IRIS Accounts Production v26.1.10.61 SC776218 Board of Directors 31.12.24 1.8.24 31.12.24 31.12.24 Medium entities These accounts have been prepared in accordance with the provisions applicable to companies subject to the medium-sized companies regime. construction activities true true true false true true false false false false false false true false iso4217:GBPiso4217:USDiso4217:EURxbrli:sharesxbrli:pureutr:tonnesutr:kWhSC7762182024-07-31SC7762182024-12-31SC7762182024-08-012024-12-31SC7762182023-07-17SC7762182023-07-182024-07-31SC7762182024-07-31SC776218ns15:Scotland2024-08-012024-12-31SC776218ns14:PoundSterling2024-08-012024-12-31SC776218ns10:Director12024-08-012024-12-31SC776218ns10:Consolidated2024-12-31SC776218ns10:ConsolidatedGroupCompanyAccounts2024-08-012024-12-31SC776218ns10:PrivateLimitedCompanyLtd2024-08-012024-12-31SC776218ns10:Consolidatedns10:MediumEntities2024-08-012024-12-31SC776218ns10:Consolidatedns10:Audited2024-08-012024-12-31SC776218ns10:SmallCompaniesRegimeForAccounts2024-08-012024-12-31SC776218ns10:Consolidated2024-08-012024-12-31SC776218ns10:Consolidatedns10:Medium-sizedCompaniesRegimeForDirectorsReport2024-08-012024-12-31SC776218ns10:Medium-sizedCompaniesRegimeForAccountsns10:Consolidated2024-08-012024-12-31SC776218ns10:FullAccounts2024-08-012024-12-31SC776218ns5:Subsidiary12024-08-012024-12-31SC776218ns5:Subsidiary22024-08-012024-12-31SC776218ns5:Subsidiary32024-08-012024-12-31SC77621812024-08-012024-12-31SC776218ns10:Director22024-08-012024-12-31SC776218ns10:Director32024-08-012024-12-31SC776218ns10:RegisteredOffice2024-08-012024-12-31SC776218ns10:Consolidated2023-07-182024-07-31SC776218ns5:CurrentFinancialInstruments2024-12-31SC776218ns5:CurrentFinancialInstruments2024-07-31SC776218ns5:Non-currentFinancialInstruments2024-12-31SC776218ns5:Non-currentFinancialInstruments2024-07-31SC776218ns5:ShareCapital2024-12-31SC776218ns5:ShareCapital2024-07-31SC776218ns5:RetainedEarningsAccumulatedLosses2024-12-31SC776218ns5:RetainedEarningsAccumulatedLosses2024-07-31SC776218ns5:ShareCapital2023-07-182024-07-31SC776218ns5:RetainedEarningsAccumulatedLosses2023-07-182024-07-31SC776218ns5:RetainedEarningsAccumulatedLosses2024-08-012024-12-31SC776218ns5:NetGoodwill2024-08-012024-12-31SC776218ns5:OwnedOrFreeholdAssetsns5:LandBuildings2024-08-012024-12-31SC776218ns5:LeaseholdImprovements2024-08-012024-12-31SC776218ns5:PlantMachinery2024-08-012024-12-31SC776218ns5:FurnitureFittings2024-08-012024-12-31SC776218ns5:MotorVehicles2024-08-012024-12-31SC776218ns5:ComputerEquipment2024-08-012024-12-31SC776218ns5:CostValuation2024-07-31SC7762181ns5:Subsidiary12024-08-012024-12-31SC776218ns5:Subsidiary232024-08-012024-12-31SC7762185ns5:Subsidiary32024-08-012024-12-31
REGISTERED NUMBER: SC776218 (Scotland)















Group Strategic Report, Report of the Directors and

Consolidated Financial Statements

For The Period 1 August 2024 to 31 December 2024

for

Mellex Group Holdings Limited

Mellex Group Holdings Limited (Registered number: SC776218)






Contents of the Consolidated Financial Statements
For The Period 1 August 2024 to 31 December 2024




Page

Company Information 1

Group Strategic Report 2

Report of the Directors 3

Report of the Independent Auditors 5

Consolidated Statement of Comprehensive Income 9

Consolidated Statement of Financial Position 10

Company Statement of Financial Position 11

Consolidated Statement of Changes in Equity 12

Company Statement of Changes in Equity 13

Consolidated Statement of Cash Flows 14

Notes to the Consolidated Statement of Cash Flows 15

Notes to the Consolidated Financial Statements 17


Mellex Group Holdings Limited

Company Information
For The Period 1 August 2024 to 31 December 2024







DIRECTORS: L Aitchison
D F Mellish
C J Mellish





REGISTERED OFFICE: Crossmill
Glasgow Road, Barrhead
United Kingdom
Glasgow
G78 1TG





