Langham Industries Limited Group - Limited company accounts 25.1

REGISTERED NUMBER: 01491878 (England and Wales)

LANGHAM INDUSTRIES LIMITED

GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Page

Company Information

1

Group Strategic Report

2

to

6

Report of the Directors

7

to

8

Report of the Independent Auditors

9

to

12

Consolidated Income Statement

13

Consolidated Other Comprehensive Income

14

Consolidated Statement of Financial Position

15

Company Statement of Financial Position

16

Consolidated Statement of Changes in Equity

17

Company Statement of Changes in Equity

18

Consolidated Statement of Cash Flows

19

Notes to the Consolidated Statement of Cash Flows

20

to

21

Notes to the Consolidated Financial Statements

22

to

43

DIRECTORS:

J C Langham

Mrs J M May

J M Langham

A D Deves

Mrs S J Rodgers

J G M Langham

I G May

SECRETARY:

A D Deves

REGISTERED OFFICE:

Dower House

Binghams Melcombe

Dorchester

Dorset

DT2 7PZ

REGISTERED NUMBER:

01491878 (England and Wales)

SENIOR STATUTORY AUDITOR:

Michael Argyle BSc ACA

AUDITORS:

Duncan & Toplis Audit Limited, Statutory Auditor

3 Castlegate

Grantham

Lincolnshire

NG31 6SF

The directors present their strategic report of the company and the group for the year ended 31 December 2024.

The directors aim to present a balanced and comprehensive review of the development and performance of the group during the year and its position at the year end. The review is consistent with the size and the non-complex nature of the group and is written in the context of the risks and uncertainties faced.

REVIEW OF BUSINESS

The profit on ordinary activities before taxation was £10,707,216 (2023 - £9,311,257). Overall, turnover and profitability were in line with expectations. Underlying profitability was mixed across the group, with strong performances in the port sector and the marine engineering sector performing well under the circumstances. The performance within the non-marine engineering business continued to be affected by difficult market conditions.

Net assets, after payment of dividends, have decreased by £8,063,524 to £82,884,744 as at 31 December 2024. Cash reserves are in line with expectations, whilst payments to creditors have been made on time.

DEVELOPMENT AND PERFORMANCE

The group continues to review the market place it operates within and places effort in areas with the most potential and where it can expect to maximise its returns through strong management and leadership, whilst constantly reviewing the group's business sectors, its performance and opportunities. The group continues to explore avenues to expand the existing business within the group and other opportunities as they arise.

It is anticipated that the forthcoming year will see further improvement in the non-marine engineering sector with the port and marine engineering sectors remaining buoyant. The long term future prospects and the underlying business remains strong.

KEY PERFORMANCE INDICATORS

The directors consider the key performance indicators to be sales, gross profit and profit on ordinary activities before taxation. A table illustrating the performance for the last five years is as follows:

2024

2023

2022

2021

2020

£'000

Turnover

Portland Port

19,203

15,160

12,500

11,887

8,667

Marine Engineering

34,162

17,083

13,867

12,051

10,955

Other Engineering

9,327

8,272

7,544

5,753

4,197

Other Activities

654

601

590

553

483

63,346

41,116

34,501

30,244

24,302

Gross Profit

Portland Port

10,600

9,152

7,806

8,110

4,638

Marine Engineering

8,003

7,158

4,903

5,329

4,715

Other Engineering

1,631

824

1,915

373

(55

)

Other Activities

429

421

371

360

310

20,663

17,555

14,995

14,172

9,608

Gross Profit %

Portland Port

55.20%

60.37%

62.45%

68.23%

53.52%

Marine Engineering

23.43%

41.90%

35.36%

44.22%

43.04%

Other Engineering

17.49%

9.97%

25.38%

6.48%

(1.31%

)

Other Activities

65.56%

69.91%

62.97%

65.06%

64.09%

32.62%

42.70%

43.46%

46.86%

39.54%

Profit on Ordinary Activities Before
Taxation

Portland Port

7,450

6,528

5,904

6,313

3,268

Marine Engineering

4,866

3,675

2,162

1,992

2,066

Other Engineering

(167

)

(668

)

(123

)

(565

)

(438

)

Other Activities

(1,442

)

(224

)

(2,182

)

(1,282

)

(1,031

)

10,707

9,311

5,761

6,458

3,865

Exceptional Items

Property Revaluations

-

4,522

-

Profit on disposal - fixed assets

-

3,146

10,707

9,311

5,761

10,980

7,011

PRINCIPAL RISKS AND UNCERTAINTIES

The group's operations and assets are well diversified and as such the levels of operational and other risks are considered by the directors to be acceptable. The group does not have any material exposure to any high risk markets or geographical areas.

