| REGISTERED NUMBER: |
| MGBC LTD |
| STRATEGIC REPORT, |
| REPORT OF THE DIRECTORS AND |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2025 |
| REGISTERED NUMBER: |
| MGBC LTD |
| STRATEGIC REPORT, |
| REPORT OF THE DIRECTORS AND |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2025 |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| CONTENTS OF THE FINANCIAL STATEMENTS |
| for the Year Ended 31 December 2025 |
| Page |
| Company Information | 1 |
| Strategic Report | 2 |
| Report of the Directors | 4 |
| Report of the Independent Auditors | 6 |
| Statement of Comprehensive Income | 10 |
| Statement of Financial Position | 11 |
| Statement of Changes in Equity | 12 |
| Statement of Cash Flows | 13 |
| Notes to the Statement of Cash Flows | 14 |
| Notes to the Financial Statements | 16 |
| MGBC LTD |
| COMPANY INFORMATION |
| for the Year Ended 31 December 2025 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Statutory Auditor |
| Chartered Accountants |
| 5 Imperial Court |
| Laporte Way |
| Luton |
| Bedfordshire |
| LU4 8FE |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| STRATEGIC REPORT |
| for the Year Ended 31 December 2025 |
| The directors present their strategic report for the year ended 31 December 2025. |
| REVIEW OF BUSINESS |
| Turnover has decreased by 35.9% in the year to £13.7 million. The gross margin achieved in the year fell from 21.96% to 18.26%, mainly due to rising material costs. |
| The final results show a profit before tax of £749,249 for the year, compared to a profit of £3,678,759 in the previous period. At the balance sheet date the net assets of the company had increased by 4% to £8,996,260 due to profits earned throughout the year. |
| The company continues to allocate resources, both capital and management time, towards business improvement initiatives across all processes to enhance client service efficiency and cost-effectiveness. Benefits from this commitment are becoming evident. |
| The company believes it is well positioned to continue growth and profitability by maintaining its market reputation and a solid client base in both the public and private sectors. The financial position remains stable, with a strong balance sheet and cash reserves. |
| While the construction industry presents ongoing challenges, the company adopts a proactive approach and applies enhanced commercial controls to address opportunities as they arise. |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| The cost of living crisis is still causing cost increases to businesses worldwide. However, the directors consider that the business is in a good position to face these challenges, benefitting from good relations with customers and suppliers, together with strong liquidity in the form of cash reserves. |
| The company's credit risk is primarily attributed to its trade debtors and continues to be managed by operating strict credit checks on new customers and closely monitoring the credit limits of existing customers by reference to current financial information. |
| FINANCIAL KEY PERFORMANCE INDICATORS |
| The company had total comprehensive income for the year ended 31 December 2025 of £687,371 (2024: £2,783,076) and has a strong net asset position of £8,996,260 (2024: £8,647,049). |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| STRATEGIC REPORT |
| for the Year Ended 31 December 2025 |
| ENVIRONMENT |
| We continue to have a number of tenders and opportunities ahead of us which will allow us to develop the business in a sustainable and profitable manner in the medium term in line with our strategic plan, subject to the future economic climate. |
| The company is committed to the achievement of quality in the projects undertaken and complies with the requirements of IS09001 - quality management systems. We ensure that we recognise our environmental responsibilities to enable us to understand, as well as manage the actual and potential environmental impact of our activities. Our operations are conducted to ensure we comply with the legal requirements relating to the environment in which we carry out our business. As part of this obligation, we comply with the requirements of IS014001 - environmental management, for which we have received the accreditation. |
| The company continues to invest in its health and safety standards and performance across all its sites. Health and safety remains at the forefront of our planning and culture to manage the risks associated with operating within the construction industry, whilst further improving the company's procedures and processes. The company recognises the importance of specific and effective training for its employees to ensure compliance with the legal requirements and accreditation held by the company. |
