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Registered number: 06061318









THE MILLBOARD COMPANY LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

 
THE MILLBOARD COMPANY LIMITED
 
 
COMPANY INFORMATION


Directors
J E Douglass 
G Douglass 
J Douglass 
H J Douglass 




Company secretary
A R Douglass



Registered number
06061318



Registered office
1 Argosy Court
Scimitar Way

Coventry

CV3 4GA




Independent auditor
Grant Thornton UK LLP
Chartered Accountants & Statutory Auditor

17th Floor

103 Colmore Row

Birmingham

B3 3AG




Solicitors
Browne Jacobson LLP
15th Floor

103 Colmore Row

Birmingham

B3 3AG





 
THE MILLBOARD COMPANY LIMITED
 

CONTENTS



Page
Strategic Report
 
1 - 6
Directors' Report
 
7 - 8
Independent Auditor's Report
 
9 - 13
Statement of Income and Retained Earnings
 
14
Statement of Financial Position
 
15
Notes to the Financial Statements
 
16 - 33

 
THE MILLBOARD COMPANY LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

The directors present their Strategic Report and financial statements for the year ended 31 December 2025.

Fair review of the business
 
The principal activities of the company are the design, development, manufacture and distribution of innovative, resin-mineral decking and cladding. Architects and designers for domestic, commercial and public projects frequently specify Millboard products, particularly those discerning customers and specifiers who demand the highest standards of performance, durability and environmental responsibility. Patents, registered designs and registered trademarks protect the company's principal products. Further information is available at  www.millboard.com.

2025 performance and dividends

2025 demonstrated a significant step forward in the company's performance. During the year the company increased turnover to £70,721,257 (2024: £60,462,983). The increase of 17% was driven by growth in the sales of cladding products within the UK market and general market growth in the US, as a result of strategic investments made in prior years.

Profit before taxation increased to £8,911,932 
(2024: £6,686,661). The company increased cash at bank at year end to £2,975,081 (2024: £915,940), maintaining strong liquidity to meet its commitments and to take advantage of business opportunities. Dividends totalling  £6,000,000 (2024: £8,500,000) were paid during the year.

Net assets of the company at the year end increased to £12,590,688 (2024: £11,084,806) which are adequate to finance the planned growth.

As most of the fixed assets used by the company are owned by its parent company Elmdene Group Limited, the directors recommend referring to the consolidated accounts of that company for meaningful information on the financial position of the group.

The key performance indicator used to assess the progress of the company is turnover, which in 2025 was  £70,721,257 
(2024: £60,462,983).

The company's achievements gained external recognition in early 2026, being recognised as one of the most influential decking suppliers by Pro Landscaper magazine and receiving the Global Player award from Coventry and Warwickshire Chamber of Commerce. These awards reflect the combination of innovation, quality, and international growth that characterises the business.

The company continued to build on the revenue gains of previous years, with the Envello cladding range and the USA market experiencing particularly strong growth, a trend that has continued into 2026. This is a direct result of past investment, hiring and development of specifier relationships in the region. This performance is particularly encouraging considering the background of weaker demand resulting from the geopolitical events and macroeconomic uncertainties. There is ongoing investment in development, production quality control, efficiency and consistency.

Significant growth opportunities remain, and the company has continued to invest in the people, development, marketing and infrastructure required to establish Millboard as a truly global brand. Production capacity is already in place to achieve such growth.
 
Page 1

 
THE MILLBOARD COMPANY LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

2025 performance and dividends (continued)

img26b3.png

Research and development

The company continues to invest in research and development and has focused on product refinement, sustainability and manufacturing process improvement. During the year, the Modello product range was launched to great acclaim, new colours were introduced across the cladding ranges, maintaining the breadth and freshness of the product offer.

The company has also been proactive in future-proofing its intellectual property position through the registration of a substantial portfolio of new patents covering both product composition and manufacturing process. These new patents provide significant protection for these innovations across multiple jurisdictions. This multi-faceted approach ensures the company can robustly protect its intellectual property and designs.

Page 2

 
THE MILLBOARD COMPANY LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

Employees

The company employed an average of 171 people during the year (2024: 180). Recruiting and retaining capable, committed people remains central to the company's ability to grow, and considerable attention is given to ensuring the working environment and culture support that aim.

Appropriate training and development are provided to all employees from the point of joining and on an ongoing basis, drawing on both internal expertise and external provision to build capability across the business.

The company holds regular all-employee communication events to keep the workforce informed of business performance and strategic priorities. The directors consider open communication an important part of maintaining an engaged and motivated team.

Colleague wellbeing is taken seriously, with the business providing an Employee Assistance Programme. 

