director

Date: 6 July 2026

The notes on pages 21 to 39 form part of these financial statements.
Page 15

 
THE MISCO GROUP LIMITED
 

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


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2024
227
6,177,948
6,178,175



Profit for the year
-
2,819,344
2,819,344
Total comprehensive income for the year
-
2,819,344
2,819,344


Contributions by and distributions to owners

Dividends paid
-
(3,059,987)
(3,059,987)


Total transactions with owners
-
(3,059,987)
(3,059,987)



At 1 January 2025
227
5,937,305
5,937,532



Profit for the year
-
6,680,574
6,680,574

Addition of merger reserve
-
(124,934)
(124,934)
Total comprehensive income for the year
-
6,555,640
6,555,640


Contributions by and distributions to owners

Dividends paid
-
(3,869,723)
(3,869,723)


Total transactions with owners
-
(3,869,723)
(3,869,723)


At 31 December 2025
227
8,623,222
8,623,449


The notes on pages 21 to 39 form part of these financial statements.
Page 16

 
THE MISCO GROUP LIMITED
 

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


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2024
227
5,996,938
5,997,165



Profit for the year
-
3,059,987
3,059,987
Total comprehensive income for the year
-
3,059,987
3,059,987


Contributions by and distributions to owners

Dividends paid
-
(3,059,987)
(3,059,987)


Total transactions with owners
-
(3,059,987)
(3,059,987)



At 1 January 2025
227
5,996,938
5,997,165



Profit for the year
-
3,869,723
3,869,723
Total comprehensive income for the year
-
3,869,723
3,869,723


Contributions by and distributions to owners

Dividends paid
-
(3,869,723)
(3,869,723)


Total transactions with owners
-
(3,869,723)
(3,869,723)


At 31 December 2025
227
5,996,938
5,997,165


The notes on pages 21 to 39 form part of these financial statements.
Page 17

 
THE MISCO GROUP LIMITED
 

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

2025
2024
£
£

Cash flows from operating activities

Profit for the financial year
6,680,574
2,819,344

Adjustments for:

Amortisation of intangible assets
488,093
521,093

Depreciation of tangible assets
11,021
15,643

Profit on disposal of tangible assets
(242,413)
(214,235)

Interest received
(188,764)
(169,971)

Taxation charge
2,410,270
992,368

(Increase) in stocks
(478,374)
(462,245)

(Increase)/decrease in debtors
(2,866,790)
1,151,255

Increase in creditors
5,315,691
165,903

Corporation tax (paid)
(2,013,411)
(1,376,980)

Net cash generated from operating activities

9,115,897
3,442,175


Cash flows from investing activities

Purchase of intangible fixed assets
(1)
(8,156)

Sale of intangible assets
290,000
-

Purchase of tangible fixed assets
(5,070)
(20,842)

Sale of tangible fixed assets
-
614,235

Interest received
188,764
169,971

Merger reserve
(124,934)
-

Net cash from investing activities

348,759
755,208
Page 18

 
THE MISCO GROUP LIMITED
 

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


2025
2024

£
£



Cash flows from financing activities

Dividends paid
(3,021,763)
(2,431,033)

Net cash used in financing activities
(3,021,763)
(2,431,033)

Net increase in cash and cash equivalents
6,442,893
1,766,350

Cash and cash equivalents at beginning of year
2,291,884
525,534

Cash and cash equivalents at the end of year
8,734,777
2,291,884


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
8,734,777
2,291,884

8,734,777
2,291,884


The notes on pages 21 to 39 form part of these financial statements.

Page 19

 
THE MISCO GROUP LIMITED
 

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




At 1 January 2025
Cash flows
At 31 December 2025
£

£

£

Cash at bank and in hand

2,291,884

6,442,893

8,734,777


2,291,884
6,442,893
8,734,777

The notes on pages 21 to 39 form part of these financial statements.
Page 20

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

1.


General information

The Misco Group Limited is a private company limited by shares, registered in England and Wales, registered number 11962051. The registered office and principal place of business is Suite 3, Sapphire House, Crown Way, Rushden, NN10 6FB. 

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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

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

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

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

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

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

 
2.3

Going concern

The financial statements have been prepared on a going concern basis, which assumes that the Group will be able to meet all its obligations as and when they fall due for the foreseeable future.

