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Report and Financial Statements
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Company Information
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D Fitzgerald (appointed 15 July 2026)
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Contents
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Independent Auditor's Report
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Statement of Comprehensive Income
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Statement of Changes in Equity
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Notes to the Financial Statements
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Strategic Report
for the Year Ended 31 August 2025
The directors present their Strategic Report together with the audited financial statements of Mascolo Group Limited (the "Company") for the year ended 31 August 2025.
Principal activity
The Company’s principal activity is the provision of hair care products, specialist furniture and equipment to hairdressing salons along with distribution and management services provided to Label.m Products Limited and Toni & Guy Accessories Limited which are ultimately controlled by S M Mascolo-Tarbuck.
All rights pertaining to all other furniture and equipment products remain unchanged and Mascolo Group Limited continue to act as principal for the provision and distribution of these products.
Review of the business, post reporting date events and future developments
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The directors consider turnover, gross profit margin and profit before tax to be their key performance indicators.
The Statement of Comprehensive Income is set out on page 11 and shows turnover for the year of £4,984,807 (2024 - £5,504,561). E-commerce revenue declined by £235,000 during the year, reflecting the challenging trading conditions experienced across the period. The Directors note that trading conditions have since improved, supported by new commercial partnerships established with key strategic vendors, which are expected to contribute positively to e-commerce performance in future periods. There were also stock out issues with vendors on key SKUs which impacted sales during the period, this issue has been addressed by our vendors since.
The gross profit margin increased to 45% (2024 - decreased to 29%) primarily due to a one-off stock adjustment charge of £882,332 taken in the prior year that did not recur in the current period, with a secondary benefit from a £138,975 reduction in storage costs following the move to outsourced 3PL warehousing.
The Company incurred a loss before tax of £513,834 (2024 - £1,072,276) representing a significant reduction in losses year-on-year. The Directors remain cautiously optimistic regarding the outlook, with the trajectory of improvement expected to continue into future periods. New revenue opportunities are actively being pursued, including an expanded presence on the Amazon platform and the launch of a modernised website, which provides enhanced functionality and a more competitive customer-facing proposition.
Key performance indicators
As a retailer of haircare products, revenue and gross margin represent the Company's two key performance indicators. Whilst revenue was slightly behind last year, gross margin improved, with management having identified and addressed the factors that contributed to prior year pressure, including supply chain streamlining. Management reviews revenue performance on a weekly basis and assesses the gross margin impact of all purchasing, pricing, and discounting decisions. Administrative expenses are closely monitored and were slightly lower than in the prior year. The Company continues to explore opportunities to grow market reach through the wider Toni & Guy salon network and via its distribution partners across both domestic and international markets.
Future developments
The Company continues to work closely with a related company, Label.m Products Limited to further grow the sales and client base of its professional hair care range, label.m.
Principal risks and uncertainties
The hair care product market within the United Kingdom is highly competitive and the Company is developing plans to extend the range of products offered to both the male and female hair care market.
The business is affected by the performance of the economy of the United Kingdom generally and by the impact of this performance on consumer confidence.
1
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Strategic Report (continued)
for the Year Ended 31 August 2025
Principal risks and uncertainties (continued)
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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.
The Company’s credit risk is moderate due to the majority of its customers are Toni & Guy salons or overseas distributors. The financial performance of customer operations are constantly monitored to ensure that exposure to bad debts is kept under control and within acceptable limits.
In this context, 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.
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:
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S M Mascolo-Tarbuck
Director
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2
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Directors' Report
for the Year Ended 31 August 2025
The directors present their report together with the audited financial statements for the year ended 31 August 2025.
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.
The loss for the year, after taxation, amounted to £512,722 (2024 - £371,388).
No interim dividends (2024 - £Nil) were declared during the year.
The directors do not recommend payment of a final dividend (2024 - £Nil).
The directors who served during the year were:
C F Mascolo (resigned 6 July 2026)
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P P Mascolo (resigned 10 July 2026)
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P R Mascolo (resigned 6 May 2025)
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Directors' responsibilities statement
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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.
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Directors' Report (continued)
for the Year Ended 31 August 2025
Financial risk management
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The main financial risk arising from the Company’s activities is 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 liquidity risk is to maintain bank current accounts to ensure the Company has sufficient funds for operations.
Credit risk is managed through regular review of salon customer performance, approval of new customers by the Company's credit controller and the lodging of cash only with reputable financial institutions that have been approved by the board.
Engagement with employees
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Employees are advised of changes and developments within the Company by means of briefing meetings held by directors and senior management.
Employment of disabled persons
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The Company is committed to a policy of recruitment and promotion on the basis of aptitude and ability without discrimination of any kind.
