Caseware UK (AP4) 2024.0.164 2024.0.164 Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that: so far as the directors are aware, there is no relevant audit information of which the Company's auditor is unaware; and the directors have taken all the steps that ought to have been taken as directors in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.In our opinion, the financial statements: give a true and fair view of the state of the Company’s affairs as at 31 August 2025 and of its loss 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.The Directors are responsible for the other information. The other information comprises the information included in the Report and Financial Statements, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. 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.In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors’ report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: 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 report, 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. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the Company and management.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: Non-compliance with laws and regulations Based on: Our understanding of the Company and the industry in which it operates; Discussion with management and those charged with governance; and Obtaining an understanding of the Company’s policies and procedures regarding compliance with laws and regulations. We considered the significant laws and regulations to be the Companies Act 2006, FRS 102, and UK tax legislation. The Company is also subject to laws and regulations where the consequence of non-compliance could have a material effect on the amount or disclosures in the financial statements, for example through the imposition of fines or litigations. Our procedures in respect of the above included: Enquiries of management whether there were any litigations and claims; Review of minutes of meetings of those charged with governance for any instances of non-compliance with laws and regulations; Review of financial statement disclosures and agreeing to supporting documentation; and Review of legal expenditure accounts to understand the nature of expenditure incurred. Fraud We assessed the susceptibility of the financial statements to material misstatement, including fraud. Our risk assessment procedures included: Enquiry with management and those charged with governance regarding any known or suspected instances of fraud; Obtaining an understanding of the Company’s policies and procedures relating to: Detecting and responding to the risks of fraud; and Internal controls established to mitigate risks related to fraud. Review of minutes of meetings of those charged with governance for any known or suspected instances of fraud; Discussion amongst the engagement team as to how and where fraud might occur in the financial statements; Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; and Considering remuneration incentive schemes and performance targets and the related financial statement areas impacted by these. Based on our risk assessment, we considered the areas most susceptible to fraud to be improper revenue recognition and management override of controls. Our procedures in respect of the above included: Testing a sample of journal entries throughout the year, which met defined risk criteria, including unusual journal combinations within revenue, by agreeing to supporting documentation; Testing a sample of random journal entries posted throughout the year which did not meet any specific risk criteria; and Assessing significant estimates made by management for bias including a review of the underlying assumptions incorporated into the inventory and bad debt provisions. We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members who were all deemed to have appropriate competence and capabilities and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to 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.The Company’s business activities, together with the factors likely to affect its future development, performance and position are set out in the Strategic Report on pages of these financial statements. Label.M Products Limited is a wholly owned subsidiary of the Toni & Guy Group Limited group of companies (the "Group") and has extremely close ties with its sister companies, Mascolo Group Limited and Toni & Guy Accessories Limited. Together, these three entities form the Products Division. Mascolo Group Limited performs several functions for the Products Division and acts as a central treasury function. Due to its financial performance and net liability position, Label.M Products Limited receives operational and financial support from Toni & Guy Accessories Limited and Mascolo Group Limited. Label.M Products Limited had current assets as at 31 August 2025 of £3,593,518 (2024 - £3,562,250) and current liabilities of £7,465,470 (2024 - £7,287,737). However £6,889,905 (2024 - £6,809,451) of this is owed to a fellow subsidiary and member of the Produucts Division, Mascolo Group Limited. As the directors of Label.M Products Limited are also the directors of Mascolo Group Limited, they have full control of how intercompany balances are managed. The directors are mindful of more recent challenges brought about by volatility in the UK economy, including above average inflation resulting in cost of living challenges and consumer spending constraints. In addition, they note the impact of upward pressure on raw materials due to a combination of increased manufacturing costs compounded by import tariff increases. Management has taken action to mitigate these impacts as far as possible by, for example, taking advantage of manufacturing price breaks, better inventory