REGISTERED NUMBER: SC776218 (Scotland)





INDEPENDENT AUDITORS: Robb Ferguson
Chartered Accountants & Statutory Auditors
Regent Court
70 West Regent Street
Glasgow
G2 2QZ

Mellex Group Holdings Limited (Registered number: SC776218)

Group Strategic Report
For The Period 1 August 2024 to 31 December 2024

The directors present their strategic report on the group for the period 01 August 2024 to 31 December 2024.

REVIEW OF BUSINESS
During the period, turnover was £6.3m, gross margin 15.9% and EBITDA was £1.87m. It is the director's strategy to expand upon the continued growth of the group and seek to further expand the business.

PRINCIPAL RISKS AND UNCERTAINTIES
The process of risk acceptance and risk management is addressed through internal controls and policies discussed and adopted through Board approval and ongoing review by management. The Board is responsible for satisfying itself that adequate internal controls are in place to manage financial risks and that controls operate effectively. The Board identify the risks that each business activity, and the Company as a whole, is exposed to and their impact on business performance. This Board decision making process takes places through formal meetings and is risk based, focusing on ensuring we have the financial strength and capital adequacy to support the growth of the business. Primarily the business is exposed to the following risks and uncertainties:

CREDIT RISK
Credit limits are set by the directors for customers based upon the customers payment history in combination with credit references. These limits are reviewed regularly in combination with debt ageing and collection history.

LIQUIDITY RISK
The company mitigates liquidity risks through regular review of cash levels to ensure sufficient cash to meet its operational needs.

PRICE RISK
None of the company's financial instruments are subject to any market movements affecting price risk and so exposure to price risk is not material.

KEY PERFORMANCE INDICATORS
The directors continuously monitor the performance of the group in terms of financial KPI's such as turnover, net profit, EBITDA and net assets. The group also monitors its operational KPI's to ensure that its customers, employees and assets are fully cared for.

ON BEHALF OF THE BOARD:





L Aitchison - Director


21 July 2026

Mellex Group Holdings Limited (Registered number: SC776218)

Report of the Directors
For The Period 1 August 2024 to 31 December 2024

The directors present their report with the financial statements of the company and the group for the period 1 August 2024 to 31 December 2024.

DIVIDENDS
The total distribution of dividends for the period ended 31 December 2024 will be £62,000.

Dividends per share were paid as follows:
Ordinary shares - £nil
A Ordinary shares - £400
B Ordinary shares - £nil
C Ordinary shares - £nil
D Ordinary shares - £220
Preference shares - £nil

DIRECTORS
The directors shown below have held office during the whole of the period from 1 August 2024 to the date of this report.

L Aitchison
D F Mellish
C J Mellish

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

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

Mellex Group Holdings Limited (Registered number: SC776218)

Report of the Directors
For The Period 1 August 2024 to 31 December 2024


STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

ON BEHALF OF THE BOARD:





L Aitchison - Director


21 July 2026

Report of the Independent Auditors to the Members of
Mellex Group Holdings Limited

Qualified opinion
We have audited the financial statements of Mellex Group Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 December 2024 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion, except for the effects of the matter described in the basis for qualified opinion, the financial statements:
- give a true and fair view of the state of the group's and parent company's affairs as at 31 December 2024 and of the group's profit for the period then ended;
- have been properly prepared in accordance with the United Kingdom Generally Accepted Accounting Practice; and
- have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for qualified opinion
We have not been able to obtain sufficient appropriate audit evidence in respect of the accuracy of the stock figure reported on the Statement of Financial Position. The group did not perform a stocktake at 31 December 2024. We were unable to obtain sufficient appropriate audit evidence by alternative means concerning stock quantities and values held at 31 December 2024.

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 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.

Other information
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Report of the Independent Auditors to the Members of
Mellex Group Holdings Limited


Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception
In the light of the knowledge and understanding of the 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 Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
- the parent company financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

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

In preparing the financial statements, the directors are responsible for assessing the 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.