How the company maintains a reputation for high standards of business conduct

The company's approach to business conduct is rooted in its four core values: Empowerment, Performance, Integrity and Care. These are not aspirational statements but practical standards that inform how the business operates day to day, from the way it treats its people to the way it engages with customers, suppliers and the wider community.

The company’s vision is to Live.Life.Outside.® enabling people to effortlessly enjoy the outdoors, by creating safe, low-maintenance products that allow our customers to focus on what truly matters: creating memorable moments, meaningful connections and joyful experiences.

The company takes its compliance obligations seriously across all jurisdictions in which it operates. The group holds accreditation from the Fair Tax Foundation and the Living Wage Foundation, reflecting a broader commitment to responsible business that goes beyond minimum legal requirements.

Health and safety

The health and safety of employees and all those affected by the company's activities is a board-level priority. The company operates on the principle that safety is a matter of choice, not chance, and has long-since made that choice in shaping both its culture and its processes. All injuries and incidents are investigated thoroughly, with root causes identified and corrective measures put in place to prevent recurrence.

All employees have access to the Employee Assistance Programme, providing confidential support on welfare and mental health matters. Defibrillators are installed at the headquarters and production sites.

The company welcomes inspection from independent external bodies as a means of verifying its legal and compliance position. The outcomes of those inspections feed into the company's annual Health, Safety and Environment plans, which are subject to regular board review. The company is certified to ISO9001 (Quality), ISO14001 (Environmental) and ISO45001 (Health and Safety).

Page 3

 
THE MILLBOARD COMPANY LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

Fostering the company's business relationships with suppliers, customers and others

The company maintains close working relationships with its key suppliers, paying within agreed terms and agreeing forward supply schedules where appropriate. Supplier due diligence has been strengthened during the year, with more structured assessment of supply chain partners covering financial stability, ethical trading standards and regulatory compliance. These relationships and the rigour applied to them are considered an important part of operational resilience, particularly as the company continues to scale internationally.

The company's Information Technology function has continued to modernise and consolidate its systems during the year, migrating file servers and software to cloud-based platforms to improve security, resilience and efficiency. Standardising systems across the company is an ongoing priority as the business grows internationally. Cybersecurity remains an area of active management, with regular employee training in place to maintain awareness and reduce exposure to threat.

Understanding the need to act fairly between stakeholders of the company

The directors understand the need to act fairly between stakeholders of the company. They receive regular key performance indicators, attend board meetings and receive minutes of those meetings.

One of the strategic goals of the company is to create long-term financial security and stability for employees, owners and other stakeholders.

Considering the impact of the company's operations on the community

The directors consider the impact of the company's operations on the community. The majority of the company's employees live in the area surrounding its premises. Millboard products enhance many public areas and are frequently specified for spaces open to the public.

The parent company makes significant donations to UK registered charities. Employees are also encouraged and supported in their own fundraising initiatives.

Considering the impact of the company's operations on the environment

The company is required to report under SECR due to legislation introduced in 2018. Disclosures relate only to The Millboard Company Limited as that is the only entity within scope. Information relevant to SECR is included below:



     2025
     2024

Unit
KWh
TCO2e
KWh
TCO2e

Total site electricity
KWh
3,638,009
753
3,928,266
813

Total site gas
KWh
706,448
129
681,172
124

Total site energy
KWh
4,344,457
882
4,609,438
937

Carbon intensity TCO2e / turnover (£Millions)


12.472

15.506

We have calculated our carbon conversion using the government conversion factors for company reporting of greenhouse gas emissions. Efforts continue across the company to reduce its environmental impact, with initiatives underway to increase the use of renewable energy.

The company's production processes are carried out in accordance with an environmental licence issued by the local government authority, which includes regular onsite testing and monitoring.
Page 4

 
THE MILLBOARD COMPANY LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

Sustainability

Sustainability is embedded in the company's planning and operations rather than treated as a separate workstream. The company's electricity supply is 100% backed by renewable energy certificates, and the company continues to work with suppliers and advisers to reduce the environmental impact of its manufacturing processes and improve the lifecycle credentials of its products.

The company has obtained Environmental Product Declarations for its principal manufactured products and has added FDES to this as an equivalent for the French market.

During the year the company achieved Ecovadis Silver accreditation, reflecting an independently assessed standard of performance across environment, labour, ethics and sustainable procurement. Product environmental credentials are communicated to customers and specifiers through Ethy badges, providing accessible, verified sustainability information at product level.

The company has submitted a Communication of Progress to the UN Global Compact, reaffirming its commitment to internationally recognised principles of responsible business.
 
Principal risks and uncertainties

A significant proportion of the company's customers operate in the construction and related sectors and it is increasingly trading globally. The company is therefore exposed to risks inherent in those markets, including geopolitical conflicts, macroeconomic uncertainties, cyclical fluctuations in construction activity, movements in currency exchange rates, supply chain disruption, input cost inflation, competitive pressure and increasing regulatory requirements. 