planning and consistently reviewing product lines and pricing architecture to ensure gross margins are not eroded whilst remaining market competitive. In assessing the appropriateness of the going concern assumption, the directors have prepared detailed cash flow forecasts for the wider Products Division, which incorporate its response to the consumer pressures across the markets in which it operates and upward cost pressure on manufacturing costs, for the going concern period of 12 months from approval of these financial statements. The directors have also considered the Company's exposure to the ongoing conflict in the Middle East as part of this assessment. Given the nature of the Group's supply chain and customer base, direct exposure is limited, and sensitivity analysis performed as part of the forecasting process indicates the impact would not be material to the going concern conclusion. This will continue to be monitored closely. The Products Division has been trading favourably against these forecasts on a profit basis. The Company management have taken the opportunity to accelerate certain elements of its business plan, including new territory expansion, consolidation of product lines and the refocusing of key staff and are now operating with closer visibility and control of operating KPIs, notably gross profit margins and revenue growth. Based on reasonable sensitivities applied to the Product Division's forecasts, the Board have concluded that the Company and Products Division will be able to continue to operate within existing facilities for the foreseeable future and have not identified a material uncertainty in this regard. If required, the Company has the flexibility and headroom to react to unforeseen market challenges via inventory management, product pricing and cost control. On this basis, the going concern basis has been applied in preparing these financial statements.P R Mascolo 2026-07-06 true its own associates 0 The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102 ("FRS 102"), the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.true Tax is recognised in the Statement of Comprehensive Income except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date in the countries where the Company operates and generates income. Include Deferred Tax?Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Balance Sheet date, except that:The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; andAny deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date.Deferred tax balances are not discounted Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Balance Sheet date, except that: The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date. 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| Label.M Products Limited
| Report and Financial Statements
| Year Ended
| 31 August 2025
| Company Number 07203986
Label.M Products Limited
Company Information
Directors | S M Mascolo-Tarbuck
| D Fitzgerald (appointed 15 July 2026)
Registered number | 07203986
Registered office | Berkeley House
| Amery Street
| Alton
| Hampshire
| GU34 1HN
Independent auditor | BDO LLP
| 55 Baker Street
| London
| W1U 7EU
Label.M Products Limited
Contents
| Page
Strategic Report | 1 - 2
Directors' Report | 3 - 4
Independent Auditor's Report | 5 - 9
Statement of Comprehensive Income | 10
Balance Sheet | 11
Statement of Changes in Equity | 12
Notes to the Financial Statements | 13 - 21
Label.M Products Limited
Strategic Report for the Year Ended 31 August 2025 The directors present their Strategic Report together with the audited financial statements of Label.M Products Limited (the "Company") for the year ended 31 August 2025.
Principal activity
The Company's principal activity is the provision of hair care products and equipment to hairdressing salons and end consumers.
Review of the business, post reporting dates events and future developments
The Statement of Comprehensive Income is set out on page 10 and shows turnover for the year of £5,858,969 (2024 - £5,527,750), an increase of 6% compared to a decrease of 24% in the prior year. The improvement in revenue is principally attributable to the establishment of the Amazon platform as a new sales channel, which contributed approximately £585,000 of incremental revenue in the year. Gross margin reduced to 35.8% (2024 - 39.7%), principally due to the accelerated clearance of short-dated stock at reduced selling prices. The Company's supply chain operations were streamlined in the prior year through the adoption of an outsourced logistics model. The full benefit of this restructuring continued to flow through in the current year, contributing to a reduction in administrative expenses to £2,241,728 (2024 - £2,376,010). As a result, operating losses reduced to £146,465 (2024 - £179,300) and the directors consider the business to be on a rationalised platform for future growth. As part of the prior year operational reorganisation, certain functions were consolidated with the central group function. There have been no post reporting date events which materially affect the financial position of the Company. The Company has a shareholders' deficit of £3,871,952 (2024 - £3,725,487). The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future and accordingly continue to adopt the going concern basis in preparing the financial statements.
Key performance indicators
As a retailer of products to the haircare industry, revenue and gross margins are the two key performance indicators and as noted above revenue increased and gross margin has decreased in the year. After these, administration expenses are closely monitored. Inventory management is critical to the Company’s growth potential and management have regular meetings to both review inventory levels and approve new purchases.
