The directors present the strategic report for the year ended 31 December 2024.

Oliver Ashworth Limited has been trading since 1906. The current management team took control of the company in December 2017. Since then, there has been a successful turn-around in the fortunes of the company. This has been achieved by the management team having a clear vision regarding the key cornerstones of the business – People, Products and Service. In short, having the best people who can sell the best products to give the best levels of service.

The directors are pleased with the 2024 results performing with a 7% improvement on revenue from 2023 whilst improving the gross profit margin (2024: 28.55%, 2023: 27.25%) At the year end, the company had net assets of £3.1m compared to £1.0m in 2023, which the directors believe illustrates the improvement in financial strength of the company.

The business continues to recruit the most talented people in the industry, who compliment the talented individuals already within the business whose knowledge and experience is industry leading.

The management team have a very clear strategy around the product offering – tubes, valves, fittings, bracketry, and drainage and there has been extensive ongoing rigour around working in partnership with the UK’s leading suppliers.

Shortly after the company established a presence within the EV Car Charging market a changes to government policy in relation to the Zero Emission Vehicle (ZEV) mandate and the introduction of vehicle excise duty (VED) for electric vehicles from 1st April 2025, saw a reduction in demand for car chargers with a number of new entrants cutting price points substantially in an effort to retain or gain share. The company made the decision to pause its focus on EV Car Chargers until such time as the market becomes viable.

As an accredited ISO14001:2015 and ISO9001:2015 company, we have continued to ensure the company remains compliant, and the management team has been further added to with the employment of a National Operations Director who overseas our environmental, health and safety and environmental operations and requirements and helps the company maintain the necessary standards. Our Group Transport Manager is now a qualified FORS Practitioner and has again secured our FORS Silver standard which we are extremely proud of.

There is an increased requirement for sustainability reporting, that is, the disclosure of environmental, social and governance goals, and our progress towards these. We are working closely with both suppliers and customers to support these principles. We continue to seek to reduce our waste, monitor and reduce carbon emissions where possible, and support our customers’ goals where possible also.

In the upcoming financial year, the management team is focused on several strategic initiatives aimed at driving growth and enhancing the operational capabilities of the business:

1. Expansion within the Major Infrastructure Project Market: The company successfully increased its penetration of the colocation data centre and major infrastructure project market during 2024 by successfully delivering large bore steel tube and welding fittings to the specialist fabricators and contractors serving these sectors, realising its intention to capitalise on the growing demand for cloud storage and public sector investment in road, rail and grid infrastructure. Intensive effort during the second half of 2024 to understand the changes in material trends demanded by the new liquid cooling solution proposed for AI data centres has prompted the company to introduce stainless steel pipe, fittings and valves to its existing portfolio during 2025.

    

2. Launch of a cloud based Epod (Electronic Proof of Delivery) system: The introduction of such a cloud based paperless system will allow the company to deliver its logistics solution in a more efficient manner whilst offering increased value and convenience to the customer base. Benefits of the system will include automated customer ETA notifications, the capture of electronic vehicle checks, real time vehicle tracking and automated issue of electronic proof of delivery to the customer. The company expects to benefit from a paperless process which reduces cost whilst facilitating faster invoice processing.

Acquisition of a Technical Director: The company intends to strengthen the senior management team and further differentiate the offer to market during 2025 by recruiting a high calibre individual to join the business as Technical Director. The successful candidate will establish and implement a technical sales strategy, deliver and maintain a process of technical review of new & existing products, manage the carbon & sustainability agenda demands of the company’s customer base, review, manage and maintain the process via which the company manage defective product claims and support company’s sales & commercial teams with technical expertise.

The main risk areas are:

Internal control risk

Our leadership team regularly review the system of internal financial and non-financial controls in operation and these include controls designed to ensure that our assets are safeguarded and accurate accounting records are maintained. Continual improvements to our internal systems and processes ensure compliance, efficiency and integrity within a seemingly constant flow of legislative and regulatory changes, related to the hiring and engagement of workers.

Currency risk

Fluctuations in exchange rates over the year have a minor impact on our results because of the relatively low level sales denominated in foreign currencies and we continue to minimise this risk in our commercial arrangements with customers and suppliers.

Financial risk

We will take quick and appropriate actions to mitigate any risks and uncertainties arising from sudden and unexpected reductions in the demand from our customers to measure, review and manage the impact of these risks regularly, together with the now very significant risk of inflationary pressures that could result in interest rate changes and increased banking costs.

Price risk

There has been a continuation of diligence around commodity prices as there is a sustained risk to the company of rising costs or in fact deflation and margins can be quickly eroded if prices increases are not passed on to the customer.