The company carries a warranty provision in the financial statements representing its best estimate of the cost of meeting future claims. The provision covers all claims notified prior to the approval of this report and a further amount assessed against the likely incidence of claims arising over the remaining warranty periods in force. The directors consider the provision adequate and the company remains fully committed to honouring its warranty obligations.

The directors keep the company's risk profile under active review. Notwithstanding the uncertainties outlined above, they retain confidence in the company's strategic direction and its ability to manage the challenges ahead.

Financial risk management objectives and policies

The risks faced by the company are kept under continuous review and actively managed. The principal financial risks are those of cash flow, credit and liquidity.

Cash flow risk

The company funds its operations primarily through retained profits, supplemented where appropriate by borrowings to support expansion or capital investment. The directors are aware that the company's sales have a seasonal dimension, which gives rise to a cyclical working capital requirement that is actively managed throughout the year. This is gradually being softened by changing sales profile and increase in international revenues.

Credit risk

The company's principal financial assets are bank balances, trade receivables and stock. Exposure on liquid funds is limited given that counterparties are banks with strong credit ratings. Trade receivable exposure is spread across a broad customer base, the majority of which carry good credit ratings. The company holds credit insurance against the risk of significant bad debt and operates disciplined credit screening and cash collection processes.
Page 5

 
THE MILLBOARD COMPANY LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

Principal risks and uncertainties (continued)

Liquidity risk

The company's objective is to maintain sufficient liquid resources to meet its obligations as they fall due, limit exposure to interest rate movements and align the repayment profile of any external borrowings with anticipated future cash flows from trading.

Future plans

The company has clear plans to make fuller use of its production capacity in support of continued sales growth, alongside ongoing development of the product range. Brand investment is a priority, as is the continued development of international markets. The USA remains the single largest strategic opportunity given the scale of the addressable market, with France and Germany representing important near-term growth priorities as those operations mature.

Statement by the directors in performance of their statutory duties in accordance with s172(1) Companies Act 2006

The directors confirm that in making decisions during the year ended 31 December 2025, they have acted in the way they consider would be most likely to promote the long-term success of the company for the benefit of its members as a whole, having proper regard to the matters set out in section 172(1)(a)-(f) of the Companies Act 2006 and the interests of the company's wider stakeholders.

The board is mindful of both the Companies Act and the UK Corporate Governance Code. The directors' intention is to act responsibly and to ensure that management operates the business to high standards of conduct and governance. Strategic decisions are taken with a view to their long-term consequences, including for employees, suppliers, customers, the environment and the communities in which the company operates.

Subsequent events

On 22nd July 2026 the company paid an interim dividend in respect of 2025 on ordinary 'A' shares (£250,000 per share). There are no other material post balance sheet events.

This report was approved by the board and signed on its behalf.



H J Douglass
Director

Date: 14 August 2026
Page 6

 
THE MILLBOARD COMPANY LIMITED
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

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

Principal activities

The principal activities of the company were the design, development, manufacture and distribution of timber- free decking, cladding, and other innovative products for the garden and outdoor realm.

Results and dividends

The profit for the year, after taxation, amounted to £7,505,882 (2024: £5,491,869).

A dividend of £6,000,000 was paid in the year (2024: £8,500,000).

Directors

The directors who served during the year, and up to the date of signing this report, were:

J E Douglass 
G Douglass 
J Douglass 
H J Douglass 

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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law, including FRS 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 and 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 2006They 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.

Qualifying third party indemnity provisions

The company has made qualifying third-party indemnity provisions for the benefit of its directors during the year. These provisions remain in place at the reporting date.

Page 7

 
THE MILLBOARD COMPANY LIMITED
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

Going concern

The financial statements have been prepared on the going concern basis which the directors believe to be appropriate for the following reasons.

The company has prepared cash flow forecasts covering the period to December 2027 in assessing the company's ability to continue as a going concern. These forecasts have been sensitised to reflect key assumptions, including turnover growth by region, cost inflation across raw materials, labour and overheads, working capital movements, and planned capital expenditure. A reverse stress test was also performed to identify the combination of adverse events that would need to occur for the company to exhaust its available resources, and the directors consider such a scenario to be remote.

Matters covered in the Strategic Report

The directors have included a business review within the Strategic Report. Also included in the Strategic Report are details for the future development of the company, the principal risk and uncertainties, SECR reporting and a review of the key performance indicators as assessed by the directors, in accordance with section 414C (11) of the Companies Act 2006.

