Company registration number 02165614 (England and Wales)
MICHAEL DAVIES AND ASSOCIATES LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
MICHAEL DAVIES AND ASSOCIATES LIMITED
COMPANY INFORMATION
Directors
W Chapman
B D Whitby
B McQuillan
M De Châtelet
(Appointed 28 May 2025)
R Kiefer
(Appointed 1 January 2026)
Company number
02165614
Registered office
Mda
Walker Park, Blackamoor Road
Blackburn
BB1 2LG
Auditor
BK Plus Audit Limited
Sterling House
501 Middleton Road
Chadderton
Oldham
Lancashire
OL9 9LY
MICHAEL DAVIES AND ASSOCIATES LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 5
Independent auditor's report
6 - 8
Profit and loss account
9
Statement of comprehensive income
10
Balance sheet
11
Statement of changes in equity
12
Notes to the financial statements
13 - 28
MICHAEL DAVIES AND ASSOCIATES LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

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

Principal activities

The principal activity of the company continued to be that of a multi-channel logistics solutions specialist.

Review of the business

The business operates as a multi-channel logistics solutions specialist.

For the reported period turnover was £54.8m and operating profit for the year was £1.9m.

The directors are pleased with the performance despite the challenging trading environment which is testament to our colleague’s performance across the business.

Principal risks and uncertainties

The directors consider the principal risks and uncertainties to continue to be the following:

Economy

The ongoing geopolitical tensions across the globe are having an adverse impact on the economic outlook. This risk is mitigated by our diverse client portfolio across a number of sectors and also by cost control measures.

Credit risk

This is mitigated by a strict credit control policy which commences with thorough credit checks on prospective new business to minimise any potential exposure.

Future Developments

The key focus in the years ahead is to continue to grow the business, with the backing of the Bpost Group, ensuring that we are diversified enough to minimise exposure to sector specific downturns. We aim to invest in our sites, systems and people in order to continue to offer clients the best solution to their fulfilment needs.

Key performance indicators

Management use a range of performance measures to monitor and manage the business. These include revenue levels and EBITDA.

Turnover: £54.8m (2024: £55.6m)

EBITDA: £6.8m (2024:£7.0m)

Promoting the success of the company

The Board of Directors of Michael Davies and Associates Ltd consider, both individually and together, that they have acted in the way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole, having regard to the stakeholders and matters set out in section 172 of the Companies Act 2006 in the decisions taken during the year ended 31 December 2025.

Michael Davies and Associates Ltd is a wholly owned subsidiary of bpost NV. The bpost group continue to apply the group's strategy of increasing focus on logistics services provided in e-commerce, whilst aligning on a socially, ecologically and economically sustainable growth strategy.

In deriving this strategy, the Board considered the interests and the impact on all stakeholders:

MICHAEL DAVIES AND ASSOCIATES LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -

Shareholders

Our shareholder wants Michael Davies and Associates Ltd to focus on the strategic aims of the Group, maximising returns in a responsible way.

Clients

Clients are at the heart of everything we do as a business. We pride ourselves on building long standing relationships with our clients.

Employees

Our people are at the heart of everything we do. We recognise that our ability to deliver for our customers depends on the skill, dedication, and wellbeing of our team members. We are committed to creating a safe, supportive, and inclusive working environment where our values are lived every day, not just stated. Our ongoing focus on employee engagement, training, and open communication results in a team that take pride in delivering exceptional service to our clients and their customers.

Suppliers

Our suppliers are also at the heart of everything we do. We are proud to have long standing relationships with our suppliers and value them as an integral part of our business.

Communities

We pride ourselves on supporting local communities and we action this with patron support of local charities such as Blackburn Youth Zone and Wigan Youth Zone not only financially but also by getting our employees actively involved in helping out with their core activities. We also support their charity initiatives as well as ones by our clients and suppliers.

Government and regulators

The company complies with laws, regulations, and ethical standards.

On behalf of the board

B McQuillan
Director
12 May 2026
MICHAEL DAVIES AND ASSOCIATES 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.