Post balance sheet events
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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 Mascolo Group Limited.
On 15 July 2026, D 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
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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
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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
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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.
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Directors' Report (continued)
for the Year Ended 31 August 2025
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:
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S M Mascolo-Tarbuck
Director
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5
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Independent Auditor's Report to the Members of Mascolo Group 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 Mascolo Group Limited (“the Company”) for the year ended 31 August 2025 which comprise of the following:
The Statement of Comprehensive Income;
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The Statement of Changes in Equity;
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Notes to the Financial Statements; and
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A summary of significant accounting policies.
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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.
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Independent Auditor's Report to the Members of Mascolo Group 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.
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Independent Auditor's Report to the Members of Mascolo Group 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. We identified such laws and regulations to be the Data Protection Act 2018, UK health and safety legislation, and UK employee legislation.
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.
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Independent Auditor's Report to the Members of Mascolo Group 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; and
∙Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud.
Based on our risk assessment, we considered the areas most susceptible to fraud to be improper revenue recognition and management override 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.
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Independent Auditor's Report to the Members of Mascolo Group 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).
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Statement of Comprehensive Income
for the Year Ended 31 August 2025
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Fair value movement on freehold property
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Interest receivable and similar income
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Interest payable and similar expenses
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Loss for the financial year
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All amounts relate to continuing operations.
There were no recognised gains and losses for 2025 or 2024 other than those included in the Statement of Comprehensive Income.
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There was no other comprehensive income for 2025 (2024 - £Nil).
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The notes on pages 14 to 33 form part of these financial statements.
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11
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Mascolo Group Limited
Registered number: 02920434
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Balance Sheet
as at 31 August 2025
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Creditors: amounts falling due within one year
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The financial statements were approved and authorised for issue by the Board and were signed on its behalf by:
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S M Mascolo-Tarbuck
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The notes on pages 14 to 33 form part of these financial statements.
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Statement of Changes in Equity
for the Year Ended 31 August 2025
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Comprehensive loss for the year
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Statement of Changes in Equity
for the Year Ended 31 August 2024
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Comprehensive loss for the year
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Total comprehensive loss for the year
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Disposal of freehold property
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The notes on pages 14 to 33 form part of these financial statements.
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13
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Notes to the Financial Statements
for the Year Ended 31 August 2025
Mascolo Group 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
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Basis of preparation of financial statements
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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 Company has taken advantage of the exemption conferred by S400 of the Companies Act 2006 not to produce consolidated financial statements as it is included in the consolidated accounts of a larger group, Toni & Guy Group Limited.
The following principal accounting policies have been applied:
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Financial Reporting Standard 102 - reduced disclosure exemptions
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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.
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Notes to the Financial Statements
for the Year Ended 31 August 2025
2.Accounting policies (continued)
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.
Mascolo Group Limited is a wholly owned subsidiary of the Toni & Guy Group Limited group of companies (“the Group”) and has extremely close ties with two related party entities Label.m Products Limited and Toni & Guy Accessories Limited. Together these three entities form the Products Division for which Mascolo Group Limited performs several functions and acts as a central treasury function. Due to its financial performance and despite its net assets position, Mascolo Group Ltd receives operational and financial support from Toni & Guy Accessories Limited and Label.m Products Limited.
Mascolo Group Limited has current assets as at 31 August 2025 of £9,399,853 (2024 - £9,464,401) (including amounts due from group undertakings of £8,511,862 (2024 - £8,773,119)) and current liabilities of £2,377,752 (2024 - £1,961,327).
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 both the Company and wider 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.
15
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Notes to the Financial Statements
for the Year Ended 31 August 2025
2.Accounting policies (continued)
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Foreign currency translation
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Functional and presentation currency
The Company's functional and presentational currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period-end, foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Comprehensive Income except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in the Statement of Comprehensive Income within 'other operating income'.
Turnover represents sales to outside customers along with distribution and management fees charged to Label.m Products Limited and Toni & Guy Accessories Limited at invoiced amounts less value added tax. Sales to outside customers are recognised when the risks and rewards pertaining to goods sold are transferred, usually on delivery, or when services have been provided. Management fees are recognised once the obligations under management agreements have been delivered.
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
Rental Income
Rental income from investment property leased out under operating leases is recognised in the Statement of Comprehensive Income on a straight-line basis over the term of the lease. Rent incentives granted by the Company to its tenants are recognised as an integral part of the total rental income. The rent incentives are included in the valuation of the investment property.
Incentives to enter into rental agreements are spread evenly over the rental term, even if the payments are not made on such a basis. The rental term is the non-cancellable period of the rental agreement, together with any further term for which the tenant has the option to continue the rental agreement, when, at the inception of the rental agreement it is reasonably certain that the tenant will exercise this option.
