Company registration number SC713314 (Scotland)
HIGHLIFE BATHROOMS HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
HIGHLIFE BATHROOMS HOLDINGS LIMITED
CONTENTS
Page
Company information
1
Strategic report
2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Profit and loss account
8
Group balance sheet
9
Company balance sheet
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Notes to the financial statements
14 - 25
HIGHLIFE BATHROOMS HOLDINGS LIMITED
COMPANY INFORMATION
- 1 -
Directors
Mr M B Jones
Mr D W McKinlay
Mr G D Lennox
(Appointed 19 September 2025)
Company number
SC713314
Registered office
Unit A, 1 Young Place
Kelvin Industrial Estate
East Kilbride
United Kingdom
G75 0TD
Auditor
Dains Audit (Scotland) Limited
169 West George Street
Glasgow
United Kingdom
G2 2LB
HIGHLIFE BATHROOMS HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -

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

Review of the business

The group's turnover for the year has increased by 3.5% from £14.2m to £14.7m, with an operating profit of £3m (2024: £2.9m).

At the year end the group had shareholder's funds of £11,165,014 compared to £9,549,493 at the previous year end. The directors are pleased to have maintained a strong net current asset position at the year end with current assets exceeding current liabilities by £10,492,067 (2024: £8,838,864).

Principal risks and uncertainties

The directors have assessed the main risk facing the group as being competition from other wholesale bathroom equipment suppliers and believe the quality of staff and industry contacts they have will mitigate this risk.

Financial risk management

The group makes little use of financial instruments. Exposure to price risk, credit risk, liquidity risk and cash flow risk is not material for the assessment of the assets, liabilities, financial position and profit or loss of the group.

Future trading

The group has seen a upturn in trade in comparison with the previous year.

We believe that the next 12 months will be challenging however we are confident that the company, due to its reliability and quality of service, will continue to be profitable. Whilst there remains a significant amount of economic uncertainty we remain positive about the future trading prospects of the group.

On behalf of the board

Mr D W McKinlay
Director
31 July 2026
HIGHLIFE BATHROOMS HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -

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

Principal activities

The principal activity of the company and group continued to be that of distribution of sanitary ware.

Results and dividends

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

Ordinary dividends were paid amounting to £605,800. (2024: £660,000) The directors do not recommend payment of a further dividend.

Directors

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

Mr M B Jones
Mr D W McKinlay
Mr G D Lennox
(Appointed 19 September 2025)
Auditor

Dains Audit (Scotland) Limited were appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Statement of directors' responsibilities

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

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have 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 group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;

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

- state whether applicable 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 and company will continue in business.

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

Statement of disclosure to auditor

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

HIGHLIFE BATHROOMS HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -
On behalf of the board
Mr D W McKinlay
Director
31 July 2026
HIGHLIFE BATHROOMS HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF HIGHLIFE BATHROOMS HOLDINGS LIMITED
- 5 -
Opinion

We have audited the financial statements of Highlife Bathrooms Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group profit and loss account, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- give a true and fair view of the state of the group's and 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 and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

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

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

Other information

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

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

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

- The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

HIGHLIFE BATHROOMS HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF HIGHLIFE BATHROOMS HOLDINGS LIMITED
- 6 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

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

- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

- the parent company financial statements are not in agreement with the accounting records and returns; or

- certain disclosures of directors' remuneration specified by law are not made; or

- we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the directors' r esponsibilities s tatement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the 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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

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.

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

- We 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 an d management and from our knowledge of the regulatory environment relevant to the company.

- We assessed the extent of compliance with laws and regulations through making enquiries of management and inspecting legal correspondence.

- 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 and their knowledge of actual, suspected and alleged fraud.

- To address the risk of fraud through management bias and override of controls, we tested journal entries to identify unusual transactions, we assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias and we investigated the rationale behind significant or unusual transactions.

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. 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.

HIGHLIFE BATHROOMS HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF HIGHLIFE BATHROOMS HOLDINGS LIMITED
- 7 -

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

Use of our report

This report is made solely to the 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 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.