The directors have considered relevant information, including the annual budget, forecast future cash flows and the impact of subsequent events in making their assessment. Whilst the wider economic outlook is mixed, the Group is well placed in a sector where demand of IT products and services remains high. Having considered various potential downside scenarios the Board are confident that the Group has the ability to continue to trade as a going concern enterprise.

At the year end, the Group had net current assets of £8.6M. The Group's day to day working capital requirements are further supported through access to an overdraft facility.

Based on these assessments and having regard to the resources available to the entity, the directors have concluded that there is no material uncertainty and that they can continue to adopt the going concern basis in preparing the annual report and accounts.

Page 21

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.5

Revenue

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

Sale of goods

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

Page 22

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.6

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.7

Interest income

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

 
2.8

Pensions

Defined contribution pension plan

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

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

 
2.9

Current and deferred taxation

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

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

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

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


Page 23

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.10

Exceptional items

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

 
2.11

Intangible assets

Goodwill

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

Other intangible assets

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

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

 The estimated useful lives range as follows:

Intellectual property
-
3 years
Computer software
-
3 - 5 years
Goodwill
-
6.4 years
Trademarks
-
10 years

 
2.12

Tangible fixed assets

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

Page 24

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)


2.12
Tangible fixed assets (continued)

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

Depreciation is provided on the following basis:

Fixtures and fittings
-
33%
Straight line
Office equipment
-
33%
Straight line

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

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

Given that the lives of the Group's freehold properties are so long and that they are maintained to such a high standard, it is the opinion of the directors that the residual values would be sufficiently high to make any depreciation charge immaterial. The directors perform annual impairment reviews in accordance with the requirements of FRS102 to ensure that the recoverable amount is not lower than the carrying value.

  
2.13

Impairment of fixed assets and goodwill

Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each balance sheet date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.

 
2.14

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.15

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a weighted average basis.

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

Page 25

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.16

Debtors

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

 
2.17

Cash and cash equivalents

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

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

 
2.18

Creditors

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

 
2.19

Provisions for liabilities

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

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

 
2.20

Financial instruments

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

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found,
Page 26

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)


2.20
Financial instruments (continued)

an impairment loss is recognised in the Consolidated Statement of Comprehensive Income.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Group would receive for the asset if it were to be sold at the balance sheet date.

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

 
2.21

Dividends

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


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In the application of the Group's accounting policies, which are described in note 2, management is required to make judgments, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

The depreciation of fixed assets is an area of significant estimation and is based on the directors estimate of the useful economic life of the assets, after making due allowance for any residual value.

Page 27

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

4.


Turnover

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


2025
2024
£
£

Sales
121,928,287
89,630,944


Analysis of turnover by country of destination:

2025
2024
£
£

United Kingdom
115,808,015
82,417,968

Rest of Europe
6,120,272
7,212,976

121,928,287
89,630,944



5.


Other operating income

2025
2024
£
£

Other operating income
-
16,454



6.


Operating profit

The operating profit is stated after charging:

2025
2024
£
£

Amortisation
488,093
521,093

Exchange differences
(12,563)
13,687

Other operating lease rentals
182,571
116,843

Depreciation
11,021
15,643

Profit on disposal of tangible assets
(242,413)
(214,235)

Page 28

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

7.


Auditor's remuneration

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


2025
2024
£
£

Fees payable to the Group's auditors and its associates for the audit of the Group's annual financial statements
35,750
34,650

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

All other services
6,250
3,150


8.


Employees

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


Group
Group
2025
2024
£
£


Wages and salaries
5,619,056
4,879,943

Social security costs
1,271,548
704,304

Cost of defined contribution scheme
200,945
130,269

7,091,549
5,714,516


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



Group
Group
Company
Company
        2025
        2024
        2025
        2024
            No.
            No.
            No.
            No.









Employees
98
96
-
-



Directors
4
4
4
4

102
100
4
4

Page 29

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

9.


Directors' remuneration

2025
2024
£
£

Directors' emoluments
662,423
450,132

Group contributions to defined contribution pension schemes
63,609
30,000

726,032
480,132


During the year retirement benefits were accruing to 3 directors (2024 - 3) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £598,688 (2024 - £361,313).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £20,000 (2024 - £20,000).


10.


Interest receivable

2025
2024
£
£


Other interest receivable
188,764
169,971


11.


