COFFEE & BREAD LIMITED

Registered number

08764602

Annual Report and Audited Accounts

31 December 2025

COFFEE & BREAD LIMITED
Report and accounts
Contents




Page

Company information	1
Director's report	2-3
Independent auditor's report	4-6
Profit and loss account	7
Balance sheet	8
Statement of changes in equity	9
Notes to the accounts	10-16

COFFEE & BREAD LIMITED

Company Information

Director

Mr. Munir Khalil Ali

Auditors

MMBA London Ltd

16 Upper Woburn Place,

Kings Cross, London

United Kingdom

WC1H 0AF

Registered office

63 Elizabeth Street

London

United Kingdom

SW1W 9PP

Registered number

08764602

COFFEE & BREAD LIMITED
Registered number:			08764602
Director's Report

The director presents his report and accounts for the year ended 31 December 2025.

Principal activities

The Company commenced trading operations in June 2025, following a period of refurbishment during which it remained non-operational. The principal activity of Coffee & Bread Limited during the period was the retail sale of food and related products through specialised retail outlets. The company operated a food retail business, offering a range of food items and associated products to customers from its specialised stores.
Director

The following person was a director of the company during the year ended 31 December 2025:

Mr. Munir Khalil Ali

Future Developments

The director will continue to review the company's operations and pursue opportunities for sustainable growth and improved profitability. The company will continue to focus on providing high-quality services, maintaining strong relationships with its customers, and managing its resources efficiently. The director is confident that the company is well positioned to continue its operations successfully in the foreseeable future.

Dividends

The director does not recommend the payment of a final dividend for the year ended 31 December 2025. No interim dividends were declared or paid during the year.

Post Balance Sheet Events

There have been no events occurring after the reporting date that require disclosure in, or adjustment to, these financial statements.

Independent Auditor
The director who was in office at the date of approval of this report confirms that: So far as the director is aware, there is no relevant audit information of which the company's auditor is unaware; and The director has taken all the steps that he ought to have taken as a director to make himself aware of any relevant audit information and to establish that the company's auditor is aware of that information. This confirmation is given and should be interpreted in accordance with the provisions of Section 418 of the Companies Act 2006.


Director's responsibilities

The director is responsible for preparing the report and accounts in accordance with applicable law and regulations.

Company law requires the director to prepare accounts for each financial year. Under that law the director has elected to prepare the accounts in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the accounts 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 accounts, the director is required to:
●	select suitable accounting policies and then apply them consistently;
●	make judgements and estimates that are reasonable and prudent;
●	prepare the accounts on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The director is 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 him to ensure that the accounts comply with the Companies Act 2006. He is 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.


This report was approved by the director on 25 August 2026 and signed on behalf of the company by:



Mr. Munir Khalil Ali

Director

COFFEE & BREAD LIMITED
Independent auditor's report
to the member of COFFEE & BREAD LIMITED

Opinion

We have audited the financial statements of Coffee & Bread Limited (the 'company') for the year ended 31 December 2025, which comprise the Income statement, the Statement of financial position, the Statement of changes in equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 'Reduced Disclosure Framework' (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 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.

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.

Material uncertainty related to going concern
We draw attention to Note 2, which indicates that the Company is in a net loss and net liability position and relies on continued financial support from Group management and the ultimate controlling party. These conditions indicate that a material uncertainty exists that may cast significant doubt on the Company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter

Other matter
The financial statements of the Company for the year ended 31 December 2024 were audited by a predecessor auditor who expressed an unmodified opinion on those financial statements on 7 April 2026.
Other information
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The director is responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact
We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
●	the information given in the directors’ report for the financial year for which the accounts are prepared is consistent with the accounts; and
●	the directors’ report has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in 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 director
As explained more fully in the directors' responsibilities statement, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.


The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below:
●	The Senior Statutory Auditor ensured that the audit engagement team collectively possessed the appropriate competence, capabilities, and skills to identify or recognise instances of non-compliance with applicable laws and regulations.
●	We made enquiries of management regarding areas where they believed there might be a susceptibility to fraud, as well as their knowledge of any actual, suspected, or alleged fraud.
●	Through discussions with the director and senior management during the planning phase, we identified the laws and regulations that could reasonably be expected to have a material effect on the financial statements of the company
●	The audit team conducted a risk assessment discussion to identify specific areas considered susceptible to material misstatement, particularly in relation to fraud or non-compliance with laws and regulations
●	Our audit procedures were focused on those laws and regulations we deemed to have a direct and material impact on the financial statements or the company’s operations, including the Companies Act 2006 and relevant taxation legislation.
●	We also identified laws and regulations that do not have a direct effect on the financial statements, but where non-compliance may have a material effect on the Company’s operations or its ability to continue trading.