Our performance continues to be measured and managed against our detailed annual goals, budgets and forecasts by the leadership team.

We're satisfied with the performance of the business during the year and remain confident in our focus on continually reviewing and modifying our operations to meet our forecasts as continued to operate on a profitable and cash-generative basis.

Turnover - £52.7m (2023 - £49.0m) Gross profit - £15.0m (2023 - £13.4m)

EBITDA pre exceptionals - £ 2.6m (2023 - £2.1m)

The Directors strategically achieved both turnover growth as planned and have managed to increase gross profit margins within satisfactory parameters. The business did incur a significant increase in bad debts during the year which have been recognised in the accounts, and therefore the Directors are extremely pleased with the overall result.

The effective cost controls and profitability focus by the management team has successfully generated increased profits.

At Oliver Ashworth Limited, we believe that our success is intertwined with the well-being of our stakeholders and the communities in which we operate. As such, we approach our decision-making with a commitment to balancing the interests of our shareholders, employees, customers, suppliers, and the environment.

Stakeholder Consideration

In making strategic decisions throughout the financial year, we have considered the interests and concerns of our stakeholders. We have engaged in regular dialogue with our shareholders, both through formal meetings to understand their expectations and perspectives on the company's direction.

Employees

We recognise that our employees are at the heart of our operations. We have invested in professional development opportunities, competitive remuneration, and a safe and inclusive work environment.

Customers

Our commitment to customer satisfaction remains paramount. We have actively sought feedback, adapted our products and services to meet changing needs, and maintained a high standard of quality and ethical business practices. Our customer-centric approach continues to build lasting relationships and drive loyalty.

Suppliers

We value our relationships with suppliers and strive to maintain fair, ethical, and mutually beneficial partnerships. We work towards building long-term relationships that contribute to the sustainability of our supply chain and ensure the availability of quality products.

Environment

We acknowledge our responsibility to minimize our environmental impact. Through sustainable practices, resource efficiency, and reducing waste, we aim to contribute positively to environmental preservation and address the challenges of climate change.

Community

The directors have considered the broader impact of the Company's operations on the local community and environment. Initiatives to minimise our environmental footprint and contribute positively to society have been undertaken.

On behalf of the board

The directors present their annual report and financial statements for the year ended 31 December 2024.

The principal activity of the company continued to be that of a distributor to the building services process industry markets, providing market-leading products from a network of strategically located branches serving all the major conurbations and surrounding territories. The business also retains some key specialism with the supply of some of the more specialist pipework systems particularly suitable for higher specification applications and capital projects.

The results for the year are set out on page 10.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

The auditor, Sumer Auditco Limited, are deemed to be reappointed under section 487(2) of the Companies Act 2006.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statement, including this company. The company has therefore taken advantage of exemptions from the disclosure requirements relating to energy and carbon reporting.

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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;

• state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 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.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

The group has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups(Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of future developments.

In accordance with section 172 of the Companies Act, the company has a requirement to report on a need to foster the company's business relationships with suppliers, customers and others. The relationships are considered in the decision making of the company, the details of which are included in the strategic report.

We have audited the financial statements of Oliver Ashworth Limited (the 'company') for the year ended 31 December 2024 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including 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 2024 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

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

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

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

• the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

• adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

• the financial statements are not in agreement with the accounting records and returns; or

• certain disclosures of directors' remuneration specified by law are not made; or

• we have not received all the information and explanations we require for our audit.

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussions with the directors (as required by auditing standards) and discussed with the directors the policies and procedures regarding compliance with laws and regulations. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The potential effect of these laws and regulations on the financial statements varies considerably.

Firstly, the company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation and taxation legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

Secondly, the company is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an effect: laws related to employment, health & safety and data protection.

Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and inspection of regulatory and legal correspondence, if any. Through these procedures we did not become aware of any actual or suspected non-compliance.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

We design procedures in line with our responsibilities, outlined below to detect material misstatement due to fraud:

• Matters are discussed amongst the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud

• Identifying and assessing the design and effectiveness of controls that management have in place to prevent and detect fraud

• Detecting and responding to the risks of fraud following discussions with management and enquiring as to whether management have knowledge of any actual, suspected or alleged fraud. entity.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

Oliver Ashworth Limited is a private company limited by shares incorporated in England and Wales. The registered office is Mill Hill Street, Bolton, BL2 2AB.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

• Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

• Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

• Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The financial statements of the company are consolidated in the financial statements of Ashworth Integrated Solutions Limited These consolidated financial statements are available on request from the company's registered office: Oliver Ashworth Limited, Mill Hill Street, Bolton, BL2 2AB.