Future developments
The Company is continuing to concentrate on growing the sales and client base of its professional hair care range, Label.m through market expansion and product development.
Principal risks and uncertainties
The haircare product market is highly competitive and the Company has invested heavily in its brand both in the UK and globally which has affected its profitability. The brand's growing strength is expected to continue through this investment and new product development and strategically, if the Company can deliver a growth in sales in existing and new markets, this can be achieved with growth in gross and net margins. The main financial risks arising from the Company's activities are credit risk and liquidity risk. These are monitored by the Board of directors and were not considered to be significant at the reporting date. The Company's policy in respect of credit risk, is to require appropriate credit checks on potential customers before sales are made. 1
Label.M Products Limited
Strategic Report (continued) for the Year Ended 31 August 2025 Principal risks and uncertainties (continued) The Company's policy in respect of liquidity risk is to maintain bank accounts to ensure the Company has sufficient funds for operations. The cash deposits are held in a mixture of short term deposits and current accounts which earn interest at a floating rate. There is a risk that ongoing macroeconomic conditions, such as challenges in the employment market and the increased cost of living, will impact on the buying and consumption patterns of both salons and consumers at those salons. The management team are proactively responding to these matters but remain aware that they could have an impact on future performance. Further, the Company is exposed to a number of the risks faced by the wider Toni & Guy Group Limited Group, namely: ∙The hairdressing industry within the key markets of the United Kingdom, Europe and Australia is highly competitive and the Group is implementing plans to improve the standards of its salons by continuing to invest in staff education, by enhancing the customer's experience and by expanding this education further into the fields of customer service, business management and information technology. ∙The high street is facing many challenges with evolving consumer behaviour, increasing property costs and increasing employment costs. Whilst the Group fully supports the principles of fair and appropriate reward for employees, other areas of inflationary pressure and levies do present a risk to margins for 'brick and mortar' customer facing sectors. However, the demand for high end hairdressing remains and therefore managing the Group's performance and costs base remains a priority. ∙More recently, import duties on both raw materials and finished goods have put pressure on gross margins. This has been mitigated by strong relationships with key suppliers, allowing some price negotiation plus better purchasing decision making to reduce unnecessary inventory commitments. ∙Increased energy costs, which are expected to follow the tensions in the Middle East – will be closely monitored to ensure risk is kept to a minimum and the business is reactive to these changes. ∙The main financial risks arising from the Company’s activities are liquidity risk and foreign currency exchange risks. These are monitored by the board and management and were not considered to be significant at the reporting date.
Going concern
Further information in this regard is provided in note 2.3 to these financial statements, including the basis on which the Board have concluded that it remains appropriate to adopt the going concern basis of preparation. This report was approved by the Board and signed on its behalf by:
................................................ S M Mascolo-Tarbuck Director
Date:
2
Label.M Products Limited
Directors' Report for the Year Ended 31 August 2025 The directors present their report together with the audited financial statements of Label.M Products Limited (the "Company") for the year ended 31 August 2025.
Business review
A review of the business and its principal risks and uncertainties is set out in the Strategic Report, on pages 1 - 2 of these financial statements.
Results and dividends
The loss for the year, after taxation, amounted to £146,465 (2024 - £179,300). No interim dividends (2024 - £Nil) were declared during the year. The directors do not recommend payment of a final dividend (2024 - £Nil).
Directors
The directors who served during the year were: C F Mascolo (resigned 6 July 2026)
P P Mascolo (resigned 10 July 2026) P R Mascolo (resigned 6 May 2025)
S M Mascolo-Tarbuck
Directors' responsibilities statement
The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and 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. 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. 3
Label.M Products Limited
Directors' Report (continued) for the Year Ended 31 August 2025
Post balance sheet events
Subsequent to the year end, on 6 July 2026, C F Mascolo resigned as a director of the Company, and on 10 July 2026, P P Mascolo resigned as a director of the Company. On 2 June 2026, Sacha Mascolo-Tarbuck became the ultimate beneficial owner of Toni & Guy Group Limited, the ultimate parent company of Label.m Products Limited. On 15 July 2026, David Fitzgerald was appointed as a director, There have been no other post balance sheet events affecting the Company since the year end.