We assessed the company’s compliance with the relevant laws and regulations identified above through the following procedures:
●	making enquiries of management regarding any known or suspected instances of non-compliance;
●	reviewing legal expenditure and examining correspondence during the period for indications of potential litigation or claims; and
●	evaluating the internal control environment, particularly those controls designed to mitigate the risks of fraud and non-compliance with applicable laws and regulations

To address the risk of fraud arising from management bias and override of controls, we undertook the following procedures:
●	assessed the susceptibility of the company to management override of controls by evaluating the design and implementation of key controls and by making enquiries with individuals involved in the financial reporting process;
●	performed analytical procedures to identify large, unusual, or unexpected transactions and investigated significant variances from the prior period
●	reviewed journal entries to identify any unusual or non-recurring transactions;
●	evaluated the appropriateness of accounting estimates and assessed whether management’s judgements indicated any potential bias; and
●	conducted substantive testing to verify the occurrence and proper cut-off of expenditure.

In response to the risk of irregularities and non-compliance with laws and regulations, our audit procedures included:
●	agreeing financial statement disclosures to the underlying supporting documentation;
●	making enquiries of management regarding actual or potential litigation and claims; and
●	reviewing correspondence with HMRC and the company’s legal advisers
It is important to note that, due to the inherent limitations of an audit, there is a risk that not all irregularities, including those that may result in a material misstatement of the financial statements or non-compliance with regulations, will be detected. This risk increases for non-compliance with laws or regulations that are not closely related to the financial reporting process, as such instances are inherently less likely to come to the auditor’s attention. Furthermore, the risk is heightened in cases of fraud, which may involve deliberate concealment, collusion, forgery, omission, or misrepresentation.
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.

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.



Mr Waqqas Shabir Memon, BSc, FCCA
(Senior Statutory Auditor)		16 Upper Woburn Place,
for and on behalf of
MMBA London Ltd		Kings Cross, London
Chartered Certified Accountants & Statutory Auditors		United Kingdom
25 August 2026		WC1H 0AF

COFFEE & BREAD LIMITED
Income Statement
for the year ended 31 December 2025


	2025		2024
£		£

Turnover	305,929		-

Cost of sales	(115,218)		-

Gross profit	190,711		-

Administrative expenses	(641,386)		(38,036)
Finance costs	(6,310)		-

Operating loss	(456,985)		(38,036)


Loss before taxation on ordinary activities	(456,985)		(38,036)

Tax on loss	-		-

Loss for the financial year	(456,985)		(38,036)

COFFEE & BREAD LIMITED
Registered number:		08764602
Statement Of Financial Position
as at 31 December 2025

Notes			2025			2024
£				£
Fixed assets
Tangible assets	5		1,106,647			493,330
			1,106,647			493,330

Current assets
Stocks		25,734			-
Debtors	6	34,829			111,756
Cash at bank and in hand		136,511			-
		197,074			111,756

Creditors: amounts falling due within one year	7	(1,737,139)			(643,120)

Net current liabilities			(1,540,065)			(531,364)

Total assets less current liabilities			(433,418)			(38,034)

Provisions for liabilities	8		(61,601)			-

Net liabilities			(495,019)			(38,034)

Capital and reserves
Called up share capital			2			2
Profit and loss account			(495,021)			(38,036)

Shareholder's funds			(495,019)			(38,034)

These financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework ("FRS 101"). The company has applied the disclosure exemptions available under FRS 101 in preparing these financial statements.


Mr. Munir Khalil Ali
Director
Approved by the board on 25 August 2026

COFFEE & BREAD LIMITED
Statement of Changes in Equity
for the year ended 31 December 2025

Share		Profit		Total
capital		and loss
account
£		£		£

At 1 January 2024	2		-		2

Loss for the financial year			(38,036)		(38,036)

Total comprehensive income for the financial year	-		(38,036)		(38,036)

At 31 December 2024	2		(38,036)		(38,034)


At 1 January 2025	2		(38,036)		(38,034)

Loss for the financial year			(456,985)		(456,985)

Total comprehensive income for the financial year	-		(456,985)		(456,985)


At 31 December 2025	2		(495,021)		(495,019)

COFFEE & BREAD LIMITED
Notes to the Accounts
for the year ended 31 December 2025


1	Statutory Information

	Coffee & Bread Limited is a private Company, limited by shares, registered in England and Wales, registration number 08764602. The registered office is 63 Elizabeth Street, London, SW1W 9PP, United Kingdom.

