| REGISTERED NUMBER: |
| UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 |
| FOR |
| FRAME MAKER (MK) LTD |
| REGISTERED NUMBER: |
| UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 |
| FOR |
| FRAME MAKER (MK) LTD |
| FRAME MAKER (MK) LTD (REGISTERED NUMBER: 05994627) |
| CONTENTS OF THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2025 |
| Page |
| Company Information | 1 |
| Balance Sheet | 2 |
| Notes to the Financial Statements | 4 |
| FRAME MAKER (MK) LTD |
| COMPANY INFORMATION |
| FOR THE YEAR ENDED 31 DECEMBER 2025 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| ACCOUNTANTS: |
| Chartered Accountants |
| Argent House |
| 5 Goldington Road |
| Bedford |
| Bedfordshire |
| MK40 3JY |
| FRAME MAKER (MK) LTD (REGISTERED NUMBER: 05994627) |
| BALANCE SHEET |
| 31 DECEMBER 2025 |
| 31.12.25 | 31.12.24 |
| Notes | £ | £ | £ | £ |
| FIXED ASSETS |
| Intangible assets | 4 |
| Tangible assets | 5 |
| Investments | 6 |
| CURRENT ASSETS |
| Stocks | 7 |
| Debtors | 8 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 9 |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CREDITORS |
| Amounts falling due after more than one year | 10 | ( |
) | ( |
) |
| PROVISIONS FOR LIABILITIES | 13 | ( |
) | ( |
) |
| NET ASSETS |
| CAPITAL AND RESERVES |
| Called up share capital | 14 |
| Capital redemption reserve |
| Retained earnings |
| SHAREHOLDERS' FUNDS |
| The directors acknowledge their responsibilities for: |
| (a) | ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and |
| (b) | preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company. |
| FRAME MAKER (MK) LTD (REGISTERED NUMBER: 05994627) |
| BALANCE SHEET - continued |
| 31 DECEMBER 2025 |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| FRAME MAKER (MK) LTD (REGISTERED NUMBER: 05994627) |
| NOTES TO THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2025 |
| 1. | STATUTORY INFORMATION |
| Frame Maker (MK) Ltd is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| Turnover |
| Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised: |
| Sale of goods |
| Turnover from the sale of goods is recognised when all of the following conditions are satisfied: |
| - the Company has transferred the significant risks and rewards of ownership to the buyer; |
| - the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; |
| - the amount of revenue can be measured reliably; |
| - it is probable that the Company will receive the consideration due under the transaction; and |
| - the costs incurred or to be incurred in respect of the transaction can be measured reliably. |
| Rendering of services |
| Turnover from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied: |
| - the amount of revenue can be measured reliably; |
| - it is probable that the Company will receive the consideration due under the contract; |
| - the stage of completion of the contract at the end of the reporting period can be measured reliably; and |
| - the costs incurred and the costs to complete the contract can be measured reliably. |
| Intangible assets |
| Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
| All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years. |
| FRAME MAKER (MK) LTD (REGISTERED NUMBER: 05994627) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| 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, on a reducing balance basis. |
| Depreciation is provided on the following basis: |
| - Short leasehold - 6 and 7 years on a straight line basis |
| - Plant and machinery - 20% straight line and 20% reducing balance |
| - Motor vehicles - 25% straight line and 25% reducing balance |
| - Fixtures and fittings - 25% reducing balance |
| - Office equipment - 25% straight line and 25% reducing balance |
| 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. |
| Investments in subsidiaries |
| Investments in subsidiaries are measured at cost less accumulated impairment. |
| Investments in unlisted Company shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Statement of Income and Retained Earnings for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment. |
| Investments in listed company shares are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in profit or loss for the period. |
| 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 basis. Work in progress and finished goods include labour and attributable overheads. |
| At each balance sheet 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. |
| Taxation |
| The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. |
| The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income. |
| FRAME MAKER (MK) LTD (REGISTERED NUMBER: 05994627) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Deferred tax |
| Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that: |
| - The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and |
| - Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. |
| Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
| Research and development |
| In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years. |
| If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only. |
| 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. |
| Pension costs and other post-retirement benefits |
| The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations. |
| The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds. |
| Interest income |
| Interest income is recognised in profit or loss using the effective interest method. |
| 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. |
| Borrowing costs |
| All borrowing costs are recognised in profit or loss in the year in which they are incurred. |
| FRAME MAKER (MK) LTD (REGISTERED NUMBER: 05994627) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Debtors |
| Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment. |
| 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. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value. |
| Creditors |
| Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method. |
| 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. |
| Financial instruments |
| The Company has elected to apply the provisions of Section 11 "Basic Financial Instruments" of FRS102 to all of its financial instruments. |