Report of the Independent Auditors to the Members of
Mellex Group Holdings Limited


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

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

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:
- The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
- We identified the laws and regulations applicable to the company through discussions with directors and other
management, and from our wider knowledge and experience;
- We focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006 and FRS 102.
- We assessed the extent of compliance with the laws and regulations identified above through making enquiries of
management and inspecting legal correspondence; and - Identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
- Making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
- Considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations

Audit response to risks identified
To address the risk of fraud through management bias and override of controls, we:
- Performed analytical procedures to identify any unusual or unexpected relationships;
- Tested journal entries to identify unusual transactions;
- Assessed whether judgements and assumptions made in determining the accounting estimates set out were indicative of potential bias; and
- Investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
- Agreeing financial statement disclosures to underlying supporting documentation;
- Reading the minutes of meetings of those charged with governance;
- Enquiring of management as to actual and potential litigation and claims; and
- Requesting correspondence with HMRC, Companies House and the company's legal advisors.

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 for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Report of the Independent Auditors to the Members of
Mellex Group Holdings Limited


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




Graham Cantlay CA (Senior Statutory Auditor)
for and on behalf of Robb Ferguson
Chartered Accountants & Statutory Auditors
Regent Court
70 West Regent Street
Glasgow
G2 2QZ

21 July 2026

Mellex Group Holdings Limited (Registered number: SC776218)

Consolidated
Statement of Comprehensive
Income
For The Period 1 August 2024 to 31 December 2024

Period Period
1.8.24 18.7.23
to to
31.12.24 31.7.24
Notes £    £   

TURNOVER 6,323,024 8,138,329

Cost of sales 5,311,037 6,920,636
GROSS PROFIT 1,011,987 1,217,693

Administrative expenses 581,623 805,000
430,364 412,693

Other operating income 395,343 625,912
OPERATING PROFIT 4 825,707 1,038,605

Write off negative goodwill 5 - 2,799,012
825,707 3,837,617

Interest receivable and similar income 20,911 63,755
846,618 3,901,372

Interest payable and similar expenses 6 344,041 301,440
PROFIT BEFORE TAXATION 502,577 3,599,932

Tax on profit 7 83,047 197,017
PROFIT FOR THE FINANCIAL PERIOD 419,530 3,402,915

OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE PERIOD

419,530

3,402,915

Profit attributable to:
Owners of the parent 419,530 3,402,915

Total comprehensive income attributable to:
Owners of the parent 419,530 3,402,915

Mellex Group Holdings Limited (Registered number: SC776218)

Consolidated Statement of Financial Position
31 December 2024

2024 2024
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 10 (2,141,780 ) (2,387,126 )
Tangible assets 11 12,956,466 10,842,722
Investments 12 - -
10,814,686 8,455,596

CURRENT ASSETS
Stocks 13 263,739 395,385
Debtors 14 6,230,733 6,211,638
Cash at bank and in hand 891,783 1,732,657
7,386,255 8,339,680
CREDITORS
Amounts falling due within one year 15 4,976,195 4,763,892
NET CURRENT ASSETS 2,410,060 3,575,788
TOTAL ASSETS LESS CURRENT
LIABILITIES

13,224,746

12,031,384

CREDITORS
Amounts falling due after more than one year 16 (7,798,534 ) (7,045,749 )

PROVISIONS FOR LIABILITIES 20 (1,677,763 ) (1,594,716 )
NET ASSETS 3,748,449 3,390,919

CAPITAL AND RESERVES
Called up share capital 21 4 4
Retained earnings 22 3,748,445 3,390,915
SHAREHOLDERS' FUNDS 3,748,449 3,390,919

The financial statements were approved by the Board of Directors and authorised for issue on 21 July 2026 and were signed on its behalf by:





L Aitchison - Director


Mellex Group Holdings Limited (Registered number: SC776218)

Company Statement of Financial Position
31 December 2024

2024 2024
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 10 - -
Tangible assets 11 - -
Investments 12 5,434,634 5,434,634
5,434,634 5,434,634

CREDITORS
Amounts falling due within one year 15 600,000 600,000
NET CURRENT LIABILITIES (600,000 ) (600,000 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

4,834,634

4,834,634

CREDITORS
Amounts falling due after more than one year 16 595,000 595,000
NET ASSETS 4,239,634 4,239,634

CAPITAL AND RESERVES
Called up share capital 21 4 4
Retained earnings 4,239,630 4,239,630
SHAREHOLDERS' FUNDS 4,239,634 4,239,634

Company's profit for the financial year 62,000 4,251,630

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 21 July 2026 and were signed on its behalf by:





L Aitchison - Director


Mellex Group Holdings Limited (Registered number: SC776218)