Results and dividends

The results for the year are set out on page 9.

Ordinary dividends were paid amounting to £nil (2024: £1,000,000).

Directors

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

W Chapman
B Clavier
(Resigned 30 January 2025)
T Mortier
(Resigned 31 December 2025)
B D Whitby
B McQuillan
M De Châtelet
(Appointed 28 May 2025)
R Kiefer
(Appointed 1 January 2026)
Disabled persons

It is the company's policy that applications from disabled persons should be considered for employment and career development on the basis of their aptitude and abilities. Employees who become disabled during their working life will be retained in employment wherever possible and given help with rehabilitation or training.

Employee involvement

The directors recognise the importance of good communication and relations with employees, particularly in an organisation such as this where employees are based at a number of different locations. Measures taken to achieve these aims include in-house bulletins, briefing meetings and audio-visual presentations and a colleague forum.

Auditor

The auditor, BK Plus Audit Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Energy and carbon report

The information below summarises the energy usage, associated emissions, energy efficiency and energy performance for the company, under the government policy Streamlined Energy and Carbon Reporting (SECR), as implemented by the Companies (Directors’ Report) and Limited Liabilities Partnerships (Energy and Carbon Report) Regulations 2018.

2025
2024
Energy consumption
kWh
kWh
Aggregate of energy consumption in the year
2,938,961
3,731,682
MICHAEL DAVIES AND ASSOCIATES LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -
2025
2024
Emissions of CO2 equivalent
metric tonnes
metric tonnes
Scope 1 - direct emissions
- Gas combustion
173.00
351.00
- Fuel consumed for owned transport
-
-
173.00
351.00
Scope 2 - indirect emissions
- Electricity purchased
-
1,099.00
Scope 3 - other indirect emissions
- Fuel consumed for transport not owned by the company
2,427.00
2,930.00
Total gross emissions
2,600.00
4,380.00
Intensity ratio
Tonnes CO2e per £m revenue
41
65
Quantification and reporting methodology

We have followed the 2019 HM Government Environmental Reporting Guidelines. We have also used the GHG Reporting Protocol – Corporate Standard and have used the 2020 UK Government’s Conversion Factors for Company Reporting.

Intensity measurement

The chosen intensity measurement ratio is total gross emissions in metric tonnes CO2e per £m revenu e, the recommended ratio for the sector.

Measures taken to improve energy efficiency

All 7 sites now have a fully renewable electricity supply.

An electric van has been purchased and electric vehicle charging points installed at our head office.

Also, small installations of LED lighting at 2 sites.

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 company and of the profit or loss of the company 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; and

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

MICHAEL DAVIES AND ASSOCIATES LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Future Developments

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of future developments.

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 company’s auditor 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 company’s auditor is aware of that information.

On behalf of the board
B McQuillan
Director
12 May 2026
MICHAEL DAVIES AND ASSOCIATES LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF MICHAEL DAVIES AND ASSOCIATES LIMITED
- 6 -
Opinion

We have audited the financial statements of Michael Davies and Associates Limited (the 'company') for the year ended 31 December 2025 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity 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 company's affairs as at 31 December 2025 and of its 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 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 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:

- the 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.

MICHAEL DAVIES AND ASSOCIATES LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF MICHAEL DAVIES AND ASSOCIATES LIMITED (CONTINUED)
- 7 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its 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, or returns adequate for our audit have not been received from branches not visited by us; or

- the 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 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 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.

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

- The Company is subject to many laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements statements such as the Companies Act 2006 and FRS 102. We identified the laws and regulations as the most likely to have a material effect if non-compliance were to occur.

- We communicated relevant laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

- We understood how the Company is complying with those legal regulatory frameworks by making enquiries of management. We corroborated our enquires through our review of board minutes and certain other procedures.

MICHAEL DAVIES AND ASSOCIATES LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF MICHAEL DAVIES AND ASSOCIATES LIMITED (CONTINUED)
- 8 -

- Based on the results of our risk assessment we designed further audit procedures to identify non-compliance with such laws and regulations identified above. These procedures were within the scope of our audit. Our procedures involved journal entry testing and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business.