16
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Notes to the Financial Statements
for the Year Ended 31 August 2025
2.Accounting policies (continued)
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Operating leases: the Company as lessor
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Rental income from operating leases is credited to the Statement of Comprehensive Income on a straight-line basis over the lease term.
Amounts paid and payable as an incentive to sign an operating lease are recognised as a reduction to income over the lease term on a straight-line basis, unless another systematic basis is representative of the time pattern over which the lessor's benefit from the leased asset is diminished.
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Operating leases: the Company as lessee
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Rentals paid under operating leases are charged to the Statement of Comprehensive Income on a straight-line basis over the lease term.
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
Defined contribution pension plan
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.
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Interest receivable and similar income
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Interest receivable and similar income is recognised in the Statement of Comprehensive Income using the effective interest method.
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Interest payable and similar expenses
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Interest payable and similar expenses are charged to the Statement of Comprehensive Income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
17
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Notes to the Financial Statements
for the Year Ended 31 August 2025
2.Accounting policies (continued)
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.
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
Tangible assets under the cost model, other than investment properties and freehold land and buildings, are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
Freehold land and buildings are carried at fair value determined annually by external valuers. Changes in fair value are recognised as other comprehensive income in the Statement of Comprehensive Income.
18
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Notes to the Financial Statements
for the Year Ended 31 August 2025
2.Accounting policies (continued)
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Tangible assets (continued)
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Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Statement of Comprehensive Income.
Investment property is carried at fair value determined annually by external valuers and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided. Changes in fair value are recognised in the Statement of Comprehensive Income.
Investments held as fixed assets are stated at cost less any provision for impairment.
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.
Short-term debtors are measured at transaction price, less any impairment.
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.
Short-term creditors are measured at the transaction price.
19
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Notes to the Financial Statements
for the Year Ended 31 August 2025
2.Accounting policies (continued)
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
Investments in non-derivative instruments that are equity to the issuer are measured:
∙at fair value with changes recognised in the Statement of Comprehensive Income if the shares
are publicly traded or their fair value can otherwise be measured reliably; and
∙at cost less impairment for all other investments.
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the reporting date.
Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an 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.
20
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Notes to the Financial Statements
for the Year Ended 31 August 2025
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Judgements in applying accounting policies and key sources of estimation uncertainty
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In preparing these financial statements, the directors have had to make the following judgements:
∙Determine whether leases entered into by the Company either as a lessor or a lessee are operating or finance leases. These decisions depend on an assessment of whether the risks and rewards of ownership have been transferred from the lessor to the lessee on a lease by lease basis.
∙Determine whether there are indicators of impairment of the Company's tangible and intangible assets, including goodwill. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset and where it is a component of a larger cash-generating unit, the viability and expected future performance of that unit.
Other key sources of estimation uncertainty
∙Tangible assets (see note 14)
Tangible assets, other than investment properties, are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on the number of factors. In re-assessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.
∙Revaluation of investment properties (see note 16)
Estimates, assumptions and judgements are made in the determination of carrying values of investment properties at fair value. In determining this amount, the Company assesses the value in use of the assets as the fair value less costs to sell using external experts where necessary.
∙Recoverability of debtors (see note 18)
In assessing the recoverability of debtors, factors such as rate and extent of repayments including any payment plans in place are considered. Furthermore, with regard to the intercompany debtors, the net assets of the corresponding group undertaking are considered and enquiries of the group undertaking's directors are made in assessing recoverability.
∙Stock provision (see note 17)
Stock is carried in the Balance Sheet at the lower of cost and net realisable value after making due allowance for obsolete and slow moving stock. The directors have used their knowledge and experience of the industry to determine the level of provisioning required based on usage and ageing of stock.
21
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Notes to the Financial Statements
for the Year Ended 31 August 2025
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An analysis of turnover by class of business is as follows:
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All turnover arose within the United Kingdom.
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Management charges are made to wholly owned subsidiaries of the Toni & Guy Group Limited group.
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The operating loss is stated after charging/(crediting):
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Depreciation of tangible assets
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Amortisation of intangible assets
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Other operating lease rentals
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22
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Notes to the Financial Statements
for the Year Ended 31 August 2025
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During the year, the Company obtained the following services from the Company's auditor:
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Fees payable to the Company's auditor and its associates for the audit of the Company's annual financial statements
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Fees payable to the Company's auditor for other services
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During the current year and prior year, the Company has borne audit and non-audit service fees on behalf of other wholly owned Group entities.