Disclosure of information to auditor

The directors confirm that:
 
so far as each director is aware, there is no relevant audit information of which the company's auditor is unaware; and

the directors have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information.

Auditor

The auditor, Grant Thornton UK LLP, was appointed during the period and 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.
 





H J Douglass
Director

Date: 14 August 2026

Page 8

 

 
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THE MILLBOARD COMPANY LIMITED

Opinion


We have audited the financial statements of The Millboard Company Limited (the 'company') for the year ended 31 December 2025, which comprise the Statement of Income and Retained Earnings, the Statement of Financial Position and notes to the financial statements, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion:


the financial statements give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its profit for the year then ended; 

the financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.



Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the 'Auditor's responsibilities for the audit of the financial statements' section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


We are responsible for concluding on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify the auditor’s opinion. Our conclusions are based on the audit evidence obtained up to the date of our report. However, future events or conditions may cause the company to cease to continue as a going concern.

In our evaluation of the directors' conclusions, we considered the inherent risks associated with the company's business model including effects arising from macro-economic uncertainties such as the ongoing conflict in the Middle East, we assessed and challenged the reasonableness of estimates made by the directors and the related disclosures and analysed how those risks might affect the company's financial resources or ability to continue operations over the going concern period.
Page 9


 
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THE MILLBOARD COMPANY LIMITED (CONTINUED)

Conclusions relating to going concern (continued)

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

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

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


Other information


The other information comprises the information included in the Annual Report and financial statements, other than the financial statements and our Auditor's Report thereon. The directors are responsible for the other information contained within the Annual Report and financial statements. 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Opinions on other matters prescribed by the Companies Act 2006
 

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


Page 10


 
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THE MILLBOARD COMPANY LIMITED (CONTINUED)

Matter on which we are required to report under the Companies Act 2006
 

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.


Matters on which we are required to report by exception

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' Responsibilities Statement set out on page 7, 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.


Page 11


 
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THE MILLBOARD COMPANY 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.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below: 

We obtained an understanding of the legal and regulatory frameworks applicable to the company, through inquiry of management, and determined that those most directly relevant to specific assertions in the financial statements are those related to the reporting framework (being FRS 102 ‘The Financial Reporting Standard applicable in the UK and Ireland’ and the Companies Act 2006) and relevant tax legislation in the UK. In addition, we concluded that there are certain significant laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements such as health and safety regulations and employment law.

We obtained an understanding of how the company is complying with those legal and regulatory frameworks by making inquiries of management and those responsible for compliance procedures. We corroborated our inquiries by performing a legal and professional expenses review;

We assessed the susceptibility of the financial statements to material misstatement, including how fraud might occur, by making enquiries of management and those charged with governance, and updating our understanding of the company’s operations, financial reporting obligations and control environment, including around compliance with laws and regulations. We considered the risk of fraud to be higher through the potential for management override of controls.

Audit procedures performed by the engagement team included:

identifying and assessing the design and implementation of controls management has in place to prevent and detect fraud, particularly around journal processing;

journal entry testing, with a focus on journals meeting our defined risk criteria based on our understanding of the business;

challenging assumptions and judgements made by management relating to its areas of significant estimation and judgement;

reviewing legal and professional expenditure in the financial year to assess for any indicators of non-compliance with relevant laws and regulations; and

completion of audit procedures to conclude on the compliance of disclosures in the Annual Report and accounts with applicable financial reporting requirements.
Page 12


 
img2f3c.png
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THE MILLBOARD COMPANY LIMITED (CONTINUED)

Auditor's responsibilities for the audit of the financial statements (continued)


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

The assessment by the engagement partner of the appropriateness of the collective competence and capabilities of the engagement team included consideration of the engagement team’s:

knowledge of the industry in which the company operates and understanding of, and practical experience with, audit engagements of a similar nature and complexity through appropriate training and participation; and

understanding of the legal and regulatory requirements specific to the company.

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


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditor's Report.


Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our 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.




Mark Langford
Senior Statutory Auditor
for and on behalf of Grant Thornton UK LLP
Statutory AuditorChartered Accountants
Birmingham

14 August 2026
Page 13

 
THE MILLBOARD COMPANY LIMITED
 
 
STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 31 DECEMBER 2025

As restated
2025
2024
Note
£
£

  

Turnover
 4 
70,721,257
60,462,983

Cost of sales
  
(42,354,420)
(36,340,516)

Gross profit
  
28,366,837
24,122,467

Administrative expenses
  
(19,109,734)
(16,676,030)

Other operating income
  
104,415
-

Operating profit
 5 
9,361,518
7,446,437

Interest receivable and similar income
 9 
236,725
120,335

Interest payable and similar expenses
 10 
(686,311)
(880,111)

Profit before tax
  
8,911,932
6,686,661

Tax on profit
 11 
(1,406,050)
(1,194,792)

Profit after tax
  
7,505,882
5,491,869

Retained earnings at the beginning of the year
  
11,084,802
14,092,933

Profit for the year
  
7,505,882
5,491,869

Dividends
 12 
(6,000,000)
(8,500,000)

Retained earnings at the end of the year
  
12,590,684
11,084,802

There were no recognised gains and losses for 2025 or 2024 other than those included in the Statement of Income and Retained Earnings.