Taxation


2025
2024
£
£

Corporation tax


Current tax on profits for the year
2,424,698
1,023,456

Adjustments in respect of previous periods
(12,535)
-


Total current tax
2,412,163
1,023,456

Deferred tax


Origination and reversal of timing differences
(1,893)
(31,088)

Total deferred tax
(1,893)
(31,088)


Tax on profit
2,410,270
992,368
Page 30

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
 
11.Taxation (continued)


Factors affecting tax charge for the year

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

2025
2024
£
£


Profit on ordinary activities before tax
9,090,844
3,811,712


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
2,272,711
952,928

Effects of:


Non-tax deductible amortisation of goodwill and impairment
122,715
105,812

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
31,141
8,544

Other timing differences leading to an increase (decrease) in taxation
(3,762)
(70,141)

Book profit on chargeable assets
-
23,437

Other differences leading to an increase in the tax charge
(12,535)
(30,090)

Foreign tax
-
1,878

Total tax charge for the year
2,410,270
992,368


12.


Dividends

2025
2024
£
£


Dividends paid
3,869,723
3,059,987


13.


Exceptional items

2025
2024
£
£


Write-off of historic taxation provision
-
1,334,458

Page 31

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

14.


Intangible assets

Group 





Trademarks
Computer software
Goodwill
Total

£
£
£
£



Cost


At 1 January 2025
92,067
278,452
1,509,577
1,880,096


Additions
-
-
1
1


Disposals
(63,067)
(255,250)
-
(318,317)



At 31 December 2025

29,000
23,202
1,509,578
1,561,780



Amortisation


At 1 January 2025
29,715
212,967
846,492
1,089,174


Charge for the year
2,900
61,947
423,246
488,093


On disposals
(15,481)
(255,249)
-
(270,730)



At 31 December 2025

17,134
19,665
1,269,738
1,306,537



Net book value



At 31 December 2025
11,866
3,537
239,840
255,243



At 31 December 2024
62,352
65,485
663,085
790,922



Page 32

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

15.


Tangible fixed assets

Group






Fixtures and fittings
Office equipment
Total

£
£
£



Cost or valuation


At 1 January 2025
29,228
36,329
65,557


Additions
3,427
1,643
5,070


Disposals
(11,401)
(14,350)
(25,751)



At 31 December 2025

21,254
23,622
44,876



Depreciation


At 1 January 2025
20,178
25,575
45,753


Charge for the year
5,863
5,158
11,021


Disposals
(11,401)
(14,350)
(25,751)



At 31 December 2025

14,640
16,383
31,023



Net book value



At 31 December 2025
6,614
7,239
13,853



At 31 December 2024
9,050
10,754
19,804

Page 33

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

16.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2025
6,030,031



At 31 December 2025
6,030,031





Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Class of shares

Holding

Misco Technologies Limited
Ordinary
100%
Comet Electricals Limited
Ordinary
100%
Misco Netherlands B.V.
Ordinary
90%

The aggregate of the share capital and reserves as at 31 December 2025 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)
£
£

Misco Technologies Limited
8,535,007
6,925,050

Comet Electricals Limited
10,082
1,589,867

Misco Netherlands B.V.
(128,287)
(11,097)


17.


Stocks

Group
Group
2025
2024
£
£

Raw materials and consumables
7,896
445,876

Finished goods and goods for resale
2,918,365
2,002,011

2,926,261
2,447,887


Page 34

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

18.


Debtors

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


Trade debtors
13,041,848
10,656,578
-
-

Amounts owed by group undertakings
-
-
847,959
628,954

Other debtors
75,242
234,890
-
-

Called up share capital not paid
228
227
228
227

Prepayments and accrued income
1,813,640
1,172,472
-
-

Tax recoverable
98,249
498,441
-
-

15,029,207
12,562,608
848,187
629,181



19.


Cash and cash equivalents

Group
Group
2025
2024
£
£

Cash at bank and in hand
8,734,777
2,291,884



20.


Creditors: Amounts falling due within one year

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

Payments received on account
-
3,986
-
-

Trade creditors
14,250,101
9,982,794
-
-

Amounts owed to group undertakings
-
-
31
32

Corporation tax
-
1,440
-
-

Other taxation and social security
1,241,964
254,069
-
-

Other creditors
1,014,740
820,186
847,960
628,954

Accruals and deferred income
1,789,075
1,071,194
-
-

18,295,880
12,133,669
847,991
628,986


Page 35

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

21.