| ON BEHALF OF THE BOARD: |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| REPORT OF THE DIRECTORS |
| for the Year Ended 31 December 2025 |
| The directors present their report with the financial statements of the company for the year ended 31 December 2025. |
| PRINCIPAL ACTIVITY |
| The principal activity of the company in the year under review was that of building and development contractors. |
| DIVIDENDS |
| Interim dividends totalling £409,864 were paid throughout the year. |
| The directors recommend that no final dividends be paid. |
| The total distribution of dividends for the year ended 31 December 2025 will be £409,864. |
| EVENTS SINCE THE END OF THE YEAR |
| Information relating to events since the end of the year is given in the notes to the financial statements. |
| DIRECTORS |
| The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report. |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Strategic Report, the Report of the Directors 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). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to: |
| - | select suitable accounting policies and then apply them consistently; |
| - | make judgements and accounting estimates that are reasonable and prudent; |
| - | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
| The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| REPORT OF THE DIRECTORS |
| for the Year Ended 31 December 2025 |
| AUDITORS |
| The auditors, Miller & Co, were appointed during the year and will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| MGBC LTD |
| Opinion |
| We have audited the financial statements of MGBC Ltd (the 'company') for the year ended 31 December 2025 which comprise the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity, Statement of Cash Flows and Notes to the Statement of Cash Flows, Notes to the Financial Statements, 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 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; |
| - | 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 Auditors' 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 |
| 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
| Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
| In connection with our audit of the financial statements, 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 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 the audit: |
| - | the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| MGBC LTD |
| 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 Strategic Report or the Report of the Directors. |
| We have nothing to report in respect of the following matters where 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 Statement of Directors' Responsibilities set out on page four, 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 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. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| MGBC LTD |
| Auditors' 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 a Report of the Auditors 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: |
| Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements, including fraud. |
| Extent to which the audit was considered capable of detecting irregularities, including fraud |
| Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. |
| We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to these risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion. |
| Identifying and assessing potential risks related to irregularities |
| In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following: |
| - the nature of the industry, control environment and business performance; |
| - the results of our enquiries of management about their own identification and assessments of the risks of |
| irregularities; |
| - any matters we identified having obtained and reviewed the company's policies and procedures relating to: |
| o identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of |
| non-compliance; |
| o detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or |
| alleged fraud; |
| o the matters discussed among the audit engagement team regarding how and where fraud might occur in the |
| financial statements and any potential indicators of fraud. |
| In common with all audits under ISAs (UK) we are also required to perform specific procedures to respond to the risk of management override. |