The notes on pages 16 to 33 form part of these financial statements.
Page 14

 
THE MILLBOARD COMPANY LIMITED
REGISTERED NUMBER:06061318

STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025

2025
2024
Note
£
£

Fixed assets
  

Tangible assets
 13 
262,463
424,523

 
Current assets
  

Stocks
 14 
8,357,057
11,554,897

Debtors: amounts falling due within one year
 15 
11,718,931
8,060,771

Cash at bank and in hand
  
2,975,081
915,940

  
23,051,069
20,531,608

Creditors: amounts falling due within one year
 16 
(6,284,464)
(4,624,336)

Net current assets
  
 
 
16,766,605
 
 
15,907,272

Total assets less current liabilities
  
17,029,068
16,331,795

 
Provisions for liabilities
  

Deferred tax
 17 
-
(13,426)

Warranty provision
 18 
(4,438,380)
(5,233,563)

  
 
 
(4,438,380)
 
 
(5,246,989)

Net assets
  
12,590,688
11,084,806


Capital and reserves
  

Called up share capital 
 19 
4
4

Profit and loss account
 20 
12,590,684
11,084,802

Total equity
  
12,590,688
11,084,806


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




H J Douglass
Director

Date: 14 August 2026

The notes on pages 16 to 33 form part of these financial statements.
Page 15

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

1.


General information

The Millboard Company Limited is a private company limited by shares, incorporated in England and Wales. Its registered number is 06061318, and its registered head office is located at 1 Argosy Court, Scimitar Way, Coventry, CV3 4GA.

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, 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 4 Statement of Financial Position - Reconciliation of the opening and closing number of shares;
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); and
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A.

This information is included in the consolidated financial statements of Douglass Joint Holdings Limited as at 31 December 2025 and these financial statements may be obtained from 1 Argosy Court, Scimitar Way, Coventry, CV3 4GA and Companies House.

 
2.3

Going concern

The financial statements have been prepared on the going concern basis which the directors believe to be appropriate for the following reasons.

The company has prepared cash flow forecasts covering the period to December 2027 in assessing the company's ability to continue as a going concern. These forecasts have been sensitised to reflect key assumptions, including turnover growth by region, cost inflation across raw materials, labour and overheads, working capital movements, and planned capital expenditure. A reverse stress test was also performed to identify the combination of adverse events that would need to occur for the company to exhaust its available resources, and the directors consider such a scenario to be remote.

Page 16

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The company's functional and presentation currency is GBP and all values are rounded to the nearest pound (£) except where otherwise stated.

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 profit or loss 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 profit or loss within 'finance income or costs'. 

 
2.5

Turnover

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

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

 
2.6

Operating leases: the company as lessee

Rentals paid under operating leases are charged to profit or loss 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.

Page 17

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.7

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.

Grants of a revenue nature are recognised in the Statement of Income and Retained Earnings in the same period as the related expenditure.

 
2.8

Pensions

Defined contribution pension plan

The company operates a defined contribution pension plan for its employees. Under this arrangement, the company pays fixed contributions into a separate fund administered by a third party. Once the contributions have been paid, the company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in other creditors as a liability in the Statement of Financial Position. The assets of the plan are held separately from the company in independently administered funds.

 
2.9

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.10

Finance costs

Finance costs are charged to profit or loss 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.

 
2.11

Current and deferred taxation

The tax expense represents the sum of the current tax expense and deferred tax expense. Current tax assets are recognised when tax paid exceeds the tax payable.

Current and deferred tax is charged or credited in profit or loss, except when it relates to items charged or credited to other comprehensive income or equity, when the tax follows the transaction or event it relates to and is also charged or credited to other comprehensive income, or equity.

Current tax assets and current tax liabilities and deferred tax assets and deferred tax liabilities are offset, if and only if, there is a legally enforceable right to set off the amounts and the entity intends either to settle on a net basis or to realise the asset and settle the liability simultaneously.

Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled based on tax rates that have been enacted or substantively enacted by the reporting date. Deferred tax is not discounted.
 