Qualifying third-party indemnity provisions
Qualifying third party indemnity provisions for the benefit of the directors were in force during the year under review and remain in force at the date of approval of the Directors' Report and financial statements.
Disclosure of information to auditor
Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that: ∙so far as the directors are aware, there is no relevant audit information of which the Company's auditor is unaware; and ∙the directors have taken all the steps that ought to have been taken as directors in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.
Matters covered in the Strategic Report
In line with FRS 102, certain matters which are required to be disclosed in the Directors' Report have been omitted as they are included in the Strategic Report on pages 1 - 2.
Auditor
The auditor, BDO LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. This report was approved by the Board and signed on its behalf by:
................................................ S M Mascolo-Tarbuck Director
Date: 31 July 2026
4
Label.M Products Limited
Independent Auditor's Report to the Members of Label.M Products Limited Opinion on the financial statements In our opinion, the financial statements: ∙give a true and fair view of the state of the Company’s affairs as at 31 August 2025 and of its loss 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. We have audited the financial statements of Label M. Products Limited (“the Company”) for the year ended 31 August 2025 which comprise of the following:
The Statement of Comprehensive Income;
The Balance Sheet;
The Statement of Changes in Equity;
Notes to the Financial Statements; and
A summary of significant accounting policies.
The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice). 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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Independence 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. 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. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the Company's ability to continue as a going concern. Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report. 5
Label.M Products Limited
Independent Auditor's Report to the Members of Label.M Products Limited (continued) Other information The Directors are responsible for the other information. The other information comprises the information included in the Report and Financial Statements, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. 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. Other Companies Act 2006 reporting In our opinion, based on the work undertaken in the course of the audit: ∙the information given in the Strategic report and the Directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and ∙the Strategic report and the Directors’ report have been prepared in accordance with applicable legal requirements. In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors’ report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: ∙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 report, 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. 6
Label.M Products Limited
Independent Auditor's Report to the Members of Label.M Products Limited (continued) 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. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the Company and management. Extent to which the audit was capable of detecting irregularities, including fraud 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: Non-compliance with laws and regulations Based on: ∙Our understanding of the Company and the industry in which it operates; ∙Discussion with management and those charged with governance; and ∙Obtaining an understanding of the Company’s policies and procedures regarding compliance with laws and regulations. We considered the significant laws and regulations to be the Companies Act 2006, FRS 102, and UK tax legislation. The Company is also subject to laws and regulations where the consequence of non-compliance could have a material effect on the amount or disclosures in the financial statements, for example through the imposition of fines or litigations. Our procedures in respect of the above included: ∙Enquiries of management whether there were any litigations and claims; ∙Review of minutes of meetings of those charged with governance for any instances of non-compliance with laws and regulations; ∙Review of financial statement disclosures and agreeing to supporting documentation; and ∙Review of legal expenditure accounts to understand the nature of expenditure incurred. 7
Label.M Products Limited