The group's principal financial instruments comprise bank balances, bank overdrafts and loans, trade creditors, trade debtors and finance lease agreements. The main purpose of these instruments is to raise funds for the group operations and to finance the group's operations. Due to the nature of the financial instruments used by the group there is no exposure to price risk. The group's approach to managing other risks applicable to the financial instruments minimises the risk to a level that the directors consider acceptable.

The group's exposure to interest and exchange rate fluctuations is managed by the close monitoring of funds held on accounts and debtor and creditor balances.

The group's exposure to increases in prices of raw materials is managed by a regular review of raw material costs, market conditions and sales prices. As a result of the Russian invasion of Ukraine, a number of projects the group is involved in have been delayed or there will be significant increases in costs. The group continues to seek alternative suppliers to minimise risk.

Cyber security remains a risk and as such the systems and infrastructure are constantly under review and employees are made aware of the latest protocols and the risks involved.

The directors consider the levels of risk are acceptable.

SECTION 172(1) STATEMENT

The Directors are bound by their duties under the Companies Act 2006 (the "Act") and understand each duty is in the interest of the overall success of the company and group. This statement sets out how the directors have regard to the matters set out in Section 172 of the Act whilst undertaking their roles, including but not limited to:

(a) the likely consequences of any decision in the long term;

(b) the interests of the company and group’s employees;

(c) the need to foster the company and group’s business relationships with suppliers, customers and others;

(d) the impact of the company and group’s operations on the community and the environment;

(e) the desirability of the company and group maintaining a reputation for high standards of business conduct; and

(f) need to act fairly as between members of the company.

As the holding company of a group, the board of directors recognise the importance of the wider stakeholders in delivering the strategy and business sustainability through the subsidiary undertakings. The directors are conscientious about our responsibilities and duties to our stakeholders under Section 172 of the Companies Act 2006.

The Board ensures that decisions are always taken for the long term, and collectively and individually aims to uphold the highest standards of conduct.

Whilst day to day operational decisions are delegated to management teams, the group has established clear reporting lines into the board of directors, which has ultimate responsibility for any strategic decisions or decisions of key importance with the likely long term consequences of any decision in mind.

The Board recognises the importance of the contribution made by our employees, who deliver the highest levels of service for our customers and clients.Engagement with employees helps to build a deep and diverse talent pool, attract and retain talent and ensure that employees remain enthusiastic about their work and their organisation. Regularly listening to employees' feedback ensures they feel valued with their views recognised and acted upon.

Engagement with customers helps the group develop and maintain open and transparent relationships, which maintains a reputation for high standards of business conduct.

In addition, there is customer engagement at various levels within the group, including day to day engagement at operational level. This engagement provides the directors with information on how our customers view the performance of the subsidiary companies, enabling them to modify behaviours to promote the overall success of the group.

Our business is supported by a large number of suppliers who enables us to provide high standards of service to our customers, clients and partners. Engagement with suppliers enables the group to develop and maintain long-term and sustainable relationships and helps ensure that the group purchases products and services from suppliers who operate responsibly and in line with our policies and standards.

The Board recognises that the environmental impact of the subsidiary companies is an important consideration in the current and long-term goals of the group. The group has procedures in place such as recycling and uses a digital environment where possible to reduce paper usage.

The Board engages with local communities through the subsidiary companies, by means of charitable support and regular communications, including how we can create opportunities to recruit and develop local people. The key issues and themes across local communities are reported back to the Board.