Consolidated Statement of Changes in Equity
For The Period 1 August 2024 to 31 December 2024

Called up
share Retained Total
capital earnings equity
£    £    £   

Changes in equity
Issue of share capital 4 - 4
Dividends - (12,000 ) (12,000 )
Total comprehensive income - 3,402,915 3,402,915
Balance at 31 July 2024 4 3,390,915 3,390,919

Changes in equity
Dividends - (62,000 ) (62,000 )
Total comprehensive income - 419,530 419,530
Balance at 31 December 2024 4 3,748,445 3,748,449

Mellex Group Holdings Limited (Registered number: SC776218)

Company Statement of Changes in Equity
For The Period 1 August 2024 to 31 December 2024

Called up
share Retained Total
capital earnings equity
£    £    £   

Changes in equity
Issue of share capital 4 - 4
Dividends - (12,000 ) (12,000 )
Total comprehensive income - 4,251,630 4,251,630
Balance at 31 July 2024 4 4,239,630 4,239,634

Changes in equity
Dividends - (62,000 ) (62,000 )
Total comprehensive income - 62,000 62,000
Balance at 31 December 2024 4 4,239,630 4,239,634

Mellex Group Holdings Limited (Registered number: SC776218)

Consolidated Statement of Cash Flows
For The Period 1 August 2024 to 31 December 2024

Period Period
1.8.24 18.7.23
to to
31.12.24 31.7.24
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 1,542,529 1,303,775
Interest paid (128,221 ) (17,141 )
Interest element of hire purchase payments
paid

(215,820

)

(284,299

)
Net cash from operating activities 1,198,488 1,002,335

Cash flows from investing activities
Purchase of tangible fixed assets (1,112,964 ) (169,500 )
Sale of tangible fixed assets 182,872 339,645
Cash received on acquisitions - 2,118,017
Interest received 20,911 63,755
Net cash from investing activities (909,181 ) 2,351,917

Cash flows from financing activities
Loan repayments in year (26,112 ) (58,333 )
Capital repayments in year (1,066,125 ) (1,433,942 )
Amount withdrawn by directors 24,056 (117,324 )
Share issue - 4
Equity dividends paid (62,000 ) (12,000 )
Net cash from financing activities (1,130,181 ) (1,621,595 )

(Decrease)/increase in cash and cash equivalents (840,874 ) 1,732,657
Cash and cash equivalents at beginning of
period

2

1,732,657

-

Cash and cash equivalents at end of period 2 891,783 1,732,657

Mellex Group Holdings Limited (Registered number: SC776218)

Notes to the Consolidated Statement of Cash Flows
For The Period 1 August 2024 to 31 December 2024

1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

Period Period
1.8.24 18.7.23
to to
31.12.24 31.7.24
£    £   
Profit before taxation 502,577 3,599,932
Depreciation charges 1,039,781 1,329,296
Profit on disposal of fixed assets (385,532 ) (192,041 )
Write off negative goodwill - (2,799,012 )
Finance costs 344,041 301,440
Finance income (20,911 ) (63,755 )
1,479,956 2,175,860
Decrease/(increase) in stocks 131,646 (180,385 )
Increase in trade and other debtors (19,095 ) (508,405 )
Decrease in trade and other creditors (49,978 ) (183,295 )
Cash generated from operations 1,542,529 1,303,775

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Period ended 31 December 2024
31.12.24 1.8.24
£    £   
Cash and cash equivalents 891,783 1,732,657
Period ended 31 July 2024
31.7.24 18.7.23
£    £   
Cash and cash equivalents 1,732,657 -


Mellex Group Holdings Limited (Registered number: SC776218)

Notes to the Consolidated Statement of Cash Flows
For The Period 1 August 2024 to 31 December 2024

3. ANALYSIS OF CHANGES IN NET DEBT

Other
non-cash
At 1.8.24 Cash flow changes At 31.12.24
£    £    £    £   
Net cash
Cash at bank
and in hand 1,732,657 (840,874 ) 891,783
1,732,657 (840,874 ) 891,783
Debt
Finance leases (8,477,746 ) 1,066,125 (2,266,534 ) (9,678,155 )
Debts falling due
within 1 year (100,000 ) - - (100,000 )
Debts falling due
after 1 year (466,667 ) 26,112 - (440,555 )
(9,044,413 ) 1,092,237 (2,266,534 ) (10,218,710 )
Total (7,311,756 ) 251,363 (2,266,534 ) (9,326,927 )

Mellex Group Holdings Limited (Registered number: SC776218)

Notes to the Consolidated Financial Statements
For The Period 1 August 2024 to 31 December 2024

1. STATUTORY INFORMATION

Mellex Group Holdings Limited is a private company, limited by shares , registered in Scotland. The company's registered number and registered office address can be found on the General Information page.