Andrew McKay BAcc CA (Senior Statutory Auditor)
For and on behalf of Dains Audit (Scotland) Limited, Statutory Auditor
169 West George Street
Glasgow
G2 2LB
United Kingdom
31 July 2026
HIGHLIFE BATHROOMS HOLDINGS LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 8 -
2025
2024
Notes
£
£
Turnover
3
14,726,662
14,163,181
Cost of sales
(9,056,152)
(8,759,101)
Gross profit
5,670,510
5,404,080
Administrative expenses
(2,674,489)
(2,529,358)
Operating profit
4
2,996,021
2,874,722
Interest receivable and similar income
7,777
5,682
Interest payable and similar expenses
-
0
(8,072)
Profit before taxation
3,003,798
2,872,332
Tax on profit
8
(782,477)
(745,674)
Profit for the financial year
2,221,321
2,126,658
Profit for the financial year is all attributable to the owners of the parent company.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

The notes on pages 14 to 25 form part of these financial statements.

HIGHLIFE BATHROOMS HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 9 -
2025
2024
Notes
£
£
£
£
Fixed assets
Goodwill
10
535,476
624,722
Tangible assets
11
183,296
122,482
718,772
747,204
Current assets
Stocks
14
3,403,928
3,450,864
Debtors
15
2,543,026
2,574,812
Cash at bank and in hand
5,640,262
3,824,677
11,587,216
9,850,353
Creditors: amounts falling due within one year
16
(1,095,149)
(1,011,489)
Net current assets
10,492,067
8,838,864
Total assets less current liabilities
11,210,839
9,586,068
Provisions for liabilities
Deferred tax liability
17
45,825
36,575
(45,825)
(36,575)
Net assets
11,165,014
9,549,493
Capital and reserves
Called up share capital
19
55,000
55,000
Other reserves
20
5,115,000
5,115,000
Profit and loss reserves
5,995,014
4,379,493
Total equity
11,165,014
9,549,493

The notes on pages 14 to 25 form part of these financial statements.

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

The financial statements were approved by the board of directors and authorised for issue on 31 July 2026 and are signed on its behalf by:
31 July 2026
Mr D W McKinlay
Director
Company registration number SC713314 (Scotland)
HIGHLIFE BATHROOMS HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 10 -
2025
2024
Notes
£
£
£
£
Fixed assets
Investments
12
9,919,470
9,919,470
Capital and reserves
Called up share capital
19
55,000
55,000
Other reserves
20
5,115,000
5,115,000
Profit and loss reserves
4,749,470
4,749,470
Total equity
9,919,470
9,919,470

The notes on pages 14 to 25 form part of these financial statements.

As permitted by s408 Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s profit for the year was £605,800 (2024 - £660,000 profit).

The financial statements were approved by the board of directors and authorised for issue on 31 July 2026 and are signed on its behalf by:
31 July 2026
Mr D W McKinlay
Director
Company registration number SC713314 (Scotland)
HIGHLIFE BATHROOMS HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 11 -
Share capital
Other reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
55,000
5,115,000
2,912,835
8,082,835
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
2,126,658
2,126,658
Dividends
9
-
-
(660,000)
(660,000)
Balance at 31 December 2024
55,000
5,115,000
4,379,493
9,549,493
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
2,221,321
2,221,321
Dividends
9
-
-
(605,800)
(605,800)
Balance at 31 December 2025
55,000
5,115,000
5,995,014
11,165,014

The notes on pages 14 to 25 form part of these financial statements.

HIGHLIFE BATHROOMS HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
Share capital
Other reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
55,000
5,115,000
4,749,470
9,919,470
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
-
660,000
660,000
Dividends
9
-
-
(660,000)
(660,000)
Balance at 31 December 2024
55,000
5,115,000
4,749,470
9,919,470
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
605,800
605,800
Dividends
9
-
-
(605,800)
(605,800)
Balance at 31 December 2025
55,000
5,115,000
4,749,470
9,919,470

The notes on pages 14 to 25 form part of these financial statements.

HIGHLIFE BATHROOMS HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 13 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
23
2,876,413
1,253,244
Interest paid
-
0
(8,072)
Income taxes paid
(683,260)
(1,005,719)
Net cash inflow from operating activities
2,193,153
239,453
Investing activities
Purchase of tangible fixed assets
(97,159)
(99,581)
Amounts advanced to director
317,614
(317,614)
Interest received
7,777
5,682
Net cash generated from/(used in) investing activities
228,232
(411,513)
Financing activities
Dividends paid to equity shareholders
(605,800)
(660,000)
Net cash used in financing activities
(605,800)
(660,000)
Net increase/(decrease) in cash and cash equivalents
1,815,585
(832,060)
Cash and cash equivalents at beginning of year
3,824,677
4,656,737
Cash and cash equivalents at end of year
5,640,262
3,824,677

The notes on pages 14 to 25 form part of these financial statements.