The board of directors wishes at all times to maintain the strong reputation of the Langham Industries Limited group of companies, and to ensure that decisions are made with a high standard of business conduct in mind. Integrity is a key element of business behaviour throughout the group and the board of directors recognise that acting ethically and with integrity at all times protects the Group’s reputation, shareholders, stakeholders and employees, and that the culture and values of the group companies are fundamental contributors to the overall success of the group in the longer term.

The board of directors wishes to set high standards by its conduct and procedures that will permeate throughout the organisation and be maintained at all levels by colleagues and carry over into all interactions with stakeholders.

ON BEHALF OF THE BOARD:

A D Deves - Secretary

19 September 2025

The directors present their report with the financial statements of the company and the group for the year ended 31 December 2024.

PRINCIPAL ACTIVITIES

The principal activities of the group in the year under review were those of a holding company and through its subsidiaries carries on the business of port operation, the manufacture and sale of marine propellers, shafting and sterngear, other marine engineering equipment, aerospace and industrial light alloy castings, industrial fasteners, precision machining and yacht services.

DIVIDENDS

Interim dividends of 80p per share on the Ordinary A £1 shares were paid on 22 April 2024 and 11 September 2024. The directors recommend that no final dividend to be paid on these shares.

An interim dividend of £12 per share on the Ordinary B £1 shares was paid on 8 October 2024. The directors recommend that no final dividend to be paid on these shares.

The total distribution of dividends for the year ended 31 December 2024 will be £13,600,000 (2023 - £1,200,000).

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 2024 to the date of this report.

J C Langham

Mrs J M May

J M Langham

A D Deves

Mrs S J Rodgers

Other changes in directors holding office are as follows:

J G M Langham - appointed 1 November 2024

I G May - appointed 1 November 2024

POLITICAL DONATIONS AND EXPENDITURE

During the year no political contributions were made (2023 - £nil).

GREENHOUSE GAS EMISSIONS, ENERGY CONSUMPTION AND ENERGY EFFICIENCY

Greenhouse gas emissions, energy consumption and energy efficiency disclosures do not apply to the group given that no individual companies in the group are classed as large (Companies Act definition).

TRANSFER TO RESERVES

It is proposed to transfer £7,527,141 (before dividends of £13,600,000) to reserves as set out in the income statement.

EMPLOYEES

During the year consultations took place with employee representatives to inform them of the progress of the business and to discuss factors affecting the group.

The group gives proper consideration to all applications for employment of disabled persons. Those who are recruited and those who become disabled in employment receive appropriate training, career development and promotion.

ENGAGEMENT WITH EMPLOYEES

The Board of Directors takes a long term view in all decision making ensuring that the highest standards of conduct are maintained. The Directors work closely with the management teams of each company taking a close interest in the management and operations of the companies to ensure that high standards of performance and conduct are maintained. All employees have direct access to the Board of Directors should they have suggestions that will improve performance or the work environment or should they have any concerns. The group has adopted a whistleblowing policy which is followed should employees wish to raise any issues. It is recognised that the employees are key to the future of the group and as such, career progression of staff is encouraged with suitable support, training and mentoring.

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;

-	state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;

-	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 or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

ON BEHALF OF THE BOARD:

A D Deves - Secretary

19 September 2025

Opinion

We have audited the financial statements of Langham Industries Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated 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 group's and of the parent company affairs as at 31 December 2024 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 eight, 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.

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 have identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial experience, knowledge of the sector, a review of regulatory and legal correspondence and through discussions with Directors and other management obtained as part of the work required by auditing standards. We have also discussed with the Directors and other management the policies and procedures relating to compliance with laws and regulations. We communicated laws and regulations throughout the team and remained alert to any indications of non-compliance throughout the audit. The potential impact of different laws and regulations varies considerably.

Firstly, the group is subject to laws and regulations that directly impact the financial statements (for example financial reporting legislation) and we have assessed the extent of compliance with such laws as part of our financial statements audit. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including risk of override of controls), and determined that the principal risks were related to management bias in accounting estimates and judgemental areas of the financial statements such as valuation of investment property, inventory provisions and the valuation of amounts recoverable on contracts, as well as the risk of inappropriate journal entries to increase reported profitability. Audit procedures performed by the engagement team included the identification and testing of unusual material journal entries and challenging management on key estimates, assumptions and judgements made in the preparation of the financial statements. We carried out detailed substantive tests on accounting estimates, including reviewing the methods and data used by management to make those estimates, reperforming the calculation, reviewing the outcome of prior year estimates, and also reviewing the outcome of current year estimates since the financial reporting date.