Independent Auditor's Report to the Members of Label.M Products Limited (continued) Auditor's responsibilities for the audit of the financial statements (continued) Extent to which the audit was capable of detecting irregularities, including fraud (continued) Fraud We assessed the susceptibility of the financial statements to material misstatement, including fraud. Our risk assessment procedures included: ∙Enquiry with management and those charged with governance regarding any known or suspected instances of fraud; ∙Obtaining an understanding of the Company’s policies and procedures relating to: °Detecting and responding to the risks of fraud; and °Internal controls established to mitigate risks related to fraud. ∙Review of minutes of meetings of those charged with governance for any known or suspected instances of fraud; ∙Discussion amongst the engagement team as to how and where fraud might occur in the financial statements; ∙Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; and ∙Considering remuneration incentive schemes and performance targets and the related financial statement areas impacted by these. Based on our risk assessment, we considered the areas most susceptible to fraud to be improper revenue recognition and management override of controls. Our procedures in respect of the above included: ∙Testing a sample of journal entries throughout the year, which met defined risk criteria, including unusual journal combinations within revenue, by agreeing to supporting documentation; ∙Testing a sample of random journal entries posted throughout the year which did not meet any specific risk criteria; and ∙Assessing significant estimates made by management for bias including a review of the underlying assumptions incorporated into the inventory and bad debt provisions. We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members who were all deemed to have appropriate competence and capabilities and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to 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. 8
Label.M Products Limited
Independent Auditor's Report to the Members of Label.M Products Limited (continued) Use of our report This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 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. Ed Green-Wilkinson (Senior Statutory Auditor) For and on behalf of BDO LLP, Statutory Auditor London, UK Date:31 July 2026 BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127). 9
Label.M Products Limited
Statement of Comprehensive Income for the Year Ended 31 August 2025
| 2025 | 2024
Note | £ | £
Turnover | 4 | 5,858,969 | 5,527,750
Cost of sales |  | (3,763,706) | (3,331,040)
Gross profit |  | 2,095,263 | 2,196,710
Administrative expenses |  | (2,241,728) | (2,376,010)
Operating loss | 5 | (146,465) | (179,300)
Taxation | 8 | - | -
Loss for the financial year |  | (146,465) | (179,300)
All amounts relate to continuing operations. There was no other comprehensive income for 2025 (2024 - £Nil).
The notes on pages 13 to 21 form part of these financial statements.
10
Label.M Products Limited Registered number: 07203986
Balance Sheet as at 31 August 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Current assets |  |  |  |  |
Stocks | 10 | 2,659,302 |  | 2,525,354 |
Debtors | 11 | 932,565 |  | 1,035,215 |
Cash at bank and in hand |  | 1,651 |  | 1,681 |
|  | 3,593,518 |  | 3,562,250 |
Creditors: amounts falling due within one year | 12 | (7,465,470) |  | (7,287,737) |
Net current liabilities |  |  | (3,871,952) |  | (3,725,487)
Net liabilities |  |  | (3,871,952) |  | (3,725,487)
Capital and reserves |  |  |  |  |
Called up share capital | 13 |  | 311 |  | 311
Profit and loss account | 14 |  | (3,872,263) |  | (3,725,798)
|  |  | (3,871,952) |  | (3,725,487)
The financial statements were approved and authorised for issue by the Board and were signed on its behalf by:
................................................ S M Mascolo-Tarbuck
Director
Date: 31 July 2026
The notes on pages 13 to 21 form part of these financial statements. 11
Label.M Products Limited
Statement of Changes in Equity for the Year Ended 31 August 2025
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 September 2024 | 311 | (3,725,798) | (3,725,487)
Comprehensive loss for the year |  |  |
Loss for the year | - | (146,465) | (146,465)
At 31 August 2025 | 311 | (3,872,263) | (3,871,952)
Statement of Changes in Equity for the Year Ended 31 August 2024
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 September 2023 | 311 | (3,546,498) | (3,546,187)
Comprehensive loss for the year |  |  |
Loss for the year | - | (179,300) | (179,300)
At 31 August 2024 | 311 | (3,725,798) | (3,725,487)
| The notes on pages 13 to 21 form part of these financial statements.