- We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to manipulate financial results and management bias in accounting estimates. Appropriate audit procedures were therefore performed to address those risks including testing journal entries and challenging assumptions and judgements made by management in their significant accounting estimates.

- These audit procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error and detecting irregularities that result from fraud is inherently more difficult than detecting those that result from error, as fraud may involve collusion, deliberate concealment, forgery or intentional misrepresentations. Also,the further removed non-compliance with laws and regulations is from events and transactions reflected in the financial statements, the less likely we would become aware of it;

- In assessing the potential risks of material misstatement, we obtained an understanding o f the Compan y's operations, including the nature of their revenue sources, products and services and of its objectives and strategies to understand the classes of transactions, account balances, expected financial statement disclosures and business risks that may result in risks of material misstatement

These audit procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error and detecting irregularities that result from fraud is inherently more difficult than detecting those that result from error, as fraud may involve collusion, deliberate concealment, forgery or intentional misrepresentations. Also,the further removed non-compliance with laws and regulations is from events and transactions reflected in the financial statements, the less likely we would become aware of it.

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.

Dominic Huxley ACA (Senior Statutory Auditor)
For and on behalf of BK Plus Audit Limited, Statutory Auditor
Chartered Certified Accountants
Sterling House
501 Middleton Road
Chadderton
Oldham
Lancashire
OL9 9LY
12 May 2026
MICHAEL DAVIES AND ASSOCIATES LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 9 -
2025
2024
Notes
£000
£000
Turnover
3
54,812
55,649
Cost of sales
(27,405)
(28,925)
Gross profit
27,407
26,724
Administrative expenses
(25,577)
(25,865)
Other operating income
44
44
Operating profit
4
1,874
903
Interest receivable and similar income
8
390
240
Interest payable and similar expenses
9
(37)
(63)
Profit before taxation
2,227
1,080
Tax on profit
10
574
(1,254)
Profit/(loss) for the financial year
2,801
(174)

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

MICHAEL DAVIES AND ASSOCIATES LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
2025
2024
£000
£000
Profit/(loss) for the year
2,801
(174)
Other comprehensive income
-
-
Total comprehensive income for the year
2,801
(174)
MICHAEL DAVIES AND ASSOCIATES LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 11 -
2025
2024
Notes
£000
£000
£000
£000
Fixed assets
Goodwill
12
7,493
10,593
Tangible assets
13
4,144
4,684
11,637
15,277
Current assets
Stocks
14
29
22
Debtors
15
15,146
14,869
Cash at bank and in hand
17,421
12,104
32,596
26,995
Creditors: amounts falling due within one year
16
(15,160)
(15,771)
Net current assets
17,436
11,224
Total assets less current liabilities
29,073
26,501
Creditors: amounts falling due after more than one year
18
(369)
(577)
Provisions for liabilities
Provisions
19
2,045
1,889
Deferred tax liability
20
-
0
177
(2,045)
(2,066)
Net assets
26,659
23,858
Capital and reserves
Called up share capital
23
10,000
10,000
Profit and loss reserves
16,659
13,858
Total equity
26,659
23,858
The financial statements were approved by the board of directors and authorised for issue on 12 May 2026 and are signed on its behalf by:
B McQuillan
Director
Company registration number 02165614 (England and Wales)
MICHAEL DAVIES AND ASSOCIATES LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
Share capital
Profit and loss reserves
Total
Notes
£000
£000
£000
Balance at 1 January 2024
10,000
15,032
25,032
Year ended 31 December 2024:
Loss and total comprehensive income
-
(174)
(174)
Dividends
11
-
(1,000)
(1,000)
Balance at 31 December 2024
10,000
13,858
23,858
Year ended 31 December 2025:
Profit and total comprehensive income
-
2,801
2,801
Balance at 31 December 2025
10,000
16,659
26,659
MICHAEL DAVIES AND ASSOCIATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 13 -
1
Accounting policies
Company information

Michael Davies and Associates Limited is a private company limited by shares incorporated in England and Wales. The registered office is Mda, Walker Park, Blackamoor Road, Blackburn, BB1 2LG.