Secondly, the group is subject to other laws and regulations where the consequence for non-compliance could have a material effect on the amounts or disclosures in the financial statements. We identified the following areas as those most likely to have such an effect: Health and Safety regulations, Employment laws, various subsidiaries are ISO9100 (Quality Management System) accredited and the port companies are subject to Maritime laws and regulations. The group and those subsidiary companies affected are subject to regular internal and external audits to ensure compliance with these areas.

Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the Directors and other management and inspection. This inspection included a review of the external audits conducted within the year for any evidence of non-compliance, reading minutes of meetings of those charged with governance, in addition to an assessment of the company's employment and health and safety controls. Through these procedures, if we became aware of any non-compliance, we considered the impact on the procedures performed on the related financial statement items.

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. The further removed non-compliance with laws and regulations 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. As with any audit, there is a greater risk of non-detection of irregularities as these may involve collusion, intentional omissions of 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.

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.

Michael Argyle BSc ACA (Senior Statutory Auditor)

for and on behalf of Duncan & Toplis Audit Limited, Statutory Auditor

3 Castlegate

Grantham

Lincolnshire

NG31 6SF

24 September 2025

REVENUE

3

63,346,083

41,116,499

Cost of sales

42,682,918

23,561,477

GROSS PROFIT

20,663,165

17,555,022

Distribution costs

535,078

244,233

Administrative expenses

12,209,877

9,598,461

12,744,955

9,842,694

7,918,210

7,712,328

Other operating income

1,266,641

795,959

OPERATING PROFIT

5

9,184,851

8,508,287

Income from fixed asset investments

96,539

99,255

Interest receivable and similar income

6

1,988,488

1,295,208

2,085,027

1,394,463

11,269,878

9,902,750

Interest payable and similar expenses

7

562,662

591,493

PROFIT BEFORE TAXATION

10,707,216

9,311,257

Tax on profit

8

3,180,075

2,490,656

PROFIT FOR THE FINANCIAL YEAR

7,527,141

6,820,601

Profit attributable to:

Owners of the parent

7,225,750

6,613,549

Non-controlling interests

301,391

207,052

7,527,141

6,820,601

PROFIT FOR THE YEAR

7,527,141

6,820,601

OTHER COMPREHENSIVE INCOME

Exchange gains/(losses) on retranslation

of opening net assets of overseas

subsidiaries

(15,911

)

(128,923

)

Income tax relating to other comprehensive
income

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR,
NET OF INCOME TAX

(15,911

)

(128,923

)

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

7,511,230

6,691,678

Total comprehensive income attributable to:

Owners of the parent

7,209,839

6,484,626

Non-controlling interests

301,391

207,052

7,511,230

6,691,678

FIXED ASSETS

Intangible assets

11

58,436

97,393

Property, plant and equipment

12

59,398,193

55,108,877

Investments

13

330,000

Investment property

14

8,265,617

7,757,345

68,052,246

63,293,615

CURRENT ASSETS

Inventories

15

4,614,663

3,505,109

Debtors

16

15,162,813

11,999,994

Investments

17

27,178

18,073,396

Cash at bank and in hand

34,286,493

32,192,842

54,091,147

65,771,341

CREDITORS

Amounts falling due within one year

18

19,086,391

17,231,900

NET CURRENT ASSETS

35,004,756

48,539,441

TOTAL ASSETS LESS CURRENT LIABILITIES

103,057,002

111,833,056

CREDITORS

Amounts falling due after more than one year

19

(5,945,155

)

(8,165,842

)

PROVISIONS FOR LIABILITIES

24

(14,227,103

)

(12,718,946

)

NET ASSETS

82,884,744

90,948,268

CAPITAL AND RESERVES

Called up share capital

25

2,000,000

Revaluation reserve

26

4,340,009

4,355,880

Capital redemption reserve

26

750,000

Retained earnings

26

75,141,253

79,248,126

SHAREHOLDERS' FUNDS

82,231,262

86,354,006

NON-CONTROLLING INTERESTS

27

653,482

4,594,262

TOTAL EQUITY

82,884,744

90,948,268

The financial statements were approved by the Board of Directors and authorised for issue on 19 September 2025 and were signed on its behalf by:

A D Deves - Director

J C Langham - Director

FIXED ASSETS

Intangible assets

11

-

Property, plant and equipment

12

1,930,597

840,388

Investments

13

8,759,442

8,342,742

Investment property

14

12,690,808

23,380,847

21,873,938

CURRENT ASSETS

Debtors

16

7,847,491

7,680,866

Investments

17

27,178

18,071,705

Cash at bank

16,666,349

8,852,800

24,541,018

34,605,371

CREDITORS

Amounts falling due within one year

18

1,680,822

2,941,790

NET CURRENT ASSETS

22,860,196

31,663,581

TOTAL ASSETS LESS CURRENT LIABILITIES

46,241,043

53,537,519

PROVISIONS FOR LIABILITIES

24

1,492,083

1,424,260

NET ASSETS

44,748,960

52,113,259

CAPITAL AND RESERVES

Called up share capital

25

2,000,000

Revaluation reserve

26

5,273,412

Capital redemption reserve

26

750,000

Retained earnings

26

36,725,548

44,089,847

SHAREHOLDERS' FUNDS

44,748,960

52,113,259

Company's profit for the financial year

6,235,701

28,616,652

The financial statements were approved by the Board of Directors and authorised for issue on 19 September 2025 and were signed on its behalf by:

A D Deves - Director

J C Langham - Director

Called up

share

Retained

Revaluation

capital

earnings

reserve

£

Balance at 1 January 2023

2,000,000

73,947,629

4,371,751

Changes in equity

Revaluation transfer

-

15,871

(15,871

)

Dividends

-

(1,200,000

)

-

Total comprehensive income

-

6,484,626

-

Balance at 31 December 2023

2,000,000

79,248,126

4,355,880

Changes in equity

Revaluation transfer

-

15,871

(15,871

)

Dividends

-

(13,600,000

)

-

Total comprehensive income

-

7,209,839

-

Other movement in

non-controlling interest

-

2,267,417

-

Balance at 31 December 2024

2,000,000

75,141,253

4,340,009

Capital

redemption

Non-controlling

Total

reserve

Total

interests

equity

£

Balance at 1 January 2023

750,000

81,069,380

4,387,210

85,456,590

Changes in equity

Dividends

-

(1,200,000

)

-

(1,200,000

)

Total comprehensive income

-

6,484,626

207,052

6,691,678

Balance at 31 December 2023

750,000

86,354,006

4,594,262

90,948,268

Changes in equity

Dividends

-

(13,600,000

)

(1,974,754

)

(15,574,754

)

Total comprehensive income

-

7,209,839

301,391

7,511,230

Other movement in

non-controlling interest

-

2,267,417

(2,267,417

)

-

Balance at 31 December 2024

750,000

82,231,262

653,482

82,884,744

Called up

Capital

share

Retained

Revaluation

redemption

Total

capital

earnings

reserve

equity

£

Balance at 1 January 2023

2,000,000

16,673,195

5,273,412

750,000

24,696,607

Changes in equity

Dividends

-

(1,200,000

)

-

(1,200,000

)

Total comprehensive income

-

28,616,652

-

28,616,652

Balance at 31 December 2023

2,000,000

44,089,847

5,273,412

750,000

52,113,259

Changes in equity

Dividends

-

(13,600,000

)

-

(13,600,000

)

Total comprehensive income

-

6,235,701

-

6,235,701

Balance at 31 December 2024

2,000,000

36,725,548

5,273,412

750,000

44,748,960

Cash flows from operating activities

Cash generated from operations

1

11,422,091

15,736,699

Interest paid

(562,662

)

(591,493

)

Interest element of hire purchase payments paid

(15,618

)

(15,619

)

Tax (paid)/ refund

(3,111,139

)

3,010,823

Net cash from operating activities

7,732,672

18,140,410

Cash flows from investing activities

Purchase of tangible fixed assets

(10,373,344

)

(10,945,552

)