The presentation currency of the financial statements is the Pound Sterling (£).


2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover
Turnover represents the invoiced value of services provided during the period excluding value added tax. The company's policy is to recognise a sale when all the risks and rewards in connection with the services have been passed to the customer.

Goodwill
Goodwill is being amortised evenly over its estimated useful life of ten years. It relates to the acquisition of business's in 2014, and 2021.

Negative Goodwill
Negative goodwill is recognised when the consideration paid for the acquisition of a subsidiary is less than the carrying value of the net assets acquired. Negative goodwill on the balance sheet relates to the acquisition of a business in December 2023.

Negative goodwill is being amortised at a rate of 25% on reducing balance.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.
Freehold property - in accordance with the property
Improvements to property - 5% on cost
Fixed plant and equipment - 25% on reducing balance and 20% on cost
Fixtures and fittings - 25% on cost
Motor vehicles - 50% on cost, 50% on reducing balance, 25% on reducing balance and 25% on cost
Computer equipment - 25% on reducing balance

Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Mellex Group Holdings Limited (Registered number: SC776218)

Notes to the Consolidated Financial Statements - continued
For The Period 1 August 2024 to 31 December 2024

2. ACCOUNTING POLICIES - continued

Financial instruments
The company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable and payable, loans from banks and loans to and from related parties.

Debt instruments like loans and other accounts receivable and payable are initially measured at present value of the future payments and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and trade creditors, are measured, initially and subsequently, at the undiscounted amount of cash or other consideration expected to be paid or received.

Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for evidence of impairment and if found, an impairment loss is recognised in profit or loss.
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

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

Taxation
Taxation represents the sum of tax currently payable and deferred tax. The company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.

The charge for taxation takes into account taxation deferred as a result of timing differences between the treatment of certain items for taxation and accounting purposes. In general, deferred taxation is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. However, deferred tax assets are recognised only to the extent that the directors consider that it is more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted. Deferred taxation is measured on a non-discounted basis at the tax rates that are expected to apply in the periods in which the timing differences reverse, based on tax rates and laws enacted or substantively enacted at the balance sheet date.

With the exception of changes arising on the initial recognition of a business combination, the tax expense is presented either in profit or loss, other comprehensive income or statement of changes in equity depending on the transaction that resulted in the tax expense.

Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors.

Hire purchase and leasing commitments
Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

The interest element of these obligations is charged to profit and loss over the relevant period. The capital element of the future payments is treated as a liability.

Rentals paid under operating leases where substantially all the benefits and risks of ownership remain with the lessor, are charged to the profit and loss account on a straight line basis.

Pension costs and other post-retirement benefits
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

Mellex Group Holdings Limited (Registered number: SC776218)

Notes to the Consolidated Financial Statements - continued
For The Period 1 August 2024 to 31 December 2024

2. ACCOUNTING POLICIES - continued

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

Impairment of non-financial assets
At each reporting date non-financial assets not carried at fair value, like property, plant and equipment, are reviewed to determine whether there is an indication that an asset may be impaired. If there is an indication of possible impairment, the recoverable amount which is the higher of value in use and the fair value less cost to sell, is estimated and compared with the carrying amount. If the recoverable amount is lower, the carrying amount of the asset is reduced to its recoverable amount and an impairment loss is recognised immediately in profit and loss.

Provisions
Provisions are recognised when the company has a legal or constructive obligation at the reporting date as a result of a past event, it is probable that the company will be required to settle the obligation and the amount of the obligation can be reliably estimated. Provisions are recognised at the best estimate of the amount required to settle the obligation at the reporting date.