Page 18

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)


2.11
Current and deferred taxation (continued)

Deferred tax liabilities are recognised in respect of all timing differences that exist at the reporting date. Timing differences are differences between taxable profits and total comprehensive income that arise from the inclusion of income and expenses in tax assessments in different periods from their recognition in the financial statements. Deferred tax assets are recognised only to the extent that it is probable that they will be recovered by the reversal of deferred tax liabilities or other future taxable profits.

 
2.12

Tangible fixed assets

Tangible fixed assets under the cost model 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.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives.

Depreciation is provided on the following basis:

Motor vehicles
-
25% reducing balance
Fixtures, fittings & equipment
-
15% straight line

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 profit or loss.

 
2.13

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first-in, first-out (FIFO) basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.14

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

Page 19

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.15

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.16

Financial instruments

The company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 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, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The company's cash and cash equivalents, trade and most other debtors due within the operating cycle fall into this category of financial instruments.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
 
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
 
Page 20

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)


2.16
Financial instruments (continued)

Basic financial liabilities

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

Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

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

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

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

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

 
2.17

Dividends

Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. 

Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

Page 21

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Estimates are based on historical experience and other assumptions that are considered reasonable in the circumstances. The actual amount or values may vary in certain instances from the assumptions and estimates made. Changes will be recorded, with corresponding effect in the financial statements, when, and if, better information is obtained.

Critical judgements and sources of estimation uncertainty that management have made in the process of applying accounting policies disclosed herein and that have a significant effect on the amounts recognised in the financial statements relate to the following:

Estimates

Current and deferred taxation  (see note 11 and 17)
The company establishes provisions for corporation tax payable based on reasonable estimates from its professional advisors.

Judgements

Warranty provision (see note 18)
A provision is recognised for potential warranty claims on products sold. The directors have made key assumptions regarding future anticipated costs having due regards for costs incurred historically, knowledge of the business and work not yet completed at the reporting date.

Page 22

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

4.


Turnover

An analysis of turnover by class of business is as follows:


2025
2024
£
£

Sale of goods
70,721,257
60,462,983


Analysis of turnover by geographical market:

2025
2024
£
£

United Kingdom
42,862,272
37,040,810

Europe
12,753,081
11,791,473

Rest of the World
15,105,904
11,630,700

70,721,257
60,462,983



5.


Operating profit

The operating profit is stated after charging/(crediting):

2025
2024
£
£

Loss on disposal of tangible fixed assets
21,594
13,045

Depreciation of owned tangible fixed assets
99,814
155,896

Research and development
118,075
215,334

Foreign exchange rate (gain)/loss
(3,556)
62,205

Operating lease charges
399,832
419,365

Stock impairment losses
57,454
95,205


6.


Auditor's remuneration

During the year, the company obtained the following services from the company's auditor and its associates:


2025
2024
£
£

Fees payable to the company's auditor and its associates for the audit of the company's financial statements
46,350
39,000

Page 23

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

7.


Employees

Staff costs, including directors' remuneration, were as follows:


2025
2024
£
£

Wages and salaries
10,536,155
10,201,382

Social security costs
1,455,325
1,178,629

Cost of defined contribution scheme
599,050
630,433

12,590,530
12,010,444


The average monthly number of employees, including the directors, during the year was as follows:


        2025
        2024
            No.
            No.







Administration and sales
85
89



Manufacturing
86
91

171
180

8.


Directors' remuneration

2025
2024
£
£

Remuneration for qualifying services
408,277
574,417

Employer pension contributions, defined contributions scheme
5,504
8,806

413,781
583,223


During the year retirement benefits were accruing to 2 directors (2024: 2) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £182,673 (2024: £228,013) and pension employer contributions of £4,403 (2024: £4,403).

Key management personnel

The total compensation of the company's directors and employees who are considered to be the key management personnel of the company was £788,532 
(2024: £1,275,242).

Page 24

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

9.


Interest receivable and similar income

2025
2024
£
£


Bank interest receivable
180,909
112,365

Other interest receivable
55,816
7,970

236,725
120,335


10.


Interest payable and similar expenses

2025
2024
£
£


Financial management charge from group
649,042
880,011

Other interest payable
37,269
100

686,311
880,111


11.