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

We now experience unprecedented levels of inflation that has caused the cost of materials and other supplies to far exceed any expectations. However, our pricing structure allows the stock purchase inflation costs to be reflected in our sales out prices, and we communicate all price changes with customers in advance. Cost of utilities and fuel is a concern as these are costs that we have no control over, however we continue to focus on our fuel management with our fleet. and have also commenced with the roll-out of hybrid and electric vehicles to help reduce costs and the environmental impact.

The directors are taking all available steps to efficiently manage cash flow, to reduce costs and to plan appropriate commercial actions lo lake during this period of instability across the UK economy.

After reviewing the company's forecasts and projections, the directors have a reasonable expectation that the company has adequate resources to continue operational existence for the foreseeable future. The directors therefore believe that it remains appropriate to prepare the financial statements on a going concern basis.

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the company and

the turnover 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 turnover is recognised:

The nature, timing of satisfaction of performance obligations and significant payment terms of the company's major sources of revenue are as follows:

Sale of goods

Revenue 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.

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

The directors have chosen not to depreciate the motor vehicles purchased in the current year because the vehicles/trailers were acquired at below market value.

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

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

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

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

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

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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.

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 only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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 deducting all of its liabilities.

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

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

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

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

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

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

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Management consider that there are no key judgements in the application of accounting policies or key sources of uncertainty.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

The company measures inventories at the lower of cost and estimated selling price. Management is aware of the requirement to provide for obsolete and slow moving stock and utilise aged stock reports to identify any obsolete and slow moving stock that should be provided against. At the year end, the directors have included a provision of £333,882 (2023: £332,214).

Exceptional costs in the current year relate to the closure of former premises, removal of asbestos insulation, and back dated service charges. In 2023, exceptional costs totalling £134,727 related to redundancy costs.

The average monthly number of persons (including directors) employed by the company during the year was:

Their aggregate remuneration comprised:

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 5 (2023 - 5).

The actual charge/(credit) for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

Tangible fixed assets includes assets held under finance leases or hire purchase contracts, as follows:

Plant and Machinery with a historical cost of £458,796 (2023: £458,796) were revalued by £193,341 on 31 December 2022 by the directors based on the change in their estimated residual value. If the assets had not been revalued, they would be held at cost of £458,796 with depreciation of £426,884 leaving a net book value of £31,912 (2023: £73,800). Following the revaluation the revised net book value stands at £188,122 (2023: £248,748). The directors believe this represents a fair value as at 31 December 2024.

The following assets are carried at valuation. If the assets were measured using the cost model, the carrying amounts would be as follows:

Amounts owed by group undertakings are unsecured, interest free and repayable on demand.

The deferred tax asset is in respect of unutilised trading losses.

Other borrowings are repayable at a notice of three months. They bear interest at a commercial rate and are secured over certain fixed assets, trade debtors and stock of the company.

Other borrowings carry interest at 7.5%.

Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 5 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

Obligations under finance leases and hire purchase contracts are secured over the company's asset to which they relate.

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

The deferred tax asset set out above relates to accelerated capital allowances and unutilised trading losses, it is uncertain when the entire balance is expected to reverse.

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

Contributions totaling £34,102 (2023: £56,649) were payable to the fund at the reporting date and were included in other creditors.

Profit and loss reserves

Cumulative profit and loss net of distribution to owners

Called up share capital

Called up share capital represents the nominal value of the shares issued.

Revaluation Reserve

Non distributable reserves relating to the when the carrying value of assets have changed to reflect the true value

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

At the reporting end date the future minimum sublease payments expected to be received under non-cancellable subleases was £nil (2023 - £11,096).

During the year ended 31 December 2024, the company paid consultancy fees of £156,579 (2023: £41,890) to a company controlled by a shareholder of Oliver Ashworth Limited's ultimate parent company, Ashworth Integrated Solutions Limited. The balance owed to the company at the year end was £6,720 (2023: £nil).

The immediate parent company is Oliver Ashworth (Holdings) Limited, a company registered in England and Wales.

The ultimate parent company is Ashworth Integrated Solutions Limited, a company registered in England and Wales. Oliver Ashworth Limited is consolidated into the Ashworth Integrated Solutions Limited group's financial statements. Copies of these consolidated accounts can be obtained from the group's registered office upon request, Ashworth Limited, Mill Hill Street, Bolton, England, BL2 2AB.

The ultimate controlling party is deemed to be B Smithers by virtue of his majority shareholding in the Group's holding company, Ashworth Integrated Solutions Limited.