3. EMPLOYEES AND DIRECTORS
Period Period
1.8.24 18.7.23
to to
31.12.24 31.7.24
£    £   
Wages and salaries 2,091,597 2,824,494
Social security costs 5,125 4,664
Other pension costs 38,644 51,885
2,135,366 2,881,043

The average number of employees during the period was as follows:
Period Period
1.8.24 18.7.23
to to
31.12.24 31.7.24

Directors 1 1
Mellex Group 70 70
Bridgend 5 5
Leggat 23 44
99 120

Period Period
1.8.24 18.7.23
to to
31.12.24 31.7.24
£    £   
Directors' remuneration 49,272 44,412
Directors' pension contributions to money purchase schemes 550 770

Mellex Group Holdings Limited (Registered number: SC776218)

Notes to the Consolidated Financial Statements - continued
For The Period 1 August 2024 to 31 December 2024

4. OPERATING PROFIT

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

Period Period
1.8.24 18.7.23
to to
31.12.24 31.7.24
£    £   
Depreciation - owned assets 314,222 311,606
Depreciation - assets on hire purchase contracts 974,604 1,399,989
Profit on disposal of fixed assets (385,532 ) (164,741 )
Goodwill amortisation 3,698 25,890
Negative goodwill amortisation (249,044 ) (408,189 )
Auditors' remuneration 19,500 19,500
Write off negative goodwill - (2,835,158 )

5. EXCEPTIONAL ITEMS
Period Period
1.8.24 18.7.23
to to
31.12.24 31.7.24
£    £   
Write off negative goodwill - 2,799,012

In the prior period, Mellex Group Holdings Limited, acquired the entire share capital of Mellex Group Limited. The transaction involved two of the shareholders in Mellex Group Limited exchanging their share capital in Mellex Group Limited for share capital in Mellex Group Holdings Limited. Negative goodwill arising in respect of the share for share exchange element of the acquisition of Mellex Group Limited was written off in the prior period.

6. INTEREST PAYABLE AND SIMILAR EXPENSES
Period Period
1.8.24 18.7.23
to to
31.12.24 31.7.24
£    £   
Bank loan interest 26,467 17,141
VAT interest 101,754 -
Hire purchase 215,820 284,299
344,041 301,440

Mellex Group Holdings Limited (Registered number: SC776218)

Notes to the Consolidated Financial Statements - continued
For The Period 1 August 2024 to 31 December 2024

7. TAXATION

Analysis of the tax charge
The tax charge on the profit for the period was as follows:
Period Period
1.8.24 18.7.23
to to
31.12.24 31.7.24
£    £   
Deferred tax 83,047 197,017
Tax on profit 83,047 197,017

UK corporation tax has been charged at 25 % (2024 - 25 %).

Reconciliation of total tax charge included in profit and loss
The tax assessed for the period is lower than the standard rate of corporation tax in the UK. The difference is explained below:

Period Period
1.8.24 18.7.23
to to
31.12.24 31.7.24
£    £   
Profit before tax 502,577 3,599,932
Profit multiplied by the standard rate of corporation tax in the UK of 25 %
(2024 - 25 %)

125,644

899,983

Effects of:
Expenses not deductible for tax purposes (29,678 ) (763,059 )
Capital allowances in excess of depreciation (430,593 ) (364,493 )
Deferred Tax 83,047 197,017
Tax effect of losses c/f 334,627 227,569
Total tax charge 83,047 197,017

8. INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME

As permitted by Section 408 of the Companies Act 2006, the Statement of Comprehensive Income of the parent company is not presented as part of these financial statements.


Mellex Group Holdings Limited (Registered number: SC776218)

Notes to the Consolidated Financial Statements - continued
For The Period 1 August 2024 to 31 December 2024

9. DIVIDENDS
Period Period
1.8.24 18.7.23
to to
31.12.24 31.7.24
£    £   
A Ordinary shares of 0.01 each
Final 40,000 -
D Ordinary shares of 0.01 each
Final 22,000 12,000
62,000 12,000

10. INTANGIBLE FIXED ASSETS

Group
Negative
Goodwill goodwill Totals
£    £    £   
COST
At 1 August 2024
and 31 December 2024 443,820 (2,799,013 ) (2,355,193 )
AMORTISATION
At 1 August 2024 440,122 (408,189 ) 31,933
Amortisation for period 3,698 (249,044 ) (245,346 )
At 31 December 2024 443,820 (657,233 ) (213,413 )
NET BOOK VALUE
At 31 December 2024 - (2,141,780 ) (2,141,780 )
At 31 July 2024 3,698 (2,390,824 ) (2,387,126 )

Mellex Group Holdings Limited (Registered number: SC776218)

Notes to the Consolidated Financial Statements - continued
For The Period 1 August 2024 to 31 December 2024