Taxation


2025
2024
£
£

Corporation tax


Current tax on profits for the year
1,599,249
1,245,068

Adjustments in respect of previous periods
(176,582)
(18,400)

Total current tax
1,422,667
1,226,668

Deferred tax


Origination and reversal of timing differences
(20,868)
(30,998)

Adjustments in respect of prior periods
4,251
(878)

Total deferred tax
(16,617)
(31,876)


Tax on profit
1,406,050
1,194,792
Page 25

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
 
11.Taxation (continued)

Factors affecting tax charge for the year

The tax assessed for the year is lower than (2024: lower than) the standard rate of corporation tax in the UK of25% (2024:25%). The differences are explained below:

2025
2024
£
£


Profit on ordinary activities before tax
8,911,932
6,686,661


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024: 25%)
2,227,983
1,671,665

Effects of:


Tax effect of expenses that are not deductible in determining taxable profits
17,084
17,102

Additional deduction for research & development expenditure
-
(121,507)

Additional deduction for Patent Box relief
(666,686)
(353,190)

Adjustments to current tax charge in respect of prior years
(176,582)
(18,400)

Adjustments to deferred tax charge in respect of prior years
4,251
(878)

Total tax charge for the year
1,406,050
1,194,792

Factors that may affect future tax charges

Deferred tax balances have been measured at 25%, being the enacted UK corporation tax rate applicable to future periods at the Statement of Financial Position date.

Explanation of Reconciling items

Expenses not deductible in determining taxable profit - some business expenses, although appropriate for inclusion in the accounts, are not allowed as a deduction against taxable income when calculating the Group's tax liability. 

Additional deduction for Research and Development (R&D) expenditure - enhanced UK tax relief available to companies undertaking qualifying R&D activity.

Patent Box - a lower rate of corporation tax (10%) applied to profits arising from patented inventions for which the group owns or licenses UK patents.

Adjustments to corporation tax payable for prior periods - the difference between the tax estimated in the prior year's accounts and the amount subsequently agreed, once the underlying computation for that year is finalised.

Deferred tax movements - origination and reversal of timing differences, and any deferred tax adjustments in respect of prior periods, are shown separately from current tax reconciling items.


Page 26

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

12.


Dividends

2025
2024
£
£


Interim paid in respect of 2022:
Ordinary 'A' shares 
(£625,000 per share)
-
2,500,000


Final paid in respect of 2022:
Ordinary 'A' shares 
(£1,000,000 per share)
-
4,000,000


Interim paid in respect of 2023:
Ordinary 'A' shares (
£500,000 per share)
-
2,000,000


Interim paid in respect of 2024:
Ordinary 'A' shares
 
(£1,500,000 per share)
6,000,000
-

6,000,000
8,500,000


13.


Tangible fixed assets





Fixtures, fittings & equipment
Motor vehicles
Total

£
£
£



Cost


At 1 January 2025
176,726
679,209
855,935


Disposals
-
(175,197)
(175,197)



At 31 December 2025

176,726
504,012
680,738



Depreciation


At 1 January 2025
129,311
302,101
431,412


Charge for the year
16,735
83,079
99,814


Disposals
-
(112,951)
(112,951)



At 31 December 2025

146,046
272,229
418,275



Net book value



At 31 December 2025
30,680
231,783
262,463



At 31 December 2024
47,415
377,108
424,523

Page 27

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

14.


Stocks

2025
2024
£
£

Raw materials and consumables
2,000,948
2,142,514

Finished goods and goods for resale
6,356,109
9,412,383

8,357,057
11,554,897


Stocks are stated after provisions for impairment of £164,719 (2024: £107,266). Impairment losses totalling £57,454 (2024: £95,205) were recognised in profit and loss.


15.


Debtors: amounts falling due within one year

2025
2024
£
£


Trade debtors
8,686,101
6,101,521

Amounts owed by group undertakings
1,761,997
949,712

Other debtors
13,963
37,854

VAT recoverable
-
387,883

Corporation tax receivable
509,714
-

Prepayments and accrued income
743,965
583,801

Deferred taxation
3,191
-

11,718,931
8,060,771


 Amounts owed by group undertakings are non-interest bearing, unsecured and repayable on demand.

Page 28

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

16.


Creditors: amounts falling due within one year

2025
2024
£
£

Trade creditors
2,223,514
1,549,504

Amounts owed to group undertakings
1,906,264
893,069

VAT payable
46,641
-

Other taxation and social security
460,869
340,785

Other creditors
47,112
134,051

Corporation tax
-
658,822

Accruals and deferred income
1,600,064
1,048,105

6,284,464
4,624,336


Amounts owed to group undertakings are non-interest bearing, unsecured and repayable on demand.


17.


Deferred taxation




2025


£






At beginning of year
(13,426)


Charged to profit or loss
16,617



At end of year
3,191

The deferred taxation balance is made up as follows:

2025
2024
£
£


Fixed asset timing differences
(8,033)
(25,841)

Short term timing differences
11,224
12,415

3,191
(13,426)

Page 29

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

18.


Provisions




Warranty

£





At 1 January 2025
5,233,563


Charged to profit or loss for the year
675,442


Amounts used during the year
(1,470,625)



At 31 December 2025
4,438,380

As at 31 December 2025, the company carried a warranty provision of £4,438,380 (2024: £5,233,563) against the cost of replacing products where there were known specific warranty issues and expected warranty issues based on past experience.