12
Label.M Products Limited
Notes to the Financial Statements for the Year Ended 31 August 2025
1. | General information
Label.M Products Limited is a private company, limited by shares, incorporated in England and Wales under the Companies Act 2006. The address of the registered office is stated on the Company Information page and the nature of the Company's operations and its principal activities are set out in the Strategic Report. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102 ("FRS 102"), the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3). The following principal accounting policies have been applied:
| 2.2 | Financial Reporting Standard 102 - reduced disclosure exemptions
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": ∙the requirements of Section 7 Statement of Cash Flows; ∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d); ∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c); ∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A; and ∙the requirements of Section 33 Related Party Disclosures paragraph 33.7. This information is included in the consolidated financial statements of Toni & Guy Group Limited as at 31 August 2025 and these financial statements may be obtained from Companies House, Crown Way, Cardiff, CF14 3UZ.
| 2.3 | Going concern
The Company’s business activities, together with the factors likely to affect its future development, performance and position are set out in the Strategic Report on pages 1 to 2 of these financial statements. Label.M Products Limited is a wholly owned subsidiary of the Toni & Guy Group Limited group of companies (the "Group") and has extremely close ties with its sister companies, Mascolo Group Limited and Toni & Guy Accessories Limited. Together, these three entities form the Products Division. Mascolo Group Limited performs several functions for the Products Division and acts as a central treasury function. Due to its financial performance and net liability position, Label.M Products Limited receives operational and financial support from Toni & Guy Accessories Limited and Mascolo Group Limited. 13
Label.M Products Limited
Notes to the Financial Statements for the Year Ended 31 August 2025 2.Accounting policies (continued)
| 2.3 | Going concern (continued)
Label.M Products Limited had current assets as at 31 August 2025 of £3,593,518 (2024 - £3,562,250) and current liabilities of £7,465,470 (2024 - £7,287,737). However £6,889,905 (2024 - £6,809,451) of this is owed to a fellow subsidiary and member of the Produucts Division, Mascolo Group Limited. As the directors of Label.M Products Limited are also the directors of Mascolo Group Limited, they have full control of how intercompany balances are managed. The directors are mindful of more recent challenges brought about by volatility in the UK economy, including above average inflation resulting in cost of living challenges and consumer spending constraints. In addition, they note the impact of upward pressure on raw materials due to a combination of increased manufacturing costs compounded by import tariff increases. Management has taken action to mitigate these impacts as far as possible by, for example, taking advantage of manufacturing price breaks, better inventory planning and consistently reviewing product lines and pricing architecture to ensure gross margins are not eroded whilst remaining market competitive. In assessing the appropriateness of the going concern assumption, the directors have prepared detailed cash flow forecasts for the wider Products Division, which incorporate its response to the consumer pressures across the markets in which it operates and upward cost pressure on manufacturing costs, for the going concern period of 12 months from approval of these financial statements. The directors have also considered the Company's exposure to the ongoing conflict in the Middle East as part of this assessment. Given the nature of the Group's supply chain and customer base, direct exposure is limited, and sensitivity analysis performed as part of the forecasting process indicates the impact would not be material to the going concern conclusion. This will continue to be monitored closely. The Products Division has been trading favourably against these forecasts on a profit basis. The Company management have taken the opportunity to accelerate certain elements of its business plan, including new territory expansion, consolidation of product lines and the refocusing of key staff and are now operating with closer visibility and control of operating KPIs, notably gross profit margins and revenue growth. Based on reasonable sensitivities applied to the Product Division's forecasts, the Board have concluded that the Company and Products Division will be able to continue to operate within existing facilities for the foreseeable future and have not identified a material uncertainty in this regard. If required, the Company has the flexibility and headroom to react to unforeseen market challenges via inventory management, product pricing and cost control. On this basis, the going concern basis has been applied in preparing these financial statements.
| 2.4 | Turnover
Turnover represents sales to external customers at invoiced amounts less value added tax or local taxes on sales and trade discounts. Turnover is recognised when the risks and rewards of owning the goods have passed over to the customer which is generally on delivery. 14
Label.M Products Limited
Notes to the Financial Statements for the Year Ended 31 August 2025 2.Accounting policies (continued)
| 2.5 | Taxation
Tax is recognised in the Statement of Comprehensive Income except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date in the countries where the Company operates and generates income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Balance Sheet date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date. Deferred tax balances are not discounted.
| 2.6 | Investments
Investments held as fixed assets are stated at cost less any provision for impairment.