	Basis of preparation

	The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework applicable in the UK and Republic of Ireland (FRS 101), applicable accounting standards and the requirements of the Companies Act 2006. The financial statements are prepared in sterling, which is the functional currency of the Company. Monetary amounts in these financial statements are rounded to the nearest £. The Company has taken advantage of the following disclosure exemptions under FRS 101: The requirements of IAS 7 Statement of Cash Flows; The requirements of IFRS 7 Financial Instruments: Disclosures; and The requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member. The principal accounting policies adopted in the preparation of the financial statements are set out below and have remained unchanged from the previous year, and also have been consistently applied within the same accounts. The financial statements present information about the Company as an individual entity and not about its group. Coffee & Bread Limited is a wholly owned sub-subsidiary of a BNK Holdings K.S.C.C and the results of Coffee & Bread Limited are included in the consolidated financial statements of BNK Holdings K.S.C.C whose registered address is at Al Hamra Tower, 69th floor, Abdulaziz Al Saqr Street, P.O. Box 1196, Safat 13012, State of Kuwait.

2	Accounting policies

	Going Concern

	The Company incurred a net loss of £456,985 during the year and had net liabilities of £495,019 at 31 December 2025. The financial statements have been prepared on a going concern basis as the Company relies on continued financial support from Group management and the ultimate controlling party. Group management and the ultimate controlling party have confirmed their intention and ability to continue providing financial support to the Company for the foreseeable future. The Company's ability to continue as a going concern is dependent upon the continued availability of this financial support. These conditions indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. Based on this assessment, the Director considers that the Company will have adequate resources to continue in operational existence and has therefore adopted the going concern basis of accounting.

	Financial assets

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

	Revenue

	Revenue represents the fair value of the consideration received or receivable for the sale of goods and services, net of value added tax, discounts, refunds and other sales-related taxes. Revenue is recognised when control of the goods has transferred to the customer, which is generally at the point the goods are provided to the customer in-store or collected by the customer. For online and delivery sales, revenue is recognised when the goods are delivered to the customer. The Company's principal source of revenue is the sale of food and beverages through its retail operations. Payment is typically received immediately by cash, debit card, credit card or other electronic payment methods. As customers pay at the point of sale and the performance obligation is satisfied at that time, there are generally no significant financing components or contract assets or contract liabilities. The Company acts as principal in all sales transactions and therefore recognises revenue on a gross basis.

	Share Capital

	The Company has one class of ordinary shares which carry no right to fixed income. Each ordinary share carries one vote at general meetings of the Company and ranks equally with regard to the Company's residual assets. There were no changes to the Company's issued share capital during the current or preceding financial year.

	Financial Liabilities

	Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.


	Equity instruments

	Equity instruments issued by the Company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

	Tangible fixed assets

	Depreciation is recognised on tangible fixed assets that are available for use in accordance with the Company's accounting policy. In accordance with IAS 16 Property, Plant and Equipment, as adopted under FRS 101, depreciation commences when an asset is available for use, being when it is in the location and condition necessary for it to be capable of operating in the manner intended by management. No depreciation is recognised on assets that are not available for use at the reporting date. Depreciation is provided on a straight-line basis at rates calculated to write off the cost of each asset, less its estimated residual value, over its estimated useful economic life, as follows:

	Right-of-use asset – Premises lease		over the lease term
	Land and buildings - Refurbishments		over 7 years
	Land and buildings		25% Straight line
	Plant and machinery		25% Straight line

	Impairment of Fixed Assets

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

	Reserves

	Reserves Company's reserves are as follows: Called up share capital reserve represents the nominal value of the shares issued. Profit and loss account represents cumulative profits or losses, net of dividends paid and other adjustments.

	VAT refunds

	Amounts recoverable are recorded as a receivable when it is probable that the economic benefit will be realised and can be measured reliably. VAT recoverable on purchases is excluded from the expenses and recognised separately as a debtor. The balance is measured at the amount expected to be recovered and is reviewed at each reporting date for recoverability, with any impairment recognised in profit or loss where necessary.