11. TANGIBLE FIXED ASSETS

Group
Improvements Fixed
Freehold to plant and
property property equipment
£    £    £   
COST
At 1 August 2024 785,466 70,627 19,945,290
Additions 942,500 - 2,301,807
Disposals - - (1,190,339 )
At 31 December 2024 1,727,966 70,627 21,056,758
DEPRECIATION
At 1 August 2024 - 32,408 11,416,803
Charge for period - 5,885 1,084,894
Eliminated on disposal - - (1,178,282 )
At 31 December 2024 - 38,293 11,323,415
NET BOOK VALUE
At 31 December 2024 1,727,966 32,334 9,733,343
At 31 July 2024 785,466 38,219 8,528,487

Fixtures
and Motor Computer
fittings vehicles equipment Totals
£    £    £    £   
COST
At 1 August 2024 55,521 3,533,712 17,042 24,407,658
Additions - 170,320 - 3,414,627
Disposals - - - (1,190,339 )
At 31 December 2024 55,521 3,704,032 17,042 26,631,946
DEPRECIATION
At 1 August 2024 55,521 2,046,185 14,019 13,564,936
Charge for period - 197,732 315 1,288,826
Eliminated on disposal - - - (1,178,282 )
At 31 December 2024 55,521 2,243,917 14,334 13,675,480
NET BOOK VALUE
At 31 December 2024 - 1,460,115 2,708 12,956,466
At 31 July 2024 - 1,487,527 3,023 10,842,722

Mellex Group Holdings Limited (Registered number: SC776218)

Notes to the Consolidated Financial Statements - continued
For The Period 1 August 2024 to 31 December 2024

11. TANGIBLE FIXED ASSETS - continued

Group

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:
Fixed
plant and Motor
equipment vehicles Totals
£    £    £   
COST
At 1 August 2024 13,533,384 1,785,922 15,319,306
Additions 2,131,344 170,320 2,301,664
Disposals (119,826 ) - (119,826 )
Transfer to ownership (3,958,464 ) (59,114 ) (4,017,578 )
Reclassification/transfer 793,335 - 793,335
At 31 December 2024 12,379,773 1,897,128 14,276,901
DEPRECIATION
At 1 August 2024 6,380,857 773,209 7,154,066
Charge for period 829,092 145,512 974,604
Eliminated on disposal (119,826 ) - (119,826 )
Transfer to ownership (3,527,517 ) (56,354 ) (3,583,871 )
Reclassification/transfer 290,890 - 290,890
At 31 December 2024 3,853,496 862,367 4,715,863
NET BOOK VALUE
At 31 December 2024 8,526,277 1,034,761 9,561,038
At 31 July 2024 7,152,527 1,012,713 8,165,240

12. FIXED ASSET INVESTMENTS

Company
Shares in
group
undertaking
£   
COST
At 1 August 2024
and 31 December 2024 5,434,634
NET BOOK VALUE
At 31 December 2024 5,434,634
At 31 July 2024 5,434,634

Mellex Group Holdings Limited (Registered number: SC776218)

Notes to the Consolidated Financial Statements - continued
For The Period 1 August 2024 to 31 December 2024

12. FIXED ASSET INVESTMENTS - continued

The group or the company's investments at the Statement of Financial Position date in the share capital of companies include the following:

Subsidiaries

Mellex Group Limited
Registered office: Crossmill , Glasgow Road, Barrhead, Glasgow, Scotland, G78 1TG
Nature of business: Other construction installation
%
Class of shares: holding
Ordinary 100.00

Bridgend Hire Limited
Registered office: Crosshill Blackbryes Road, Barrhead, Glasgow, G78 1TG
Nature of business: Renting and leasing of construction equipment
%
Class of shares: holding
Ordinary 100.00

Leggat Plant Limited
Registered office: Crossmill, Blackbyres Road, Barrhead, G78 1TG
Nature of business: Renting and leasing of construction equipment
%
Class of shares: holding
Ordinary 100.00


13. STOCKS

Group
2024 2024
£    £   
Stocks 263,739 395,385

14. DEBTORS

Group
2024 2024
£    £   
Amounts falling due within one year:
Trade debtors 2,562,320 3,138,271
Other debtors - 10,080
Tax 133,034 133,034
VAT 200,345 -
Prepayments and accrued income 236,449 38,012
3,132,148 3,319,397

Mellex Group Holdings Limited (Registered number: SC776218)

Notes to the Consolidated Financial Statements - continued
For The Period 1 August 2024 to 31 December 2024

14. DEBTORS - continued

Group
2024 2024
£    £   
Amounts falling due after more than one year:
Other debtors 3,098,585 2,892,241