| 2.7 | Stocks
Stocks are valued at the lower of cost and net realisable value. Cost is based on a first in, first out (FIFO) basis and is based on the expenditure incurred in acquiring the stock. Net realisable value is based on estimated selling price less additional costs to sell.
| 2.8 | Debtors
Short-term debtors are measured at transaction price, less any impairment.
| 2.9 | Cash at bank and in hand
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.
| 2.10 | Creditors
Short-term creditors are measured at the transaction price. 15
Label.M Products Limited
Notes to the Financial Statements for the Year Ended 31 August 2025
3. | Judgements in applying accounting policies and key sources of estimation uncertainty
In preparing these financial statements, the directors have had to make the following judgements: ∙Stock is carried at the lower of cost and net realisable value. In determining if there is a requirement for a provision to reduce to net realisable value and deciding on an appropriate level of provision, management considers recent and the post year-end sales history of the item of stock. ∙Determine whether there are indicators of impairment of the Company's debtors. Factors taken into consideration in reaching such a decision include the age of the debt, recovery since the reporting date and discussions with the customer. Provisions are raised where debtors are not considered recoverable in full or in part. Provisions are reassessed as part of the above review and are released where subsequent information supports the recovery of the debt. Other key sources of estimation uncertainty: ∙ Investments (see note 9) Estimates, assumptions and judgements relate to the determination of carrying value of investments at amortised cost less any provisions for impairment. In determining this amount, the Company applies the overriding concept that fair value is the value in use, determined by assessing discounted future expected cashflows by using an appropriate discount rate. The nature, facts and circumstance of the investment drives the valuation methodology.
4. | Turnover
Analysis of turnover by country of destination:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| United Kingdom | 3,479,744 | 3,262,208
| Rest of Europe | 1,514,247 | 1,593,836
| Rest of the world | 864,978 | 671,706
|  | 5,858,969 | 5,527,750
| The whole of the turnover is attributable to the principal activity stated on the Company Information page.
5. | Operating loss
| The operating loss is stated after charging:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Stock (impairment release) / impairment | (26,418) | 458,652
6. | Auditor's remuneration
| All fees payable to Company's auditor are borne by other group entities.
16
Label.M Products Limited
Notes to the Financial Statements for the Year Ended 31 August 2025
7. | Employees
| The Company has no employees other than the directors, who did not receive any remuneration (2024 - £Nil).
8. | Taxation
| Factors affecting tax charge for the year The tax assessed for the year differs from (2024 - differs from) the standard rate of corporation tax in the UK of 25% (2024 -25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Loss before tax | (146,465) | (179,300)
| Loss multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | (36,616) | (44,825)
| Effects of: |  |
| Expenses not deductible for tax purposes | 1,101 | 3,534
| Group relief surrendered | 94,582 | 131,904
| Movement in deferred tax not recognised | (59,067) | (90,613)
| Total tax charge for the year | - | -
| Deferred tax assets have not been recognised in respect of losses carried forward due to future taxable profits not being anticipated. The total amount of unrecognised tax losses is £508,151 (2024 - £749,157).
| Factors that may affect future tax charges
There are no factors that may affect future tax charges. 17
Label.M Products Limited
Notes to the Financial Statements for the Year Ended 31 August 2025
9. | Fixed asset investments
|  | Investments in associates | Other fixed asset investments | Total
|  | £ | £ | £
| Cost |  |  |
| At 1 September 2024 | 32,300 | 181,948 | 214,248
| Additions | 33,314 | - | 33,314
| At 31 August 2025 | 65,614 | 181,948 | 247,562
| Impairment |  |  |
| At 1 September 2024 | 32,300 | 181,948 | 214,248
| Charge for the year | 33,314 | - | 33,314
| At 31 August 2025 | 65,614 | 181,948 | 247,562
| Net book value |  |  |
| At 31 August 2025 | - | - | -
| At 31 August 2024 | - | - | -
| Associates The following are associate undertakings of the Company:
| Name | Country of incorporation or registration | Principal activity | Holding
| Label.m Italy Srl | Italy | Wholesale of hairdressing supplies | 45%
| IDLINC PTY Ltd | Australia | Promotion and retail of hair care products | 50%
The registered office of IDLINC PTY Ltd is 255c Oxford St, Paddington, New South Wales, 2021 Australia. The registered office of Label.m Italy Sri is Via della Borsa, 7, 31033 Castelfranco Veneto TV, Italy. Other investments Other investments represent long term loans granted to Label.m USA, a company incorporated in the USA under common control. 18
Label.M Products Limited
Notes to the Financial Statements for the Year Ended 31 August 2025
10. | Stocks
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Finished goods and goods for resale | 3,274,849 | 3,028,665
| Packaging | 326,930 | 465,585
| Provision for stock | (942,477) | (968,896)
|  | 2,659,302 | 2,525,354
| There is no material difference between the replacement cost of stocks and the amounts stated above.
11. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade debtors | 551,631 | 618,684
| Amounts owed by group undertakings | 123,000 | 65,875
| Amounts owed by associates | 232,593 | 302,351
| Prepayments and accrued income | 25,341 | 48,305
|  | 932,565 | 1,035,215
| All amounts shown under debtors fall due for payment within one year. Amounts owed by group undertakings and associates are unsecured, interest free and repayable on demand. The impairment expense that has been recognised in the Statement of Comprehensive Income for the year in respect of bad and doubtful debtors was £60,388 (2024 - income of £35,299).
12. | Creditors: amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade creditors | 474,709 | 423,030
| Amounts owed to group undertakings | 6,889,905 | 6,809,451
| Accruals and deferred income | 100,856 | 55,256
|  | 7,465,470 | 7,287,737
| Amounts owed to group undertakings are unsecured, interest free and repayable on demand.
19
Label.M Products Limited
Notes to the Financial Statements for the Year Ended 31 August 2025
13. | Called up share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 311,239 Ordinary shares of £0.001 each | 311 | 311
| The Ordinary shares have attached to them full voting, dividend and capital distribution (including on winding up) rights. They do not confer any rights of redemption.
14. | Reserves
The Company's capital and reserves are as follows: Called up share capital Called up share capital represents the nominal value of the shares issued. Profit and loss account Profit and loss account represents cumulative profits or losses, net of dividends paid and other adjustments.
15. | Related party transactions
| The Company has taken advantage of the exemption available under paragraph 33.1A of the Financial Reporting Standard 102 not to disclose transactions with other wholly owned members of the Group. During the year, the Company made sales of £433,144 (2024 - £556,131) to subsidiaries of Toni & Guy Group Limited. The balance outstanding at the year end was a payable of £835,915 (2024 - £772,646). During the year, the Company made sales of £877,759 (2024 - £1,265,100) to its own associates. The balance outstanding at the year end was a receivable of £232,593 (2024 - £302,351).
16. | Post balance sheet events
Subsequent to the year end, on 6 July 2026, C F Mascolo resigned as a director of the Company, and on 10 July 2026, P P Mascolo resigned as a director of the Company. On 2 June 2026, Sacha Mascolo-Tarbuck became the ultimate beneficial owner of Toni & Guy Group Limited, the ultimate parent company of Label.m Products Limited. On 15 July 2026, David Fitzgerald was appointed as a director, There have been no other post balance sheet events affecting the Company since the year end. 20
Label.M Products Limited
Notes to the Financial Statements for the Year Ended 31 August 2025
17. | Controlling party
As at 31 August 2025, the ultimate parent company was Toni & Guy Group Limited. The immediate parent company was Toni & Guy International Limited. Toni & Guy Group Limited is the smallest and largest group of which the Company is a member and for which consolidated financial statements are prepared. From 2 June 2026, the ultimate controlling party is S M Mascolo-Tarbuck. During the financial year and prior to 2 June 2026, the ultimate controlling party was P R Mascolo. Copies of the consolidated financial statements of Toni & Guy Group Limited are available from Companies House, Crown Way, Cardiff, CF14 3UZ.
21