HIGHLIFE BATHROOMS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 14 -
1
Accounting policies
Company information

Highlife Bathrooms Holdings Limited (“the company”) is a private limited company domiciled and incorporated in Scotland. The registered office is Unit A, 1 Young Place, Kelvin Industrial Estate, East Kilbride, Scotland, G75 0TD.

The group consists of Highlife Bathrooms Holdings Limited and all of its subsidiaries.

1.1
Accounting convention

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

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

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

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

- Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

1.2
Business combinations

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

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

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

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

All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the g roup.

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

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

1.4
Going concern

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

1.5
Turnover

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

1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.7
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

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

Leasehold improvements
10% straight line
Fixtures and fittings
20% straight line
Computers
25% straight line
Motor vehicles
25% straight line

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

HIGHLIFE BATHROOMS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -
1.8
Fixed asset investments

I n the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. As part of the investment in subsidiary, the company took relief available under s612 of the Companies Act in relation to issuing shares to secure an equity holding in another company. This lead to the creation of a merger relief reserve.

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

1.9
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

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

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.10
Cash and cash equivalents

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

1.11
Financial instruments

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

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

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

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest m ethod unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities

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

HIGHLIFE BATHROOMS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future paymen ts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

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

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

1.12
Equity instruments

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

1.13
Taxation

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

Current tax

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

Deferred tax

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

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

1.14
Employee benefits

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

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

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

HIGHLIFE BATHROOMS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -
1.15
Retirement benefits

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

1.16
Leases

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

1.17
Foreign exchange

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

2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

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

- Determining whether any bad debt provision is required via review of trade debtors, with debts provided for on a specific basis. Factors considered include customer payment history and agreed credit terms.

- Determining whether any stock provision is required via comparison of cost and net realisable value of stock on an item by item basis.

3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
14,726,662
14,163,181
2025
2024
£
£
Other revenue
Interest income
7,777
5,682
HIGHLIFE BATHROOMS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 19 -
4
Operating profit
2025
2024
£
£
Operating profit for the year is stated after charging:
Depreciation of owned tangible fixed assets
36,345
26,629
Amortisation of intangible assets
89,246
89,246
Operating lease charges
401,699
379,950
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
3,000
3,000
Audit of the financial statements of the company's subsidiaries
20,351
17,000
23,351
20,000
6
Employees

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

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Warehouse
18
14
-
-
Management
7
7
-
-
Office
3
3
-
-
External (sales)
5
5
-
-
Total
33
29
0
0

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
1,366,048
1,317,467
-
0
-
0
Social security costs
163,055
147,212
-
-
Pension costs
64,024
56,925
-
0
-
0
1,593,127
1,521,604
-
0
-
0
HIGHLIFE BATHROOMS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
259,151
278,600
Company pension contributions to defined contribution schemes
12,800
12,800
271,951
291,400
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
122,067
132,000
Company pension contributions to defined contribution schemes
5,100
5,100
8
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
773,227
721,482
Deferred tax
Origination and reversal of timing differences
9,250
24,192
Total tax charge
782,477
745,674