Creditors: Amounts falling due after more than one year

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

Other creditors
33,062
33,061
33,062
33,061





22.


Deferred taxation


Group



2025
2024


£

£






At beginning of year
(8,843)
(39,931)


Charged to profit or loss
1,893
31,088



At end of year
(6,950)
(8,843)

Company





Group
Group
2025
2024
£
£

Accelerated capital allowances
(6,950)
(8,843)

(6,950)
(8,843)

Page 36

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

23.


Share capital

2025
2024
£
£
Allotted, called up and fully paid



19,091 (2024 - 19,091) Ordinary 'A' shares of £0.01 each
191
191
3,637 (2024 - 3,637) Ordinary 'B' shares of £0.01 each
36
36

227

227

Both Ordinary 'A' and Ordinary 'B' shares have full rights in respect of voting, dividends and capital distributions. 



24.


Reserves

Profit and loss account

Includes all current and prior period retained profit and losses.


25.


Share-based payments

The Group and Company operate an EMI share option scheme where share options were granted in 2022.  These are for three employees and directors who were granted options to acquire 2,273 ordinary A shares under an EMI Scheme.  At the time of being granted these were independently valued at £278,033. The directors do not deem this value to have changed as at 31 December 2025. These options entitle beneficiaries to purchase shares prior to a successful exit at the exercise price of £122.32 per share. 

A subsequent share option was granted in 2024 for a director included above, to acquire 166 additional ordinary A shares under an EMI scheme. The exercise price of these shares was £nil.

All options under the scheme vest and become exercisable either upon the sale of the Company or if the control of the Company changes. The options lapse on the earlier of 10 years and the cessation of employment. 

No share options have been forfeited, exercised, or expired as at 31 December 2025.

Page 37

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

26.


Contingent liabilities

PAYE Compliance Check

On 11 July 2024, HMRC initiated a PAYE compliance check in relation to a partnership agreement between the Group and UKCG & Partners LLP, which operated between June 2021 and December 2022. Although the Group paid all taxes as they became due, there is a possibility that HMRC may seek to recalculate the taxes owed by treating the partner members of the LLP as employees during this period.

As at the date of approval of these financial statements, HMRC has not identified any specific instance of non-compliance with tax legislation in relation to the arrangement. The Group obtained professional advice when establishing the LLP structure and continues to believe that the arrangement was implemented in accordance with applicable tax legislation.

Should HMRC ultimately challenge the arrangement successfully, the Group estimates that the potential liability, including interest, would be approximately £766,000 as at 30 November 2025. This estimate assumes that the arrangement is fully reversed and that interest is charged at prevailing HMRC rates. No penalties have been included in the estimate.

The matter remains subject to HMRC's review process and the timing of any resolution remains uncertain. Based on the information currently available and advice received, management does not consider that an outflow of economic benefits is probable. Accordingly, no provision has been recognised in these financial statements. No other events after the balance sheet date affect this disclosure.


27.


Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund.


28.


Commitments under operating leases

At 31 December 2025 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2025
2024
£
£

Not later than 1 year
292,557
170,228

Later than 1 year and not later than 5 years
826,810
624,626

1,119,367
794,854

29.


Transactions with directors

At 31 December 2025 amounts owed to a director totalled £847,960 (2024 - £662,015). No interest is charged on this advance and the amount is due in instalments.

Page 38

 
THE MISCO GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

30.


Related party transactions

During the year dividends were declared totalling £3,869,723 (2024 - £3,059,987) and paid to directors totalling £3,021,763 (2024 - £2,431,033).


31.


Controlling party

The Group is ultimately controlled by G Watson, by virtue of his majority shareholding in the Company.


32.


Subsidiary guarantee

The Company, The Misco Group Limited, with registered office Suite 3, Sapphire House, Crown Way, Rushden, Northamptonshire, NN10 6FB shall fully guarantee for all the liabilities of

Comet Electricals Limited, with registered office Suite 3, Sapphire House, Crown Way, Rushden, Northamptonshire, NN10 6FB, company number 13734147. 

The subsidiaries are therefore exempt from audit obligations in accordance with section 479A of the Companies Act. 

 
Page 39