	Stocks

	Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition. Stocks held for distribution at no or nominal consideration are measured at the lower of replacement cost and cost, adjusted where applicable for any loss of service potential. At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

	Cash at bank and in hand
	Cash at bank and in hand are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

	Leased assets

	At inception, the Company assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the Company recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use asset is included within land and building leasehold. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement. The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets are determined on the same basis as those of other land and building leasehold. The right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain re-measurements of the lease liability.


	Leased liabilities

	The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the Company’s incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, and amounts expected to be payable under a residual value guarantee. Subsequent to initial measurement, the liability is reduced for payments made and increased for interest. It is remeasured to reflect any reassessment or modification, or if there are changes in lease payments resulting from changes in an index or rate.

	Provision for Dilapidation

	A provision for dilapidations has been recognised in respect of the Company's leased premises. The provision represents management's best estimate of the expenditure required to restore the properties to the condition required under the terms of the lease agreements at the end of the lease term. The estimated costs have been determined based on the Company's contractual obligations under the lease agreements and supported by dilapidation assessments, quotations and management's estimates of the expected costs of carrying out the required works. The provision is measured at the present value of the expected future cash outflows, discounted using a rate of 4%, which management considers to reflect the time value of money over the period until the expected settlement of the obligation. The provision is reviewed at each reporting date and updated for changes in expected costs, timing of settlement or other assumptions.

	Judgements and Key Sources of Estimation Uncertainty

	In the application of the Company’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The critical judgements are the following: The dilapidation provision relates to the estimated cost of restoring leased properties to their original condition at the end of lease term. The calculation of the provision for dilapidation involves a degree of estimation and judgement with respect to certain items, such as potential changes in restoration standards, cost inflation and discount rate used. Determining the useful life for tangible fixed assets requires management to make an estimate based on the value in use and life of the asset. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

3.1	Turnover
	An analysis of turnover by geographic market is given below:

				2025		2024
£					£
	Retail Sales			190,440		-
	Online Sales			115,489		-
	Total Turnover (United Kingdom)			305,929		-

3.2	Employees & Director

	Wages and Salaries			227,628		-
	Social Security Costs			22,531		-
	Pension Costs			3,602		-
	Director Remuneration			-		-
	Total Employee Cost			253,761		-


				2025		2024
Number					Number

	Average number of persons employed by the company			8		1


	Pension Costs

	The Company operates a defined contribution pension scheme for eligible employees through NEST (National Employment Savings Trust). Under the defined contribution scheme, the Company is required to make fixed contributions to the scheme and has no further obligations once these contributions have been paid. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension costs recognised in the profit and loss account represent the contributions payable by the Company to the scheme during the year. At 31 December 2025, employer pension contributions of £489 (2024: £nil) were outstanding and are included within taxation and social security creditors in the statement of financial position.

3.3	Operating Loss			2025		2024
£					£
	The operating loss is reported after charging the following:

	Depreciation Owned Assets			157,170		-
	Depreciation ROU Assets			18,190		-
	Auditor's Remuneration			6,500		7,000
				181,860		7,000

3.4	Interest Payable and Similar Charges			2025		2024
£					£
	Interest Expense - Lease liabilities			999		-
	Interest Expense			3,731		-
	Interest on Lease Dilapidation Provision			1,580		-
				6,310		-


4	Taxation			2025		2024
£					£

	Current Tax			-		-
				-		-

	The charge for the year can be reconciled to the loss per the income statement as follows:

				2025		2024
£					£

	Loss before taxation			(456,985)		(38,036)

	Loss on ordinary activities before taxation multiplied by standard rate of UK corporation tax of 25% (2024: 25%)			(114,246)		(9,509)

	Taxation impact of factors affecting tax charge:
	Unutilised tax losses carried forward			(29,988)		(113,836)
	Capital allowances in excess of depreciation			144,234		123,345

	Taxation charge for the year			-		-

	The Company has tax losses carried forward as at 31 December 2025 of £1,071,958 (2024: £38,036). These losses have arisen primarily due to the trading loss incurred during the year and the availability of capital allowances on qualifying capital expenditure. A deferred tax asset has not been recognised in respect of these losses as there is insufficient certainty at the reporting date that future taxable profits will be available against which the losses can be utilised. The recognition of any deferred tax asset will be reassessed at each reporting date based on the Company's future profitability and availability of taxable profits.