Purchase of current asset investments

-

(18,042,756

)

Sale of tangible fixed assets

2,264,275

36,957

Sale of current asset investments

18,042,756

-

Interest received

1,988,488

1,295,208

Dividends received

96,539

99,255

Net cash from investing activities

12,018,714

(27,556,888

)

Cash flows from financing activities

New loans in year

-

8,000,000

Capital repayment of bank

(2,000,000

)

-

Capital repayments of hire purchase

(142,528

)

(141,829

)

Equity dividends paid

(13,600,000

)

(1,200,000

)

Dividends to non-controlling interests

(1,974,754

)

-

Net cash from financing activities

(17,717,282

)

6,658,171

Increase/(decrease) in cash and cash equivalents

2,034,104

(2,758,307

)

Cash and cash equivalents at beginning of year

2

32,071,354

34,829,661

Cash and cash equivalents at end of year

2

34,105,458

32,071,354

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

2024

2023

£

Profit before taxation

10,707,216

9,311,257

Depreciation charges

2,782,715

2,520,979

Loss/(profit) on disposal of fixed assets

519,039

(31,579

)

Loss on revaluation of fixed assets

3,462

2,154

(Decrease)/ increase in provisions

(40,000

)

40,000

Amortisation

38,957

Foreign exchange gains

(6,186

)

(53,401

)

Finance costs

562,662

591,493

Finance income

(2,085,027

)

(1,394,463

)

12,482,838

11,025,397

(Increase)/decrease in inventories

(1,109,554

)

199,736

(Increase)/decrease in trade and other debtors

(2,700,671

)

752,903

Increase in trade and other creditors

2,749,478

3,758,663

Cash generated from operations

11,422,091

15,736,699

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 2024

31.12.24

1.1.24

£

Cash and cash equivalents

34,286,493

32,192,842

Bank overdrafts

(181,035

)

(121,488

)

34,105,458

32,071,354

Year ended 31 December 2023

31.12.23

1.1.23

£

Cash and cash equivalents

32,192,842

35,013,488

Bank overdrafts

(121,488

)

(183,827

)

32,071,354

34,829,661

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.24

Cash flow

At 31.12.24

£

Net cash

Cash at bank and in hand

32,192,842

2,093,651

34,286,493

Bank overdrafts

(121,488

)

(59,547

)

(181,035

)

32,071,354

2,034,104

34,105,458

Liquid resources

Current asset investments

18,073,396

(18,046,218

)

27,178

18,073,396

(18,046,218

)

27,178

Debt

Finance leases

(304,464

)

158,146

(146,318

)

Debts falling due within 1 year

-

(750,000

)

(750,000

)

Debts falling due after 1 year

(8,000,000

)

2,750,000

(5,250,000

)

(8,304,464

)

2,158,146

(6,146,318

)

Total

41,840,286

(13,853,968

)

27,986,318

1.	GENERAL INFORMATION

Langham Industries Limited is a limited company incorporated in England and Wales. The address of the registered office is given in the company information on page one of these financial statements. The nature of the group company's operations and principal activities are detailed in the report of the directors on page seven.

The presentation currency of the financial statements is the Pound Sterling (£).

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.

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 on a going concern basis under the historical cost convention as modified by the revaluation of certain assets.

Basis of consolidation

The consolidated accounts comprise those of Langham Industries Limited and its subsidiaries for the year ended 31 December 2024.

Unless otherwise stated, the acquisition method of accounting has been adopted. Under this method, the results of subsidiary undertakings acquired or disposed of in the period are included in the consolidated income statement from the date of acquisition or up to the date of disposal.

Investments in associated undertakings are stated at cost less impairment. The equity method of accounting has not been applied because the amounts in question are not material for the purpose of giving a true and fair view.

