REGISTERED NUMBER: 06297071 (England and Wales)

GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025

FOR

SUPERIOR GROUP HOLDINGS LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Consolidated Income Statement

10

Consolidated Other Comprehensive Income

11

Consolidated Balance Sheet

12

Company Balance Sheet

13

Consolidated Statement of Changes in Equity

14

Company Statement of Changes in Equity

15

Consolidated Cash Flow Statement

16

Notes to the Consolidated Cash Flow Statement

17

Notes to the Consolidated Financial Statements

19

DIRECTORS:

C J Skidmore

R C Bartram

M J Hodson

F C Bartram

L C Hodson

S A Bowen

SECRETARY:

C J Skidmore

REGISTERED OFFICE:

Kings Chambers

Queens Cross

High Street

Dudley

West Midlands

DY1 1QT

REGISTERED NUMBER:

06297071 (England and Wales)

AUDITORS:

Saxon & Co Accountants Ltd

Statutory Auditors

Chartered Certified Accountants

Kings Chambers

Queens Cross

High Street

Dudley

West Midlands

DY1 1QT

The directors present their strategic report of the company and the group for the year ended 31 March 2025.

REVIEW OF BUSINESS

The principal activity of the Group during the year was the manufacture of roll formed steel profiles.

Overall turnover held up well in a market that continued to see raw material prices fall and the knock-on effect on commodity pricing. However, our continued policy of providing technical specification helped support on-going revenues and margins. Further to this, our decision to broaden our market view and develop into areas where margins offer significantly greater returns continues to provide new business with further opportunities to be gained.

Government legislation on employment rates saw a significant increase in our cost base for the period, but this was primarily offset by improved gross margin and cost controls deployed elsewhere across the business.

The key results of the company are outlined below and show that sales revenues increased slightly by 0.5% to £21.48m (2024 - £21.37m). Gross profit increased 2.6% to £4.19m (2024 - £4.09m). The net result being a profit for the year of £1.5m (2024 - £1.5m). Overall, the Directors feel that the business continues to perform well in what has been a challenging market and that the business remains robust and fully able to capitalise on the future opportunities.

PRINCIPAL RISKS AND UNCERTAINTIES

The management of the business and execution of the Group's strategy are subject to a number of risks including price, credit, liquidity and cash flow risks. The Group has policies which are aimed at mitigating and managing such risks.

Credit risk is mitigated by management through a policy to constantly review trade debtors and their credit limits based on historical trends, credit checks and also credit insurance.

The Group's current ratio at the end of the financial period was 1.77 (2024 1.93). To manage cash flow and liquidity risk the Group ensures that there are sufficient levels of committed facilities, cash and cash equivalents so that, at all times, the Group is able to meet it's financial commitments. Short term borrowing, including overdraft and invoice discounting facilities, are in place with the Groups bankers. Facilities for longer term funding requirements such as capital acquisitions are also available in the form of hire purchase and bank loans. Liquidity risk is managed by continual monitoring of forecast and actual cash flows.

The Group has strong financial resources and well established relationships with a wide network of customers and suppliers. As a consequence the directors believe that the Group is well placed to successfully manage it's business risks. As the Group is currently trading profitably with adequate resources the directors continue to adopt the going concern basis in preparing the financial statements.

KEY PERFORMANCE INDICATORS

The key performance indicators of the group during the year are as follows:

2025

2024

Change

£

£

%

Turnover

21,482,468

21,370,262

+0.5%

Profit before tax

1,500,550

1,501,948

0%

Shareholders' funds

4,439,446

4,231,965

+3.5%

FUTURE DEVELOPMENTS

New appointments for strategic market and revenue developments are expected to provide continued growth in our chosen sectors as we move forwards into 2025 and beyond, whilst we continue to target further penetration into existing markets that we have more recently entered with considerable success.

New capital expenditure projects are expected to complete within the first quarter of the new financial year, and this will provide a considerable increase in production capacity and allow for further higher value-added products to be manufactured to complement our revenue and margin expectations.

Customer service remains at the forefront of our offer to all customers served. OTIF and other management KPI's are constantly monitored, reviewed and actioned to ensure that we fully understand our business and the impact we have on all our stakeholders.

ON BEHALF OF THE BOARD:

C J Skidmore - Director

28 August 2025

The directors present their report with the financial statements of the company and the group for the year ended 31 March 2025.

DIVIDENDS

Interim dividends totalling £2,100 per share were paid during the year. The directors recommend that no final dividend be paid.

The total distribution of dividends for the year ended 31st March 2025 was £810,000.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 April 2024 to the date of this report.

C J Skidmore

R C Bartram

M J Hodson

F C Bartram

L C Hodson

S A Bowen

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group 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 the group and of the profit or loss of the group 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group 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 group'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 group's auditors are aware of that information.