5	Tangible fixed assets
		ROU - Premises Lease	Land and buildings	Plant and machinery		Total
		£	£	£		£
	Cost
	At 1 January 2025	-	493,330	-		493,330
	Additions	36,380	738,553	13,744		788,677
	At 31 December 2025	36,380	1,231,883	13,744		1,282,007

	Depreciation
	At 1 January 2025	-	-	-		-
	Charge for the year	18,190	155,194	1,976		175,360
	At 31 December 2025	18,190	155,194	1,976		175,360

	Net book value
	At 31 December 2025	18,190	1,076,689	11,768		1,106,647
	At 31 December 2024	-	493,330	-		493,330



6	Debtors: amounts falling due within one year			2025		2024
£					£

	Other debtors			1,212		-
	VAT Refund			13,719		104,440
	Accrued Income and Prepayments			19,898		7,316
				34,829		111,756


7	Creditors: amounts falling due within one year			2025		2024
£					£

	Obligations under finance lease and hire purchase contracts			20,916		-
	Trade creditors			120,414		1,952
	Amounts owed to group companies			1,558,690		634,168
	Taxation and social security costs			21,611		-
	Accruals			15,508		7,000
				1,737,139		643,120


8	Provisions – Dilapidations provision
	The provision represents the estimated cost of restoring leased properties to the condition required under the terms of the respective lease agreements at the end of the lease terms.

	At 1 January 2025					-
	Transfer of provision during the year					60,021
	Unwinding of discount during the year					1,580
	At 31 December 2025					61,601

9	Share Capital			2025		2024
£					£

	Share capital (two shares of £1 each)			2		2
				2		2

10	Retained Earnings			2025		2024
£					£
	At 1 January 2024			-		-
	Profit (loss) during the year			-		(38,036)

	As at 31 Dec 2024			-		(38,036)

	At 1 Jan 2025			(38,036)		-
	Profit (loss) during the year			(456,985)		-

	As at 31 December 2025			(495,021)		(38,036)


11	Related parties

	An amount of £1,359,630 (2024: £576,368) was due to Al-Thiqa Restaurants Company SPC, a Company incorporated in the State of Kuwait. Al-Thiqa Restaurants Company SPC is under common ownership with Coffee & Bread Limited. The balance represents amounts provided by the related party to support the Company's operations. The balance is unsecured, interest free and repayable on demand. No formal repayment terms or security arrangements are in place in respect of this balance. An amount of £199,060 (2024: £57,800) was due to TomTom Limited. The balance relates primarily to recharge expenses and prepaid balances arising from costs incurred by TomTom Limited on behalf of the Company. The recharge expenses relate to shared costs and operational expenditure paid by TomTom Limited and subsequently recharged to the Company. The balance is unsecured, interest free and repayable in the normal course of business. Except for the related party disclosures noted above, the Company has taken advantage of the exemption under FRS 101 not to disclose transactions with fellow group companies which are wholly owned by BNK Holdings K.S.C.C.

12	Controlling party

	The Company's immediate parent undertaking is TomTom Limited, a Company registered in United Kingdom. The ultimate parent undertaking is BNK Holdings K.S.C.C a Company registered in the State of Kuwait. The largest group in which the results of Coffee & Bread Limited are consolidated is that headed by BNK Holdings K.S.C.C., whose registered address is at Al Hamra Tower, 69th floor, Abdulaziz Al Saqr Street, P.O. Box 1196, Safat 13012, State of Kuwait, where the group financial statements are available. Mr. Bader Nasser Mohamed Al Kharafi is the ultimate controlling party of the Company by virtue of his majority shareholding in BNK Holdings K.S.C.C.

13	Transfer of Lease to Subsidiary
	During the year ended 31 December 2025, the lease relating to the Company's leased premises was transferred from TomTom Limited to Coffee & Bread Limited as part of an internal group reorganisation. Following the transfer, the related right-of-use asset, lease liability and dilapidation provision were recognised by Coffee & Bread Limited from the effective date of the transfer. On transfer, the Company recognised a right-of-use asset with a carrying amount of £36,380, a lease liability of £41,250 and a dilapidation provision of £60,022. The net amount arising on the transfer of these balances was recognised as an amount due to TomTom Limited. Accordingly, an intercompany liability of £64,892 was recognised in respect of the transfer.

14	Event after reporting date

	There are no subsequent events to report.