| We also obtained an understanding of the legal and regulatory framework that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements, such as the Companies Act 2006. |
| In addition, we considered the provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the Company's ability to operate or to avoid a material penalty. |
| Audit response to risk identified |
| Our procedures to respond to risks identified included the following: |
| - Reviewing the financial statement disclosures to assess compliance with provisions of relevant laws and |
| regulations described as having a direct effect on the financial statements; |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| MGBC LTD |
| - Performing analytical procedures to identify any unusual or unexpected relationships that may indicate material |
| misstatement due to fraud; |
| - In addressing the risk of fraud through management override of controls, the testing of the appropriateness of |
| journal entries and other adjustments and evaluating the business rationale of any significant transactions that are |
| unusual or outside the normal course of business. |
| We also communicated relevant identified 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 Report of the Auditors. |
| 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 a Report of the Auditors 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. |
| for and on behalf of |
| Statutory Auditor |
| Chartered Accountants |
| 5 Imperial Court |
| Laporte Way |
| Luton |
| Bedfordshire |
| LU4 8FE |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| STATEMENT OF COMPREHENSIVE |
| INCOME |
| for the Year Ended 31 December 2025 |
| 2025 | 2024 |
| Notes | £ | £ |
| TURNOVER | 4 |
| Cost of sales |
| GROSS PROFIT |
| Administrative expenses |
| 1,365,480 | 3,739,023 |
| Other operating income |
| OPERATING PROFIT | 6 |
| Interest receivable and similar income |
| 1,525,423 | 3,841,113 |
| Gain/loss on revaluation of assets | (628,000 | ) | (7,965 | ) |
| 897,423 | 3,833,148 |
| Interest payable and similar expenses | 7 |
| PROFIT BEFORE TAXATION |
| Tax on profit | 8 |
| PROFIT FOR THE FINANCIAL YEAR |
| OTHER COMPREHENSIVE INCOME |
| Gain on revaluation of assets |
| Income tax relating to other comprehensive income |
( |
) |
| OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| STATEMENT OF FINANCIAL POSITION |
| 31 December 2025 |
| 2025 | 2024 |
| Notes | £ | £ | £ | £ |
| FIXED ASSETS |
| Tangible assets | 10 |
| Investment property | 11 |
| CURRENT ASSETS |
| Debtors: amounts falling due within one year | 12 |
| Debtors: amounts falling due after more than one year |
12 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 13 |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CREDITORS |
| Amounts falling due after more than one year |
14 |
( |
) |
( |
) |
| PROVISIONS FOR LIABILITIES | 19 | ( |
) | ( |
) |
| NET ASSETS |
| CAPITAL AND RESERVES |
| Called up, paid and allotted share capital | 20 |
| Revaluation reserve | 21 |
| Capital redemption reserve | 21 |
| Retained earnings | 21 |
| SHAREHOLDERS' FUNDS |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| STATEMENT OF CHANGES IN EQUITY |
| for the Year Ended 31 December 2025 |
| Called |
| up, paid |
| and |
| allotted | Capital |
| share | Retained | Revaluation | redemption | Total |
| capital | earnings | reserve | reserve | equity |
| £ | £ | £ | £ | £ |
| Balance at 1 January 2024 |
| Changes in equity |
| Dividends | - | ( |
) | - | - | ( |
) |
| Total comprehensive income | - |
| Distribution re NPV |
| calculation | - | (71,704 | ) | - | - | (71,704 | ) |
| Balance at 31 December 2024 |
| Changes in equity |
| Dividends | - | ( |
) | - | - | ( |
) |
| Total comprehensive income | - |
| Distribution re NPV |
| calculation | - | 71,704 | - | - | 71,704 |
| Balance at 31 December 2025 |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| STATEMENT OF CASH FLOWS |
| for the Year Ended 31 December 2025 |
| 2025 | 2024 |
| Notes | £ | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | ( |
) |
| Interest paid | ( |
) | ( |
) |
| Interest element of hire purchase payments paid |
( |
) |
( |
) |
| Tax paid | ( |
) | ( |
) |
| Net cash from operating activities | ( |
) |
| Cash flows from investing activities |
| Purchase of tangible fixed assets | ( |
) | ( |
) |
| Purchase of investment property | ( |
) |
| Sale of tangible fixed assets |
| Interest received |
| Net cash from investing activities | ( |
) | ( |
) |
| Cash flows from financing activities |
| Loan repayments in year | ( |