Determining the amount of the provision, which reflects the board's best estimate of resolving these issues, requires the exercise of significant judgement. It is necessary, therefore, to form a view on matters which are inherently uncertain, such as the claims profile over time, the final claim rate, whether the claim rates from different sales channels will vary and the average cost of redress.

The key drivers relating to the warranty provision as at 31 December 2025 and the work the board has undertaken to assess them, are set out below:

Final claim percentage rate. The board has used past experience of the company's product claims to develop a model of the expected claims profile in order to estimate the final claim percentage rate, using the best available data. 

The claims rate for each year affected. The board has considered the specific factors in the manufacturing process during each year that have an effect on claim rates. 

Different product claim rates from different sales channels. The board has estimated the expected product claim rates for different sales channels based on the company's past experience. 

Cost of redress. The cost of issuing free of charge replacements and of reinstatement are relatively straightforward to determine and as such, this is the lowest risk assumption in the model.

Page 30

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

19.


Share capital

2025
2024
£
£
Issued and fully paid



4 (2024: 4) Ordinary 'A' shares of £1 each
4
4




2025

£
2024

£

Ordinary share capital - Authorised




500 (2024: 500) Ordinary 'A' shares of £1 each

500

500


500 (2024: 500) Ordinary 'B' shares of £1 each

500

500



1,000
1,000

Ordinary shares

The company's shares have unrestricted voting rights together with unrestricted rights to participate in distributions of dividends and capital.


20.


Reserves

The company's capital and reserves are as follows:

Profit and loss account

Cumulative profit and loss net of distributions to owners.


21.


Prior year adjustment

Following a review by management, a prior period adjustment has been made. The adjustment relates to a restatement of cost of sales that were previously categorised as administrative expenses.

The effects of the prior year adjustment on the prior year financial statements are as follows:



As previously stated
Adjustment
As restated

Statement of Comprehensive Income





Cost of sales

(35,135,376)

(1,205,140)

(36,340,516)


Gross profit

25,327,607

(1,205,140)

24,122,467


Administrative expenses
(17,881,170)
1,205,140
(16,676,030)


22.


Contingent liabilities

The company had no contingent liabilities at 31 December 2025 (2024: £Nil).

Page 31

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

23.


Capital commitments

At 31 December 2025, the company had no capital commitments contracted but not provided for (2024: £Nil).


24.


Pension commitments

The company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £599,050 (2024: £630,433). Contributions totalling £44,895 (2024: £49,658) were payable to the fund at the reporting date and are included in other creditors.


25.


Commitments under operating leases

At the reporting date the company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2025
2024
£
£

Lessee


Within one year
339,155
352,436

Between one and five years
925,570
478,456

More than five years
264,883
-

1,529,608
830,892


26.


Related party transactions

Murray Uniforms Limited
During the period the company purchased goods and services totalling £7,606 (2024: £8,408) from and recharged business expenses of £Nil (2024: £4,699to Murray Uniforms Ltd, a company which has some of the same directors and ultimate shareholders as this company. The balance owed by the company to Murray Uniforms Ltd at 31 December 2025 was £1,218 (2024: £40).

Other
During the period the company purchased goods and services totalling £57,206 
(2024: £179,268), from businesses connected through close family members of the directors. The balance owed by the company at 31 December 2025 to those businesses was £Nil (2024: £960).

During the period the company sold goods totalling £9,099 (2024: £Nil) to a business owned by close family members of a director. The balance owed to the company at 31 December 2025 was £Nil (2024: £Nil).

During the period the company paid costs on behalf of a director totalling £Nil (2024: £35,809) which were reimbursed in the following year. The balance owed to the company on 31 December 2025 for those transactions was £Nil (2024: £35,809) and is included within other debtors.

The company has taken advantage of the exemption available in FRS102 Section33 whereby it has not disclosed transactions with companies included in the consolidated accounts of its ultimate parent.
Page 32

 
THE MILLBOARD COMPANY LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

27.


Subsequent events

On 22nd July 2026 the company paid an interim dividend in respect of 2025 on ordinary 'A' shares (£250,000 per share). There are no other material post balance sheet events.


28.


Controlling party

The company's immediate parent company at the year end was Elmdene Group Limited whose registered office is 1 Argosy Court, Scimitar Way, Coventry, CV3 4GA. This is the smallest group for which consolidated accounts that include the company's results are prepared.

The ultimate parent company at the year end was Douglass Joint Holdings Limited whose registered office is 1 Argosy Court, Scimitar Way, Coventry, United Kingdom, CV3 4GA. This is the largest group for which consolidated accounts that include the company's results are prepared. The ultimate controlling party are the shareholders of Douglass Joint Holdings Limited.
Page 33