REGISTERED NUMBER: 05557810 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED

31ST DECEMBER 2025

FOR

MINDEN SYSTEMS LTD

Page

Company information

1

Balance sheet

2

Notes to the financial statements

4

Directors:

B Freeman

R Freeman

A Freeman

Registered office:

3 Wayside Business Park

Wayside

Braunston

Northants

NN11 7HB

Registered number:

05557810 (England and Wales)

Fixed assets

Intangible assets

4

3,343

2,924

Tangible assets

5

35,899

50,185

39,242

53,109

Current assets

Stocks

6

121,194

159,892

Debtors

7

188,931

264,904

Cash at bank

79,089

113,173

389,214

537,969

Creditors

Amounts falling due within one year

8

194,728

346,346

Net current assets

194,486

191,623

Total assets less current liabilities

233,728

244,732

Creditors

Amounts falling due after more than one year

9

(6,566

)

(20,317

)

Provisions for liabilities

12

(5,600

)

(9,509

)

Net assets

221,562

214,906

Capital and reserves

Called up share capital

13

1,000

1,000

Retained earnings

220,562

213,906

Shareholders' funds

221,562

214,906

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31st December 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31st December 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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

In accordance with Section 444 of the Companies Act 2006, the Statement of income and retained earnings has not been delivered.

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

B Freeman - Director

1.	Statutory information

Minden Systems Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	Accounting policies

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Website is being amortised evenly over its estimated useful life of five years.

Tangible fixed assets

Tangible fixed assets are included in the balance sheet at cost less accumulated depreciation.

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life:

Plant & machinery

15% reducing balance

Motor vehicles

25% reducing balance

Computer equipment

33% straight line

Stocks

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

Financial instruments

The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and 'Other Financial Instruments Issues' of FRS102 to all of its financial instruments.

Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

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

Basic financial assets

Basic financial assets, which include trade and other receivables and cash and bank balances, are measured at transaction price less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

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 the 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 date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after 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 assets 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 group transfers the financial asset and substantially all of the risks and rewards of the 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 group after deducing all of its liabilities.

Basic financial liabilities, including trade and other payables are measured at the transaction price. Other financial liabilities, including bank loans, loans from fellow group companies and preference shares that are classified as debt, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

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 subsequently 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.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Income and Retained Earnings, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase & leasing commitments

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

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

Pension costs & other post-retirement benefits

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

3.	Employees (including officers)

The average number of employees during the year was 11 (2024 - 10 ) .

4.	Intangible fixed assets

Other

intangible

assets

£

Cost

At 1st January 2025

4,500

Additions

1,648

At 31st December 2025

6,148

Amortisation

At 1st January 2025

1,576

Charge for year

1,229

At 31st December 2025

2,805

Net book value

At 31st December 2025

3,343

At 31st December 2024

2,924

5.	Tangible fixed assets

Plant &

Motor

Computer

machinery

vehicles

equipment

Totals

£

£

£

£

Cost

At 1st January 2025

19,499

73,936

27,145

120,580

Additions

-

-

3,517

3,517

Disposals

-

(10,634

)

-

(10,634

)

At 31st December 2025

19,499

63,302

30,662

113,463

Depreciation

At 1st January 2025

9,777

38,581

22,037

70,395

Charge for year

1,458

9,142

4,773

15,373

Eliminated on disposal

-

(8,204

)

-

(8,204

)

At 31st December 2025

11,235

39,519

26,810

77,564

Net book value

At 31st December 2025

8,264

23,783

3,852

35,899

At 31st December 2024

9,722

35,355

5,108

50,185

The net book value of tangible fixed assets includes £ 21,409 (2024 - £ 28,544 ) in respect of assets held under hire purchase contracts.

6.

Stocks

31.12.25

31.12.24

£

£

Stocks

121,194

159,892

7.

Debtors: amounts falling due within one year

31.12.25

31.12.24

£

£

Trade debtors

169,370

264,346

Other debtors

19,561

558

188,931

264,904

8.

Creditors: amounts falling due within one year

31.12.25

31.12.24

£

£

Bank loans & overdrafts (see note 10)

-

37,500

Hire purchase contracts (see note 11)

11,131

8,942

Trade creditors

91,598

162,270

Corporation tax

11,700

31,747

Social security & other tax

52,231

50,427

Other creditors & accruals

28,068

19,460

Directors' loan accounts

-

36,000

194,728

346,346

9.

Creditors: amounts falling due after more than one year

31.12.25

31.12.24

£

£

Hire purchase contracts (see note 11)

6,566

20,317

10.

Loans

An analysis of the maturity of loans is given below:

31.12.25

31.12.24

£

£

Amounts falling due within one year or on demand:

Bank loans

-

37,500

11.	Leasing agreements

Minimum lease payments under hire purchase fall due as follows:

31.12.25

31.12.24

£

£

Net obligations repayable:

Within one year

11,131

8,942

Between one and five years

6,566

20,317

17,697

29,259

12.	Provisions for liabilities

31.12.25

31.12.24

£

£

Deferred tax

5,600

9,509

Deferred tax

£

Balance at 1st January 2025

9,509

Utilised during year

(3,909

)

Balance at 31st December 2025

5,600

13.	Called up share capital

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.12.25

31.12.24

value:

£

£

1,000

Ordinary

£1

1,000

1,000

100% of the share capital was acquired by ESC Spinnaker Ltd on 5th January 2026.

14.	Contingent liabilities

There were no contingent liabilities as at 31st December 2025.

15.	Related party disclosures

During the year, the directors of the company used a current account to records amounts due to them and amounts drawn by them. The balance at the year end was £nil (2024: £36,000 owed by the company.