) | ( |
) |
| Group loans in year | - | (170,147 | ) |
| Capital advanced in year | 536,550 | - |
| Capital repayments in year | ( |
) | ( |
) |
| Amount introduced by directors | 357 | 235 |
| Equity dividends paid | ( |
) | ( |
) |
| Net cash from financing activities | ( |
) | ( |
) |
| (Decrease)/increase in cash and cash equivalents | ( |
) |
| Cash and cash equivalents at beginning of year |
2 |
3,056,320 |
| Cash and cash equivalents at end of year | 2 | 4,583,218 |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| NOTES TO THE STATEMENT OF CASH FLOWS |
| for the Year Ended 31 December 2025 |
| 1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
| 2025 | 2024 |
| £ | £ |
| Profit before taxation |
| Depreciation charges |
| Loss on disposal of fixed assets |
| Loss on revaluation of fixed assets | 628,000 | 7,965 |
| Finance costs | 148,174 | 154,389 |
| Finance income | (118,430 | ) | (65,919 | ) |
| 1,769,419 | 4,122,292 |
| Increase in trade and other debtors | ( |
) | ( |
) |
| (Decrease)/increase in trade and other creditors | ( |
) |
| Cash generated from operations | ( |
) |
| 2. | CASH AND CASH EQUIVALENTS |
| The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts: |
| Year ended 31 December 2025 |
| 31.12.25 | 1.1.25 |
| £ | £ |
| Cash and cash equivalents | 3,219,225 | 4,583,218 |
| Bank overdrafts | ( |
) |
| 3,202,516 | 4,583,218 |
| Year ended 31 December 2024 |
| 31.12.24 | 1.1.24 |
| £ | £ |
| Cash and cash equivalents | 4,583,218 | 3,058,486 |
| Bank overdrafts | ( |
) |
| 4,583,218 | 3,056,320 |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| NOTES TO THE STATEMENT OF CASH FLOWS |
| for the Year Ended 31 December 2025 |
| 3. | ANALYSIS OF CHANGES IN NET FUNDS |
| At 1.1.25 | Cash flow | At 31.12.25 |
| £ | £ | £ |
| Net cash |
| Cash at bank | 4,583,218 | (1,363,993 | ) | 3,219,225 |
| Bank overdrafts | - | (16,709 | ) | (16,709 | ) |
| 4,583,218 | ( |
) | 3,202,516 |
| Debt |
| Finance leases | (467,148 | ) | (259,337 | ) | (726,485 | ) |
| Debts falling due within 1 year | (197,048 | ) | (20,411 | ) | (217,459 | ) |
| Debts falling due after 1 year | (580,584 | ) | 184,887 | (395,697 | ) |
| (1,244,780 | ) | (94,861 | ) | (1,339,641 | ) |
| Total | 3,338,438 | (1,475,563 | ) | 1,862,875 |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| NOTES TO THE FINANCIAL STATEMENTS |
| for the Year Ended 31 December 2025 |
| 1. | STATUTORY INFORMATION |
| MGBC Limited is a private company, limited by shares, registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page. |
| The presentation currency of the financial statements is the Pound Sterling, rounded to the nearest pound. |
| 2. | STATEMENT OF COMPLIANCE |
| 3. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| The significant accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all years presented unless otherwise stated. |
| Significant judgements and estimates |
| In applying the company's accounting policies, the directors are required to make judgements, estimates and assumptions in determining the carrying amounts of assets and liabilities. The directors' judgements, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on historical experience and other factors that are considered to be applicable. Due to the inherent subjectivity involved in making such judgements, estimates and assumptions, the actual results and outcomes may differ. |
| 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, if the revision affects only that period, or in the period of revision and future period, if the revision affects both current and future periods. |
| Revenue and profit recognition |
| The estimation techniques used for revenue and profit recognition in respect of construction contracts and services contracts require forecasts to be made of the outcome of long-term contracts which require assessments and judgements to be made on the recovery of pre-contract costs, changes in the scope of work, contract programmes, maintenance and defects liabilities and changes in costs. |
| These assessments include a degree of uncertainty and therefore, if the key judgements and estimates change unfavourably, then write down of construction contracts may be necessary. |
| Recoverable value of debtors |
| The recoverability of trade and other debtors is regularly reviewed in light of available economic information specific to each receivable and provisions are recognised for balances considered to be irrecoverable. |
| Net present value calculation |