Aggregate amounts 6,230,733 6,211,638

15. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2024 2024 2024 2024
£    £    £    £   
Bank loans and overdrafts (see note 17) 100,000 100,000 - -
Hire purchase contracts (see note 18) 2,915,176 2,493,664 - -
Trade creditors 845,454 1,007,539 - -
Amounts owed to group undertakings - - 600,000 600,000
Social security and other taxes 143,191 118,769 - -
VAT - 27,420 - -
Other creditors 19,405 225,721 - -
Directors' current accounts 724,658 700,602 - -
Accruals and deferred income 228,311 90,177 - -
4,976,195 4,763,892 600,000 600,000

16. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR

Group Company
2024 2024 2024 2024
£    £    £    £   
Bank loans (see note 17) 440,555 466,667 - -
Hire purchase contracts (see note 18) 6,762,979 5,984,082 - -
Other creditors 595,000 595,000 595,000 595,000
7,798,534 7,045,749 595,000 595,000

In the prior period, the company issued 595,000 non-redeemable preference shares of £1 each to a close family member of a controlling party. The preference shares carry fixed annual dividends of 0.1%, payable in cash. The other creditors falling due after more than one year balance at year end represents the value of shares held by this party.

Mellex Group Holdings Limited (Registered number: SC776218)

Notes to the Consolidated Financial Statements - continued
For The Period 1 August 2024 to 31 December 2024

17. LOANS

An analysis of the maturity of loans is given below:

Group
2024 2024
£    £   
Amounts falling due within one year or on demand:
Bank loans 100,000 100,000
Amounts falling due between one and two years:
Bank loans - 1-2 years 50,000 100,000
Amounts falling due between two and five years:
Bank loans - 2-5 years 150,000 150,000
Amounts falling due in more than five years:
Repayable by instalments
Bank loans more 5 yr by instal 240,555 216,667

18. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group
Hire purchase
contracts
2024 2024
£    £   
Net obligations repayable:
Within one year 2,915,176 2,493,664
Between one and five years 6,762,979 5,984,082
9,678,155 8,477,746

Group
Non-cancellable
operating leases
2024 2024
£    £   
Within one year 20,362 20,362
Between one and five years 66,073 69,254
In more than five years 35,000 40,833
121,435 130,449

Mellex Group Holdings Limited (Registered number: SC776218)

Notes to the Consolidated Financial Statements - continued
For The Period 1 August 2024 to 31 December 2024

19. SECURED DEBTS

The following secured debts are included within creditors:

Group
2024 2024
£    £   
Bank loans 540,555 566,667
Hire purchase contracts 9,678,155 8,477,746
10,218,710 9,044,413

The bank holds a floating charge over the groups assets. Hire purchase obligations are secured over the assets that they relate to.

20. PROVISIONS FOR LIABILITIES

Group
2024 2024
£    £   
Deferred tax 1,677,763 1,594,716

Group
Deferred
tax
£   
Balance at 1 August 2024 1,594,716
Provided during period 83,047
Acquired companies b/f
Balance at 31 December 2024 1,677,763

21. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:


Number

Class

Nominal
value
Share capital
issued


Closing capital

2 Ordinary £1 2 2
100 A Ordinary £0.01 1 1
40 B Ordinary £0.01 0.40 0.40
40 C Ordinary £0.01 0.40 0.40
100 D Ordinary £0.01 1 1

4.80 4.80

Mellex Group Holdings Limited (Registered number: SC776218)

Notes to the Consolidated Financial Statements - continued
For The Period 1 August 2024 to 31 December 2024

22. RESERVES

Group
Retained
earnings
£   

At 1 August 2024 3,390,915
Profit for the period 419,530
Dividends (62,000 )
At 31 December 2024 3,748,445


23. DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

At the balance sheet date the group owed £724,658 (July 2024: £700,602) to its directors. This amount is included in creditors and is unsecured, interest free and has no fixed repayment terms.

24. RELATED PARTY DISCLOSURES

Entities over which the entity has control, joint control or significant influence

During the year the group provided a loan of £135,666 to Mellex Property Limited, a company related by virtue of common control in the year. The total amounts due from the related entity at year end is £1,688,849 (July 2024: £1,535,773). There is interest charged at 2.5% per annum on this debt.

During the year Mellex Group Holdings Limited group provided a loan of £117,733 to Seahorse Marinetime IKE, a company related by virtue of common control in the year. The total amounts due from the related entity at year end is £1,409,736 (July 2024: £1,356,468). No interest is charged on this debt. A provision of £64,465 (July 2024 - £115,000) has been made against this debt in the period.