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Staff costs, including directors' remuneration, were as follows:
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Cost of defined contribution scheme
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The average monthly number of employees, including the directors, during the year was as follows:
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The highest paid director received remuneration of £110,720 (2024 - £104,893).
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23
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Notes to the Financial Statements
for the Year Ended 31 August 2025
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Interest receivable and similar income
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Other interest receivable
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Interest payable and similar expenses
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Finance leases and hire purchase contracts
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Adjustments in respect of previous periods
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Origination and reversal of timing differences
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Adjustments in respect of prior periods
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24
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Notes to the Financial Statements
for the Year Ended 31 August 2025
12.Taxation (continued)
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Factors affecting tax charge/(credit) for the year
The tax assessed for the year differs from (2024 - differs from) the standard rate of corporation tax in the UK of25% (2024 -25%). The differences are explained below:
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Loss multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
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Expenses not deductible for tax purposes
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Other permanent differences
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Adjustments to tax charge in respect of previous periods - deferred tax
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Movement in deferred tax not recognised
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Adjustments to tax charge in respect of prior periods - corporation tax
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Total tax charge/(credit) for the year
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Deferred tax assets have not been recognised in respect of capital losses and other timing differences due to future taxable profits not being anticipated. The total amount of unrecognised capital losses were is £204,340 (2024 - £173,302).
The tax credit in 2024 relates mainly to the release of deferred tax liabilities on the sale of the property in the period.
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Factors that may affect future tax charges
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There are no factors that may affect future tax charges.
25
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Notes to the Financial Statements
for the Year Ended 31 August 2025
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Website development costs
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26
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Notes to the Financial Statements
for the Year Ended 31 August 2025
27
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Notes to the Financial Statements
for the Year Ended 31 August 2025
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Investments in subsidiary undertakings
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Subsidiary undertakings
The following are subsidiary undertakings of the Company:
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Country of incorporation or registration
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Wholesale of hairdressing supplies
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The registered office of CAST Group Limited is Berkeley House, Amery Street, Alton, Hampshire, GU34 1HN.
The registered office of Label.m USA, Inc. is 5701 Miami Lakes Drive, Miami Lakes, Florida, FL 33014.
28
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Notes to the Financial Statements
for the Year Ended 31 August 2025
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Freehold investment property
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The 2025 valuations were made by G L Hearn Limited, on an open market value basis.
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If the investment properties had been accounted for under the historic cost accounting rules, the properties would have been measured as follows:
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Accumulated depreciation and impairments
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Finished goods and goods for resale
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There is no material difference between the replacement cost of stocks and the amounts stated above.
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29
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Notes to the Financial Statements
for the Year Ended 31 August 2025
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Amounts owed by group undertakings
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Amounts owed by associates
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Prepayments and accrued income
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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 £65 (2024 - £73).
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Creditors: amounts falling due within one year
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Amounts owed to group undertakings
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Amounts owed to related parties (see note 24)
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Amounts owed to associates
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Other taxation and social security
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Accruals and deferred income
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Amounts owed to group undertakings and related parties are unsecured, interest free and repayable on demand.
30
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Notes to the Financial Statements
for the Year Ended 31 August 2025
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Allotted, called up and fully paid
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375,000 Ordinary shares of £1.00 each
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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.
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The Company's capital and reserves are as follows:
Called up share capital
The 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.
The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension charge amounted to £42,591 (2024 - £67,796). The balance of outstanding contributions at the end of the financial year was £102,379 (2024 - £110,030).
31
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Notes to the Financial Statements
for the Year Ended 31 August 2025
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Commitments under operating leases
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At 31 August 2025 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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Later than 1 year and not later than 5 years
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Lessor
At 31 August 2025, the Company sub leases out properties under non-cancellable operating leases with minimum lease payments receivable as follows:
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Later than 1 year and not later than 5 years
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Related party transactions
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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.
Related party transactions and balances:
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During the year, the Company made sales of £53,244 (2024 - £82,642) to subsidiaries and associates of the Toni & Guy Group Limited, a related party by virtue of common control by P R Mascolo. The balance outstanding as at the year end was £190,215 (2024 - £257,103).
During the year, the Company paid £183,732 (2024 - £133,728) to 3CC LLP for advertising services. J Tarbuck, husband of S Mascolo-Tarbuck, is a director of this Company. At the year-end, Mascolo Group Limited owed 3CC LLP £32,678 (2024 - £Nil).
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32
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Notes to the Financial Statements
for the Year Ended 31 August 2025
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Post balance sheet events
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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 Mascolo Group Limited.
On 15 July 2026, D Fitzgerald was appointed as a director.
There have been no other post balance sheet events affecting the Company since the year end.
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 from June 2026. 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.
33
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