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

2025
2024
£
£
Profit before taxation
3,003,798
2,872,332
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
750,950
718,083
Tax effect of expenses that are not deductible in determining taxable profit
22,277
22,499
Permanent capital allowances in excess of depreciation
-
0
(18,238)
Other deductions
-
0
(862)
Deferred tax
9,250
24,192
Taxation charge
782,477
745,674
HIGHLIFE BATHROOMS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 21 -
9
Dividends
2025
2024
Recognised as distributions to equity holders:
£
£
Final paid
605,800
660,000
10
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 January 2025 and 31 December 2025
892,460
Amortisation and impairment
At 1 January 2025
267,738
Amortisation charged for the year
89,246
At 31 December 2025
356,984
Carrying amount
At 31 December 2025
535,476
At 31 December 2024
624,722
The company had no intangible fixed assets at 31 December 2025 or 31 December 2024.
11
Tangible fixed assets
Group
Leasehold improvements
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2025
99,581
29,308
49,575
38,111
216,575
Additions
97,159
-
0
-
0
-
0
97,159
At 31 December 2025
196,740
29,308
49,575
38,111
313,734
Depreciation and impairment
At 1 January 2025
6,364
29,308
39,365
19,056
94,093
Depreciation charged in the year
16,607
-
0
10,210
9,528
36,345
At 31 December 2025
22,971
29,308
49,575
28,584
130,438
Carrying amount
At 31 December 2025
173,769
-
0
-
0
9,527
183,296
At 31 December 2024
93,217
-
0
10,210
19,055
122,482
HIGHLIFE BATHROOMS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
11
Tangible fixed assets
(Continued)
- 22 -
The company had no tangible fixed assets at 31 December 2025 or 31 December 2024.
Group
Company
2025
2024
2025
2024
as restated
as restated
Notes
£
£
£
£
Investments in subsidiaries
13
-
0
-
0
9,919,470
9,919,470
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2025 and 31 December 2025
9,919,470
Carrying amount
At 31 December 2025
9,919,470
At 31 December 2024
9,919,470
13
Subsidiaries

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

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Alliance Sanitary Products Limited
Unit A, 1 Young Place, Kelvin Industrial Estate, East Kilbride, Scotland, G2 2LB
Ordinary shares
100.00
14
Stocks
Group
Company
2025
2024
2025
2024
£
£
£
£
Finished goods and goods for resale
3,403,928
3,450,864
-
0
-
0
HIGHLIFE BATHROOMS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 23 -
15
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
2,279,220
2,009,600
-
0
-
0
Other debtors
210,737
514,908
-
0
-
0
Prepayments and accrued income
53,069
50,304
-
0
-
0
2,543,026
2,574,812
-
-
16
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
£
£
£
£
Trade creditors
151,841
139,893
-
0
-
0
Corporation tax payable
410,189
320,222
-
0
-
0
Other taxation and social security
206,269
142,790
-
0
-
0
Other creditors
326,850
408,584
-
0
-
0
1,095,149
1,011,489
-
0
-
0
17
Deferred taxation

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

Liabilities
Liabilities
2025
2024
Group
£
£
Accelerated capital allowances
45,825
36,575
The company has no deferred tax assets or liabilities.
Group
Company
2025
2025
Movements in the year:
£
£
Liability at 1 January 2025
36,575
-
Charge to profit or loss
9,250
-
Liability at 31 December 2025
45,825
-
HIGHLIFE BATHROOMS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 24 -
18
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
64,024
56,925

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

19
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
55,000
55,000
55,000
55,000
20
Other reserve
2025
2024
Group and company
£
£
At the beginning and end of the year
5,115,000
5,115,000

This relates to a merger relief reserve in the parent company balance sheet.

21
Related party transactions
Transactions with related parties

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

2025
2024
£
£
Group
Amounts due to directors
29,164
-
Rent charged by directors
122,000
122,000
Rent charged from an associate company
106,250
106,250
Amounts due from directors
25,000
342,615

The directors loan balance is unsecured, subject to interest of 2.25% with no fixed terms of repayment.

No further transactions with related parties were undertaken such as are required to be disclosed under Financial Reporting Standard 102, "The Financial Reporting Standard applicable in the UK and Republic of Ireland".

22
Ultimate controlling party

The group is under the control of the holders of ordinary share capital. No individual shareholder has a controlling interest.

HIGHLIFE BATHROOMS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 25 -
23
Cash generated from group operations
2025
2024
£
£
Profit after taxation
2,221,321
2,126,658
Adjustments for:
Taxation charged
782,477
745,674
Finance costs
-
0
8,072
Investment income
(7,777)
(5,682)
Amortisation and impairment of intangible assets
89,246
89,246
Depreciation and impairment of tangible fixed assets
36,345
26,629
Movements in working capital:
Decrease/(increase) in stocks
46,936
(1,395,738)
(Increase) in debtors
(285,828)
(239,245)
Decrease in creditors
(6,307)
(102,370)
Cash generated from operations
2,876,413
1,253,244
24
Analysis of changes in net funds - group
1 January 2025
Cash flows
31 December 2025
£
£
£
Cash at bank and in hand
3,824,677
1,815,585
5,640,262
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