1.1
Basis of preparation

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

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £000.

The financial statements have been prepared under the historical cost basis, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

This 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. T he company has therefore taken advantage of e xemptions from the following disclosure requirements:

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

- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

- Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

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

The financial statements of the company are consolidated in the financial statements of Bpost NV-SA. These consolidated financial statements are available Boulevard Anspach 1, box 1 – 1000 Brussels, Belgium.

1.2
Going concern

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

1.3
Revenue

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.

The company recognises revenue from the following major sources:

- Sale of goods

- Rendering of services

The nature, timing of satisfaction of performance obligations and significant payment terms of the company's major sources of revenue are as follows:

MICHAEL DAVIES AND ASSOCIATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 14 -
Sale of goods

Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of turnover can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Turnover from contracts for the provision of services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. Where the outcome cannot be estimated reliably, turnover is recognised only to the extent of the expenses recognised that it is probable will be recover ed.

1.4
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of unincorporated businesses 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 ten 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.

1.5
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:

Freehold land and buildings
10-50 years straight line
Plant and equipment
3-5 years straight line
Fixtures and fittings
4-10 years straight line
Computers
3-10 years straight line
Motor vehicles
3-5 years 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 credited or charged to profit or loss.

1.6
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

MICHAEL DAVIES AND ASSOCIATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 15 -

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.7
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.

1.8
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.

1.9
Financial instruments

The company 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 company's balance sheet when the company becomes party to the contractual provisions of the instrument.

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

Basic financial assets

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

MICHAEL DAVIES AND ASSOCIATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -
Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future 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. A m ounts 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.

MICHAEL DAVIES AND ASSOCIATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -
Other financial liabilities

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

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

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.10
Equity instruments

Equity instruments issued by the company 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 company.

1.11
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 company’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 when the company has 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.

MICHAEL DAVIES AND ASSOCIATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -
1.12
Provisions

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision i s measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

1.13
Employee benefits

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

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

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

1.14
Retirement benefits

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

1.15
Leases
As lessee

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

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

MICHAEL DAVIES AND ASSOCIATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 19 -
1.16
Government grants

Government grants are recognised at the fair value of the asset received or receivable. Grants are not

recognised until there is reasonable assurance that the company will comply with the conditions attaching

to them and the grants will be received.

Government grants are recognised using the accrual model and the performance model.

Under the accrual model, government grants relating to revenue are recognised on a systematic basis over

the periods in which the company recognises the related costs for which the grant is intended to

compensate. Grants that are receivable as compensation for expenses or losses already incurred or for the

purpose of giving immediate financial support to the entity with no future related costs are recognised in

income in the period in which it becomes receivable.

Grants relating to assets are recognised in income on a systematic basis over the expected useful life of the

asset. Where part of a grant relating to an asset is deferred, it is recognised as deferred income and not

deducted from the carrying amount of the asset.

Under the performance model, where the grant does not impose specified future performance-related

conditions on the recipient, it is recognised in income when the grant proceeds are received or receivable.

Where the grant does impose specified future performance-related conditions on the recipient, it is

recognised in income only when the performance-related conditions have been met. Where grants received

are prior to satisfying the revenue recognition criteria, they are recognised as a liability.

2
Judgements and key sources of estimation uncertainty

In the application of the company’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.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

(i) Goodwill amortisation

The company establishes a reliable estimate of the useful life of goodwill and intangible assets arising on business combinations. This estimate is based on a variety of factors such as the expected use of the acquired business, the expected usual life of the cash generating units to which the goodwill is attributed, any legal, regulatory or contractual provisions that can limit useful life and assumptions that market participants would consider in respect of similar businesses.