| Where loans are made/received that are interest free and not repayable on demand, the loan must initially be measured at the present value of the future payments, discounted at a market rate of interest for a similar debt instrument. The directors consider that the Bank of England base rate at the time of the financing transaction to be an appropriate rate of interest. |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the Year Ended 31 December 2025 |
| 3. | ACCOUNTING POLICIES - continued |
| Turnover |
| Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
| Construction contracts |
| Where the outcome of a construction contract can be estimated reliably, revenue and costs are recognised by reference to the stage of completion of the contract activity at the reporting end date. Variations in contract work, claims and incentive payments are included to the extent that the amount can be measured reliably and its receipt is considered probable. |
| When it is probable that total contract costs will exceed total contract turnover, the expected loss is recognised as an expense immediately. |
| Where the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised to the extent of contract costs incurred where it is probable that they will be recoverable. Contract costs are recognised as expenses in the period in which they are incurred. When costs incurred in securing a contract are recognised as an expense in the period in which they are incurred, they are not included in contract costs if the contract is obtained in a subsequent period. |
| The percentage of completion method is used to determine the appropriate amount to recognise in a given period. The stage of completion is measured by surveys of the work performed. Costs incurred in the year in connection with future activity on a contract are excluded from contract costs in determining the stage of completion. These costs are presented as stocks, prepayments, or other assets depending on their nature, and provided it is probable they will be recovered. |
| Tangible fixed assets |
| Freehold property | - |
| Plant and machinery | - |
| Fixtures and fittings | - |
| Motor vehicles | - |
| Computer equipment | - |
| Tangible assets are stated at cost less accumulated depreciation and any provision for impairment. |
| Following initial recognition, land and buildings are carried at fair value at the date of the revaluation, less any subsequent accumulated impairment losses. Revaluations are performed with sufficient regularity to ensure that the carrying amount does not differ materially from that which would be determined using fair value at the end of the reporting period. Any aggregate surplus or deficit arising from changes in the fair value are recognised in the revaluation reserve. |
| Investment property |
| Investment property is shown at most recent valuation. Revaluations are performed with sufficient regularity to ensure that the carrying amount does not differ materially from that which would be determined using fair value at the end of the reporting period. Any aggregate surplus or deficit arising from changes in fair value is recognised in profit or loss. |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the Year Ended 31 December 2025 |
| 3. | ACCOUNTING POLICIES - continued |
| Financial instruments |
| Basic financial assets and liabilities, including cash and bank balances, trade and other accounts receivable and payable and loans from banks and other third parties are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction or debt instrument is measured at the present value of future receipts discounted at a market rate of interest. Such assets and debt instruments are subsequently carried at amortised cost, using the effective interest rate method. |
| 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 the profit or loss. |
| If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss. |
| Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of The asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions. |
| Financial liabilities are derecognised when the liability is extinguished, when the contractual obligation is discharged, cancelled or expires. |
| Taxation |
| Current tax represents the amount of tax payable or receivable in respect of the taxable profit (or loss) for the current or past reporting periods. It is measured at the amount expected to be paid or recovered using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