| The Company has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102. |
| Financial instruments are recognised in the Company's Balance Sheet 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 with the operating cycle fall into this category of financial instruments. |
| FRAME MAKER (MK) LTD (REGISTERED NUMBER: 05994627) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Other financial assets |
| Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment. |
| 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. |
| 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. |
| Other financial instruments |
| Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss. |
| Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy. |
| FRAME MAKER (MK) LTD (REGISTERED NUMBER: 05994627) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Derecognition of financial instruments |
| 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. |
| Dividends |
| Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting. |
| 3. | EMPLOYEES AND DIRECTORS |
| The average number of employees during the year was |
| 4. | INTANGIBLE FIXED ASSETS |
| Development |
| Goodwill | costs | Totals |
| £ | £ | £ |
| COST |
| At 1 January 2025 |
| and 31 December 2025 |
| AMORTISATION |
| At 1 January 2025 |
| Amortisation for year |
| At 31 December 2025 |
| NET BOOK VALUE |
| At 31 December 2025 |
| At 31 December 2024 |
| FRAME MAKER (MK) LTD (REGISTERED NUMBER: 05994627) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2025 |
| 5. | TANGIBLE FIXED ASSETS |
| Fixtures |
| Short | Plant and | and |
| leasehold | machinery | fittings |
| £ | £ | £ |
| COST |
| At 1 January 2025 |
| Additions |
| Disposals | ( |
) |
| At 31 December 2025 |
| DEPRECIATION |
| At 1 January 2025 |
| Charge for year |
| Eliminated on disposal | ( |
) |
| At 31 December 2025 |
| NET BOOK VALUE |
| At 31 December 2025 |
| At 31 December 2024 |
| Motor | Computer |
| vehicles | equipment | Totals |
| £ | £ | £ |
| COST |
| At 1 January 2025 |
| Additions |
| Disposals | ( |
) | ( |
) | ( |
) |
| At 31 December 2025 |
| DEPRECIATION |
| At 1 January 2025 |
| Charge for year |
| Eliminated on disposal | ( |
) | ( |
) | ( |
) |
| At 31 December 2025 |
| NET BOOK VALUE |
| At 31 December 2025 |
| At 31 December 2024 |
| FRAME MAKER (MK) LTD (REGISTERED NUMBER: 05994627) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2025 |
| 5. | TANGIBLE FIXED ASSETS - continued |
| Fixed assets, included in the above, which are held under hire purchase contracts are as follows: |
| Motor |
| vehicles |
| £ |
| COST |
| Additions |
| At 31 December 2025 |
| DEPRECIATION |
| Charge for year |
| At 31 December 2025 |
| NET BOOK VALUE |
| At 31 December 2025 |
| 6. | FIXED ASSET INVESTMENTS |
| Shares in |
| group |
| undertaking |
| £ |
| COST |
| At 1 January 2025 |
| Additions |
| Disposals | ( |
) |
| At 31 December 2025 |
| NET BOOK VALUE |
| At 31 December 2025 |
| At 31 December 2024 |
| 7. | STOCKS |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Stocks |
| FRAME MAKER (MK) LTD (REGISTERED NUMBER: 05994627) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2025 |
| 8. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Trade debtors |
| Loan - Fragilistics Ltd | - | 60,360 |
| Amounts owed by group undertakings |
| Other debtors |
| Prepayments |
| 9. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Hire purchase contracts (see note 12) |
| Trade creditors |
| Amounts owed to group undertakings |
| Tax |
| Social security and other taxes |
| VAT | 137,786 | 107,577 |
| Other creditors |
| Loan - Fragilistics Ltd | 115,380 | - |
| Directors' current accounts | 44,900 | 22,633 |
| Accrued expenses |
| 10. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Other loans (see note 11) |
| Hire purchase contracts (see note 12) |
| 11. | LOANS |
| An analysis of the maturity of loans is given below: |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Amounts falling due between two and five years: |
| Other loans - 1-5 years |
| FRAME MAKER (MK) LTD (REGISTERED NUMBER: 05994627) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2025 |
| 12. | LEASING AGREEMENTS |
| Minimum lease payments fall due as follows: |
| Hire purchase |
| contracts |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Net obligations repayable: |
| Within one year |
| Between one and five years |
| Non-cancellable |
| operating leases |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Within one year |
| Between one and five years |
| 13. | PROVISIONS FOR LIABILITIES |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Deferred tax |
| Accelerated capital allowances |
| Other timing differences | (287 | ) | - |
| 48,562 | 14,594 |
| Deferred |
| tax |
| £ |
| Balance at 1 January 2025 |
| Charge to Income Statement during year |
| Balance at 31 December 2025 |
| 14. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 31.12.25 | 31.12.24 |
| value: | £ | £ |
| Ordinary | 1p | 55 | 55 |
| FRAME MAKER (MK) LTD (REGISTERED NUMBER: 05994627) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2025 |
| 15. | 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 company's pension contributions during the year amount to £155,186 (2024: £67,542). Contributions totalling £1,609 (2024: £1,075) were payable to the fund at the balance sheet date and are included in creditors. |
| 16. | RELATED PARTY TRANSACTIONS |
| Fragilistics Limited |
| On 30 June 2025, a company under common ownership had its trade and assets acquired by the company for market value. |
| Other Related Parties |
| At the year end there was a loan outstanding to Nital Broekhuizen who is related to Mr R Broekhuizen. At the year end the amount due to this person was £480,000 (2024: £400,000) included in other borrowings falling due after more than one year. During the year, the interest paid amounted to £14,625 (2024: £15,870). |
| At the year end there was a loan outstanding to Matthew Broekhuizen who is related to Mr R Broekhuizen. At the year end the amount due to this person was £300,000 (2024: £300,000) included in other borrowings falling due after more than one year. The loan was interest free. |