(ii) Provisions

Provision is made for dilapidations. Provisions require management’s best estimate of the costs that will be incurred based on legislative and contractual requirements. In addition, the timing of the cash flows and the discount rates used to establish net present value of the obligations require management’s judgement.

MICHAEL DAVIES AND ASSOCIATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
3
Turnover and other revenue
2025
2024
£000
£000
Turnover analysed by class of business
Sale of goods
1,475
2,604
Rendering of services
53,337
53,045
54,812
55,649
2025
2024
£000
£000
Other revenue
Interest income
390
240
Grants received
44
44

The whole of the turnover is attributable to the principal activity of the company wholly u ndertaken in the United Kingdom.

4
Operating profit
2025
2024
Operating profit for the year is stated after charging/(crediting):
£000
£000
Exchange (gains)/losses
-
0
1
Government grants
(44)
(44)
Depreciation of owned tangible fixed assets
1,209
1,017
Depreciation of tangible fixed assets held under finance leases
150
298
Amortisation of intangible assets
3,100
3,100
Operating lease charges
4,439
4,094
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£000
£000
For audit services
Audit of the financial statements of the company
36
26
MICHAEL DAVIES AND ASSOCIATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 21 -
6
Employees

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

2025
2024
Number
Number
Administrative staff
90
86
Management staff
13
13
Sales staff
12
11
Warehouse staff
369
387
Total
484
497

Their aggregate remuneration comprised:

2025
2024
£000
£000
Wages and salaries
15,980
16,907
Social security costs
1,792
1,381
Pension costs
554
492
18,326
18,780
7
Directors' remuneration
2025
2024
£000
£000
Remuneration for qualifying services
476
881
Company pension contributions to defined contribution schemes
100
71
576
952

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 3 (2024 - 3).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
2024
£000
£000
Remuneration for qualifying services
223
652
Company pension contributions to defined contribution schemes
59
19
MICHAEL DAVIES AND ASSOCIATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 22 -
8
Interest receivable and similar income
2025
2024
£000
£000
Interest income
Interest on bank deposits
390
240
9
Interest payable and similar expenses
2025
2024
£000
£000
Interest on bank overdrafts and loans
-
18
Interest on finance leases and hire purchase contracts
37
45
37
63
10
Taxation
2025
2024
£000
£000
Current tax
UK corporation tax on profits for the current period
106
1,099
Adjustments in respect of prior periods
(503)
61
Total current tax
(397)
1,160
Deferred tax
Origination and reversal of timing differences
(177)
94
Total tax (credit)/charge
(574)
1,254

The actual (credit)/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
£000
£000
Profit before taxation
2,227
1,080
Expected tax charge based on the standard rate of corporation tax in the UK of 25% (2024: 25%)
557
270
Effects of:
Expenses that are not deductible in determining taxable profit
803
923
Adjustments in respect of prior years
(503)
61
Group relief
(1,415)
-
0
Permanent capital allowances in excess of depreciation
(16)
-
0
Taxation (credit)/charge in the financial statements
(574)
1,254
MICHAEL DAVIES AND ASSOCIATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 23 -
11
Dividends
2025
2024
2025
2024
Per share
Per share
Total
Total
£
£
£000
£000
Ordinary shares
Interim paid
-
0
0.10
-
0
1,000
12
Intangible fixed assets
Goodwill
£000
Cost
At 1 January 2025 and 31 December 2025
31,003
Amortisation and impairment
At 1 January 2025
20,410
Amortisation charged for the year
3,100
At 31 December 2025
23,510
Carrying amount
At 31 December 2025
7,493
At 31 December 2024
10,593
13
Tangible fixed assets
Freehold land and buildings
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£000
£000
£000
£000
£000
£000
Cost
At 1 January 2025
2,117
2,931
5,410
1,480
33
11,971
Additions
66
147
393
199
14
819
At 31 December 2025
2,183
3,078
5,803
1,679
47
12,790
Depreciation and impairment
At 1 January 2025
459
2,069
3,778
967
14
7,287
Depreciation charged in the year
107
399
643
201
9
1,359
At 31 December 2025
566
2,468
4,421
1,168
23
8,646
Carrying amount
At 31 December 2025
1,617
610
1,382
511
24
4,144
At 31 December 2024
1,658
862
1,632
513
19
4,684
MICHAEL DAVIES AND ASSOCIATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
13
Tangible fixed assets
(Continued)
- 24 -
2025
2024
£000
£000
Freehold
1,205
1,240
Short leasehold
412
418
1,617
1,658