| Deferred tax represents the future tax consequences of transactions and events recognised in the financial statements of current and previous periods. It is recognised in respect of all timing differences, with certain exceptions. Timing differences are differences between taxable profits and total comprehensive income as stated in the financial statements that arise from the inclusion of income and expense in tax assessments in periods different from those in which they are recognised in the financial statements. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
| Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date that are expected to apply to the reversal of timing differences. Deferred tax on revalued non-depreciable tangible fixed assets and investment properties is measured using the rates and allowances that apply to the sale of the asset. |
| Hire purchase and leasing commitments |
| Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
| Pension costs and other post-retirement benefits |
| The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
| Cash and cash equivalents |
| Cash and cash equivalents comprise cash on hand, demand deposits and other short-term, highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the Year Ended 31 December 2025 |
| 4. | TURNOVER |
| The turnover and profit before taxation are attributable to the one principal activity of the company. |
| An analysis of turnover by class of business is given below: |
| 2025 | 2024 |
| £ | £ |
| An analysis of turnover by geographical market is given below: |
| 2025 | 2024 |
| £ | £ |
| United Kingdom |
| 5. | EMPLOYEES AND DIRECTORS |
| 2025 | 2024 |
| £ | £ |
| Wages and salaries |
| Social security costs |
| Other pension costs |
| The average number of employees during the year was as follows: |
| 2025 | 2024 |
| Directors | 3 | 3 |
| Direct staff | 6 | 5 |
| Other staff | 3 | 4 |
| 2025 | 2024 |
| £ | £ |
| Directors' remuneration |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the Year Ended 31 December 2025 |
| 6. | OPERATING PROFIT |
| The operating profit is stated after charging: |
| 2025 | 2024 |
| £ | £ |
| Plant hire and running costs |
| Motor expenses |
| Depreciation - owned assets |
| Loss on disposal of fixed assets |
| Auditors' remuneration |
| 7. | INTEREST PAYABLE AND SIMILAR EXPENSES |
| 2025 | 2024 |
| £ | £ |
| Loan interest |
| Other interest | ( |
) |
| Interest on NPV calculations |
| Bank loan interest |
| Hire purchase |
| 8. | TAXATION |
| Analysis of the tax charge |
| The tax charge on the profit for the year was as follows: |
| 2025 | 2024 |
| £ | £ |
| Current tax: |
| UK corporation tax |
| Deferred tax | ( |
) |
| Tax on profit |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the Year Ended 31 December 2025 |
| 8. | TAXATION - continued |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
| 2025 | 2024 |
| £ | £ |
| Profit before tax |
| Profit multiplied by the standard rate of corporation tax in the UK of (2024 - |
| Effects of: |
| Expenses not deductible for tax purposes |
| Capital allowances in excess of depreciation | ( |
) | ( |
) |
| Revaluation of property | 157,000 | 1,991 |
| Group relief | (4,667 | ) | - |
| Movement in deferred tax provision | (152,732 | ) | 18,558 |
| Total tax charge | 211,878 | 895,683 |
| Tax effects relating to effects of other comprehensive income |
| 2025 |
| Gross | Tax | Net |
| £ | £ | £ |
| Gain on revaluation of assets | (50,000 | ) | 150,000 |
| 2024 |
| Gross | Tax | Net |
| £ | £ | £ |
| Gain on revaluation of assets |
| 9. | DIVIDENDS |
| 2025 | 2024 |
| £ | £ |
| Ordinary shares of £1 each |
| Interim |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the Year Ended 31 December 2025 |
| 10. | TANGIBLE FIXED ASSETS |
| Fixtures |
| Freehold | Plant and | and |
| property | machinery | fittings |
| £ | £ | £ |
| COST OR VALUATION |
| At 1 January 2025 |
| Additions |
| Disposals | ( |
) |
| Revaluations |
| 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 OR VALUATION |
| At 1 January 2025 |
| Additions |
| Disposals | ( |
) | ( |
) |
| Revaluations |
| 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 |
| Included in cost or valuation of land and buildings is freehold land of £ 588,051 (2024 - £ 588,051 ) which is not depreciated. |
| Included in the total net book value of plant and machinery and motor vehicles was £723,227 (2024 - £655,704) in respect of assets held under finance leases. |
| Tangible fixed assets with a net book value of £2,400,000 (2024 - £2,200,000) has been pledged as security for liabilities of the company. |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the Year Ended 31 December 2025 |
| 10. | TANGIBLE FIXED ASSETS - continued |