AUDITORS

The auditors, Saxon & Co Accountants Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

C J Skidmore - Director

28 August 2025

Opinion

We have audited the financial statements of Superior Group Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, 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 group's and of the parent company affairs as at 31 March 2025 and of the group's 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 group 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 group's and the parent 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 Group 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 Group 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 Group Strategic Report and the Report of the Directors have 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 group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

-	the parent company 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 group's and the parent 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 group or the parent company or to cease operations, or have no realistic alternative but to do so.

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:

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 those risks to obtain sufficient appropriate audit evidence on which to base our opinion.

To identify and assess risks of material misstatement in respect of irregularities, including fraud, we conduct general and specific risk assessment procedures which include considering:

- The nature of the entity and the industry in which it operates, business performance and the control environment.

- The laws and regulations applicable to the entity.

- Management's own assessment of the risk of fraud occurring and non-compliance with laws and regulations.

- The operating effectiveness of management's controls established to mitigate the risks of fraud or non-compliance with laws and regulations.

- Whether management know of any instances of fraud or non-compliance with laws and regulations.

We also hold an audit engagement team meeting to discuss how and where fraud might occur, if any opportunities and incentives may exist within the business and assess any potential indicators of fraud.

As a result of our procedures we identified direct and indirect laws and regulations applicable to the entity. Direct laws and regulations are those that effect the financial statements and indirect laws and regulations are those that may be central to the entity's ability to operate. The direct laws and regulations identified are the Companies Act, UK GAAP and UK Tax Legislation. The indirect laws and regulations identified are International Organization Standardization (ISO) regulations, covering quality management (90001) and environmental management (14001), and also fire safety certification of products.

Our response to the risks identified include:

- Reviewing the financial statement disclosures and testing supporting documentation.

- Enquiring of management concerning actual or potential litigation claims.

- Performing analytical procedures to identify any unusual or unexpected variances that may be indicators of material misstatement due to fraud.

- Assessing the risk of management override of controls and bias by testing the appropriateness of journal entries and estimates within the financial statements.

- Obtaining an understanding of related parties and evaluating related party transactions and any significant transactions outside the normal course of business.

We also communicate the requirement to maintain professional skepticism to all members of the engagement team and ensure they are aware of relevant identified laws and regulations, related parties and potential fraud risks and remain alert to any indicators 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.

Matthew Saxon (Senior Statutory Auditor)

for and on behalf of Saxon & Co Accountants Ltd

Statutory Auditors

Chartered Certified Accountants

Kings Chambers

Queens Cross

High Street

Dudley

West Midlands

DY1 1QT

28 August 2025

TURNOVER

21,482,468

21,370,262

Cost of sales

17,292,123

17,284,514

GROSS PROFIT

4,190,345

4,085,748

Administrative expenses

2,839,340

2,591,465

1,351,005

1,494,283

Other operating income

106,615

-

OPERATING PROFIT

4

1,457,620

1,494,283

Interest receivable and similar income

51,033

20,534

1,508,653

1,514,817

Interest payable and similar expenses

5

8,103

12,869

PROFIT BEFORE TAXATION

1,500,550

1,501,948

Tax on profit

6

374,533

319,627

PROFIT FOR THE FINANCIAL YEAR

1,126,017

1,182,321

Profit attributable to:

Owners of the parent

1,017,481

1,068,859

Non-controlling interests

108,536

113,462

1,126,017

1,182,321

PROFIT FOR THE YEAR

1,126,017

1,182,321

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,126,017

1,182,321

Total comprehensive income attributable to:

Owners of the parent

1,017,481

1,068,859

Non-controlling interests

108,536

113,462

1,126,017

1,182,321

FIXED ASSETS

Intangible assets

9

198,155

224,791

Tangible assets

10

2,114,608

1,661,470

Investments

11

-

-

2,312,763

1,886,261

CURRENT ASSETS

Stocks

12

1,709,297

1,538,311

Debtors

13

5,369,798

5,536,105

Cash at bank and in hand

1,659,177

963,578

8,738,272

8,037,994

CREDITORS

Amounts falling due within one year

14

4,929,241

4,155,819

NET CURRENT ASSETS

3,809,031

3,882,175

TOTAL ASSETS LESS CURRENT LIABILITIES

6,121,794

5,768,436

CREDITORS

Amounts falling due after more than one year

15

(708,796

)

(701,318

)

PROVISIONS FOR LIABILITIES

18

(498,681

)

(378,818

)

NET ASSETS

4,914,317

4,688,300

CAPITAL AND RESERVES

Called up share capital

19

300

300

Retained earnings

20

4,439,146

4,231,665

SHAREHOLDERS' FUNDS

4,439,446

4,231,965

NON-CONTROLLING INTERESTS

21

474,871

456,335

TOTAL EQUITY

4,914,317

4,688,300

The financial statements were approved by the Board of Directors and authorised for issue on 28 August 2025 and were signed on its behalf by:

C J Skidmore - Director

FIXED ASSETS

Intangible assets

9

-

-

Tangible assets

10

-

-

Investments

11

271

271

271

271

CURRENT ASSETS

Debtors

13

706,891

895,425

Cash at bank

214,121

164,236

921,012

1,059,661

CREDITORS

Amounts falling due within one year

14

43,068

233,102

NET CURRENT ASSETS

877,944

826,559

TOTAL ASSETS LESS CURRENT LIABILITIES

878,215

826,830

CREDITORS

Amounts falling due after more than one year

15

708,796

701,318

NET ASSETS

169,419

125,512

CAPITAL AND RESERVES

Called up share capital

19

300

300

Retained earnings

20

169,119

125,212

SHAREHOLDERS' FUNDS

169,419

125,512

Company's profit for the financial year

853,907

677,698

The financial statements were approved by the Board of Directors and authorised for issue on 28 August 2025 and were signed on its behalf by:

C J Skidmore - Director

Called up

share

Retained

Non-controlling

Total

capital

earnings

Total

interests

equity

£

£

£

£

£

Balance at 1 April 2023

300

3,792,806

3,793,106

412,873

4,205,979

Changes in equity

Dividends

-

(630,000

)

(630,000

)

(70,000

)

(700,000

)

Total comprehensive income

-

1,068,859

1,068,859

113,462

1,182,321

Balance at 31 March 2024

300

4,231,665

4,231,965

456,335

4,688,300

Changes in equity

Dividends

-

(810,000

)

(810,000

)

(90,000

)

(900,000

)

Total comprehensive income

-

1,017,481

1,017,481

108,536

1,126,017

Balance at 31 March 2025

300

4,439,146

4,439,446

474,871

4,914,317

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 April 2023

300

77,514

77,814

Changes in equity

Dividends

-

(630,000

)

(630,000

)

Total comprehensive income

-

677,698

677,698

Balance at 31 March 2024

300

125,212

125,512

Changes in equity

Dividends

-

(810,000

)

(810,000

)

Total comprehensive income

-

853,907

853,907

Balance at 31 March 2025

300

169,119

169,419

Cash flows from operating activities

Cash generated from operations

1

2,378,568

1,071,572

Interest paid

(7,478

)

(10,941

)

Interest element of hire purchase payments paid

(625

)

(1,928

)

Government grants

91,115

-

Tax paid

(217,100

)

(528,968

)

Net cash from operating activities

2,244,480

529,735

Cash flows from investing activities

Purchase of intangible fixed assets

(13,000

)

-

Purchase of tangible fixed assets

(674,868

)

(247,802

)

Sale of tangible fixed assets

-

1,000

Interest received

51,033

20,534

Net cash from investing activities

(636,835

)

(226,268

)

Cash flows from financing activities

Capital repayments in year

(12,046

)

(16,981

)

Equity dividends paid

(810,000

)

(630,000

)

Dividends paid to minority interests

(90,000

)

(70,000

)

Net cash from financing activities

(912,046

)

(716,981

)

Increase/(decrease) in cash and cash equivalents

695,599

(413,514

)

Cash and cash equivalents at beginning of year

2

963,578

1,377,092

Cash and cash equivalents at end of year

2

1,659,177

963,578

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2025

2024

£

£

Profit before taxation

1,500,550

1,501,948

Depreciation charges

261,366

236,761

Loss on disposal of fixed assets

-

84

Government grants

(91,115

)

-

Finance costs

8,103

12,869

Finance income

(51,033

)

(20,534

)

1,627,871

1,731,128

(Increase)/decrease in stocks

(170,986

)

632,547

Decrease in trade and other debtors

166,307

1,352,347

Increase/(decrease) in trade and other creditors

755,376

(2,644,450

)

Cash generated from operations

2,378,568

1,071,572

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 March 2025

31.3.25

1.4.24

£

£

Cash and cash equivalents

1,659,177

963,578

Year ended 31 March 2024

31.3.24

1.4.23

£

£

Cash and cash equivalents

963,578

1,377,092

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.4.24

Cash flow

At 31.3.25

£

£

£

Net cash

Cash at bank and in hand

963,578

695,599

1,659,177

963,578

695,599

1,659,177

Debt

Finance leases

(12,046

)

12,046

-

Debts falling due after 1 year

(701,318

)

(7,478

)

(708,796

)

(713,364

)

4,568

(708,796

)

Total

250,214

700,167

950,381

1.	STATUTORY INFORMATION

Superior Group Holdings 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 General Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The financial statements are presented in £ pounds sterling which is also the company's functional currency.

Basis of consolidation

The group financial statements consolidate the financial statements of the Company and its subsidiary undertakings drawn up to 31 March each year. The results of subsidiaries acquired or sold are consolidated for the period from or to the date on which control passed. Business combinations are accounted for under the purchase method. All intra-group transactions, balances, income and expenses are eliminated on consolidation.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Product accreditation are being amortised evenly over their estimated useful life of ten years.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

Plant and machinery

-

10% on reducing balance

Fixtures and fittings

-

10% on reducing balance

Motor vehicles

-

25% on reducing balance

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Financial instruments

Basic financial instruments are recognised at amortised cost.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.