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

2025
2024
£000
£000
Plant and equipment
396
530
14
Stocks
2025
2024
£000
£000
Work in progress
29
22
15
Debtors
2025
2024
Amounts falling due within one year:
£000
£000
Trade debtors
11,696
12,440
Corporation tax recoverable
997
-
0
Prepayments and accrued income
2,453
2,429
15,146
14,869

Trade debtors are stated after provisions for impairment of £150,000 (202 4: £1 50,000).

MICHAEL DAVIES AND ASSOCIATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 25 -
16
Creditors: amounts falling due within one year
2025
2024
Notes
£000
£000
Obligations under finance leases and hire purchase contracts
17
174
225
Trade creditors
5,066
5,716
Amounts owed to group undertakings
445
-
0
Corporation tax
-
0
111
Other taxation and social security
968
873
Government grants
21
44
44
Other creditors
150
238
Accruals and deferred income
8,313
8,564
15,160
15,771

Obligations under finance leases and hire purchase contracts are secured on the assets concerned.

17
Finance lease obligations
2025
2024
Amounts due:
£000
£000
Within one year
174
225
After more than one year
252
416
426
641
2025
2024
Future minimum lease payments due:
£000
£000
Within one year
174
225
In two to five years
252
416
426
641

Finance lease payments represent obligations under hire purchase contracts.

18
Creditors: amounts falling due after more than one year
2025
2024
Notes
£000
£000
Obligations under finance leases and hire purchase contracts
17
252
416
Government grants
21
117
161
369
577

Obligations under finance leases and hire purchase contracts are secured on the assets concerned.

MICHAEL DAVIES AND ASSOCIATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 26 -
19
Provisions for liabilities
2025
2024
£000
£000
Dilapidations
2,045
1,889
Movements on provisions:
Dilapidations
£000
At 1 January 2025
1,889
Additional provisions in the year
156
At 31 December 2025
2,045

The dilapidations provisions is as a consequence of leases on six of the company's sites which could expire between 202 5 to 203 0, and which require the company to make good dilapidations.

20
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company:

Liabilities
Liabilities
2025
2024
Balances:
£000
£000
Accelerated capital allowances
-
215
Provisions
-
(38)
-
177
2025
Movements in the year:
£000
Liability at 1 January 2025
177
Credit to profit or loss
(177)
Liability at 31 December 2025
-

MICHAEL DAVIES AND ASSOCIATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 27 -
21
Government grants
2025
2024
£000
£000
Arising from government grants
161
205
Included in the financial statements as follows:
Current liabilities
44
44
Non-current liabilities
117
161
161
205
22
Retirement benefit schemes
2025
2024
Defined contribution schemes
£000
£000
Charge to profit or loss in respect of defined contribution schemes
554
492

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

23
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£000
£000
Issued and fully paid
Ordinary shares of £1 each
10,000,000
10,000,000
10,000
10,000
24
Operating lease commitments
As lessee

The operating leases are for commercial properties in the UK with lease terms up to ten years.

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2025
2024
£000
£000
Within 1 year
3,912
3,631
Years 2-5
7,073
8,167
After 5 years
-
0
96
10,985
11,894
25
Ultimate controlling party
MICHAEL DAVIES AND ASSOCIATES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
25
Ultimate controlling party
(Continued)
- 28 -

The company's ultimate parent company, and the largest group in which the results of the company are consolidated is Bpost NV-SA, a company registered in Belgium, copies of their financial statements can be obtained from Boulevard Anspach 1, box 1 – 1000 Brussels, Belgium.

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