| Cost or valuation at 31 December 2025 is represented by: |
| Fixtures |
| Freehold | Plant and | and |
| property | machinery | fittings |
| £ | £ | £ |
| Valuation in 2023 | 1,611,949 | - | - |
| Valuation in 2025 | 200,000 | - | - |
| Cost | 588,051 | 934,185 | 9,933 |
| 2,400,000 | 934,185 | 9,933 |
| Motor | Computer |
| vehicles | equipment | Totals |
| £ | £ | £ |
| Valuation in 2023 | - | - | 1,611,949 |
| Valuation in 2025 | - | - | 200,000 |
| Cost | 1,082,335 | 45,399 | 2,659,903 |
| 1,082,335 | 45,399 | 4,471,852 |
| If freehold land and buildings had not been revalued they would have been included at the following historical cost: |
| 2025 | 2024 |
| £ | £ |
| Cost | 588,051 | 588,051 |
| Value of land in freehold land and buildings | 588,051 | 588,051 |
| Freehold land and buildings were valued on an open market basis on 31 December 2025 by Ringley Chartered RICS Surveyors . |
| 11. | INVESTMENT PROPERTY |
| Total |
| £ |
| FAIR VALUE |
| At 1 January 2025 |
| Revaluations | (628,000 | ) |
| At 31 December 2025 |
| NET BOOK VALUE |
| At 31 December 2025 |
| At 31 December 2024 |
| Investment property with a net book value of £3,080,000 (2024 - £3,673,000) has been pledged as security for liabilities of the company. |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the Year Ended 31 December 2025 |
| 11. | INVESTMENT PROPERTY - continued |
| Investment properties were valued on an open market basis on 31 December 2025 by Ringley Chartered RICS Surveyors. |
| If investment properties had not been revalued they would have been included at historical cost totalling £4,517,444. |
| 12. | DEBTORS |
| 2025 | 2024 |
| £ | £ |
| Amounts falling due within one year: |
| Trade debtors |
| Amounts owed by group undertakings |
| Amounts recoverable on contract |
| Other debtors |
| VAT |
| Prepayments |
| Amounts falling due after more than one year: |
| Amounts owed by group undertakings |
| Aggregate amounts |
| 13. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2025 | 2024 |
| £ | £ |
| Bank loans and overdrafts (see note 15) |
| Hire purchase contracts (see note 16) |
| Trade creditors |
| Amounts owed to group undertakings |
| Tax |
| Social security and other taxes |
| Other creditors |
| Directors' current accounts | 1,309 | 952 |
| Accrued expenses |
| 14. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
| 2025 | 2024 |
| £ | £ |
| Bank loans (see note 15) |
| Hire purchase contracts (see note 16) |
| Other creditors |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the Year Ended 31 December 2025 |
| 15. | LOANS |
| An analysis of the maturity of loans is given below: |
| 2025 | 2024 |
| £ | £ |
| Amounts falling due within one year or on demand: |
| Bank overdrafts |
| Bank loans |
| Amounts falling due between one and two years: |
| Bank loans - 1-2 years |
| Amounts falling due between two and five years: |
| Bank loans - 2-5 years |
| 16. | LEASING AGREEMENTS |
| Minimum lease payments under hire purchase fall due as follows: |
| 2025 | 2024 |
| £ | £ |
| Net obligations repayable: |
| Within one year |
| Between one and five years |
| 17. | SECURED DEBTS |
| The mortgage balance at the year end of £613,157 (2024 £777,631) is secured by a Debenture dated the 3 July 2023 in favour of Lloyds Bank PLC, to secure property. This comprises fixed and floating charges over the undertaking as well as a negative pledge. |
| Another loan balance at the year end of £1,191,451 (2024 £2,092,738) is secured by a Debenture dated the 22 August 2024 in favour of the sellers of the investment property purchased in 2024, to secure property. This comprises a negative pledge. |
| 18. | FINANCIAL INSTRUMENTS |
| Included within other creditors is a deferred consideration obligation relating to the acquisition of investment property. |
| As the liability is deferred on an interest-free basis, it is treated as a financing transaction and carried at fair value. The initial liability of £2,773,000.00 was discounted to an NPV of £2,611,149 using an estimated market rate of interest of 5%. The total financing discount of £161,851 is being amortised over the deferral period using the effective interest method. |
| The amount shown in other creditors at the year end is £1,191,451 (2024: £2,092,738). Finance costs recognised in the profit and loss account for the period in relation to the unwinding of this discount amounted to £87,913 (2024: £28,889). |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the Year Ended 31 December 2025 |
| 19. | PROVISIONS FOR LIABILITIES |
| 2025 | 2024 |
| £ | £ |
| Deferred tax | 570,259 | 672,991 |
| Deferred |
| tax |
| £ |
| Balance at 1 January 2025 |
| Provided during year | ( |
) |
| Balance at 31 December 2025 |
| 20. | CALLED UP, PAID AND ALLOTTED SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 2025 | 2024 |
| value: | £ | £ |
| Ordinary | £1 | 200 | 200 |
| 21. | RESERVES |
| Capital |
| Retained | Revaluation | redemption |
| earnings | reserve | reserve | Totals |
| £ | £ | £ | £ |
| At 1 January 2025 | 8,646,849 |
| Profit for the year |
| Dividends | ( |
) | ( |
) |
| Revaluations in year | - | 150,000 | - | 150,000 |
| Distribution re NPV |
| calculation | 71,704 | - | - | 71,704 |
| At 31 December 2025 | 8,996,060 |
| In 2024 an interest free loan made to a group undertaking was measured at the present value of future cash flows. On initial recognition, an adjustment of £71,704 arose, to account for the balance at net present value. This loan is no longer interest free so the original adjustment recongised has been reversed in 2025. |
| 22. | PENSION COMMITMENTS |
| The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. At the year end date unpaid contributions were due to the fund of £1,495 (2024: £1,510). These have been included within other creditors. |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the Year Ended 31 December 2025 |
| 23. | RELATED PARTY DISCLOSURES |
| MGBC Holdings Ltd |
| MGBC Holdings Ltd, a company within the group, were provided loans which are repayable on demand. |
| During the year, additional loans were provided in aggregate of £741. Interest was charged on the balance of the loan at a rate of 3.75% totalling £12,047. As interest is now being charged on this loan, the NPV adjustment that was made during 2024, totalling £71,704, has been reversed in the current year. |
| In addition to the above, during the year, MGBC Holdings Ltd raised rental invoices to MGBC Ltd in the amount of £40,000. |
| The amount due to MGBC Ltd at the year end was £280,283 (2024 £243,791). |
| MGBC Investments Ltd |
| MGBC Investments Ltd, a company within the group, were provided with loans during the year totalling £635,380, which are repayable on demand. Interest was charged on the balance of the loan at a rate of 3.75% totalling £18,370. The amount outstanding at the year end was £653,813 (2024 £63). |
| MGB Plant Hire Ltd |
| The company traded in the normal course of business with MGB Plant Hire Ltd, a group company. |
| During the year, MGB Plant Hire Ltd raised sales invoices to MGBC Ltd in the amount of £393,788. Conversely, fixed assets were purchased by MGB Plant Hire Ltd from MGBC Ltd in the amount of £512,956. Further loans were also provided by MGBC Ltd in aggregate of £63,893. |
| At the year end, the balance owed to MGBC Ltd was £61,483 (2024 £145,411 owed by MGBC Ltd) which is interest free and repayable on demand. |
| McGuinness Brothers Construction Ltd |
| The company traded in the normal course of business with McGuinness Brothers Construction Ltd, a group company. |
| During the year, MGBC Ltd raised sales invoices to McGuinness Brothers Construction Ltd in the amount of £485,000. Also, during the year, McGuinness Brothers Construction Ltd provided loans to MGBC Ltd in the amount of £84,816. |
| At the year end, the balance owed to MGBC Ltd was £400,184 (2024 £nil) which is interest free and repayable on demand. |
| MGB Land Holdings Ltd |
| The company had a brought forward loan from MGB Land Holdings Ltd, a company under common control and which is incorporated in the Republic of Ireland. During the year, loan repayments were made totalling £815,393. At the year end, a balance was owed by MGBC Ltd totalling £891,352. |
| MGBC LTD (REGISTERED NUMBER: 09742928) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the Year Ended 31 December 2025 |
| 24. | POST BALANCE SHEET EVENTS |
| On 22 June 2026, a company within the group, MGB Land Holdings Ltd, secured a loan facility with Lloyds Bank Plc totalling £1,705,200. |
| MGBC Ltd has entered into a guarantee and set-off agreement. Under the terms of the guarantee, the Company is jointly and severally liable for the full repayment of the principal and any accrued interest in the event of a default by the fellow group undertaking. |
| Management does not currently expect any default by the fellow subsidiary that would require a cash outflow under this guarantee. |
| 25. | ULTIMATE CONTROLLING PARTY |
| McGuinness Brothers Group Ltd, a UK registered company, is the immediate and ultimate parent company. The registered office address is Unit 5 Imperial Court, Laporte Way, Luton, LU4 8FE. |