Financial reporting standard 102 - reduced disclosure exemptions

The parent company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

- the requirements of Section 7 Statement of Cash Flows;

The disclosure above is incorporated within these consolidated financial statements.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

Significant judgements and estimates

In the application of the Group's accounting policies, management is required to make judgements, estimates and assumptions about the carrying value of assets and liabilities that are not readily apparent from other sources. The estimates and underlying 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

The key sources of estimation uncertainty that have a significant effect on the amounts recognised in the financial statements are described below.

i) Inventory provision

The group manufactures various products for the marine and aeronautical industries and is subject to changing consumer demands and economic trends. As a result it is necessary to consider the recoverability of the cost of inventory and the associated provisioning required. Inventories are stated after provisions for impairment of £735,729 (2023 - £422,837). When calculating the inventory provision, management considers the nature and condition of the inventory, as well as applying assumptions around anticipated saleability of finished goods and future usage of raw materials.

ii) Valuation of investment properties

The investment properties are stated at fair value based on the valuations performed by Ireland Weller, Savills plc and Symonds & Sampson LLP and updated by the directors at the year end. The valuers used observable market prices adjusted as necessary for any differences in the future, location or condition of the specific asset. The directors are of the opinion that, based on available market evidence, there were no material changes to the property valuations.

iii) Bad debt provision

The group makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience. Debtors are stated after provisions for impairment of £880,845 (2023 - £448,230).

Revenue

Revenue is stated at invoice value, adjusted where appropriate for movement in long-term work in progress or in respect of service contracts where revenue is recognised when there is a right to consideration. Trade discounts allowed, value added tax and intergroup sales are excluded.

Amounts recoverable on contracts

Revenue is recognised on contracts where there is a right to consideration. Revenue recognised in this manner is based on an assessment of the fair value of the goods and services provided at the financial reporting date as a proportion of the total value of the contract. Provision is made against unbilled amounts on those contracts where the right to receive payment is contingent on factors outside the control of the companies within the group. Unbilled revenue is included in debtors.

Goodwill

Goodwill arising on the acquisition of a business is capitalised as an intangible asset and amortised against profit over 5 years or its expected useful life, whichever is the shorter.

Goodwill is assessed for impairment when there are indicators of impairment and any impairment is charged to the income statement.

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.

Property, plant and equipment

Property, plant and equipment assets are held at cost less accumulated depreciation and impairment, with the exception of freehold property owned by the parent company and leased to subsidiary companies as detailed below.

Depreciation is provided on all fixed assets other than freehold land and investment properties. The straight line method of depreciation is generally used with each item being written off over its expected useful life. Annual depreciation rates are in general:

Leasehold property

-

2% to 5% per annum

Buildings

-

2% per annum

Plant and equipment

-

7% to 20% per annum

Motor vehicles

-

25% to 33% per annum

Fixed asset investments are shown at cost or directors' valuation less impairment.

Freehold property owned by the parent company and leased to subsidiary companies is accounted for in accordance with Sections 16 and 17 of FRS 102.

In the parent's own financial statements it is shown as investment property measured at fair value at each reporting date, with changes in fair value recognised in the income statement and the revaluation reserve. No depreciation is provided in respect of investment properties.

This treatment is not in accordance with the Companies Act but the Directors consider that this accounting policy results in the accounts showing a true and fair view. Depreciation is only one of many factors reflected in the annual valuation and the amount which might otherwise have been shown cannot be separately identified or quantified.

In the consolidated financial statements it is shown as freehold property measured at deemed cost based on professional valuations at the date of transition to FRS 102, in accordance with Section 35 of FRS 102, or cost for any subsequent additions. All other freehold properties are accounted for at cost. Depreciation is charged at 2% per annum straight line on the buildings element.

At each reporting date fixed assets are reviewed to determine whether there is any indication that those assets have suffered an impairment loss. If there is any indication of possible impairment, the recoverable amount of any affected asset is estimated and compared with its carrying amount. If the estimated recoverable amount is lower, the carrying amount its reduced to its estimated recoverable amount, and an impairment loss is recognised immediately in the income statement.

If an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but not in excess of the amount that would have been determined had no impairment loss been recognised for the asset in prior years. A reversal of an impairment is recognised immediately in the income statement.

Inventories

Inventories are valued consistently at the lower of cost and fair value less costs to complete and sell. Cost includes relevant works overheads. Due allowance is made for obsolete and excess inventories. Full provision is made for foreseeable losses on uncompleted sales contracts. Inventories are accounted for on a first-in-first-out basis.

Financial instruments

The group has chosen to adopt the Sections 11 and 12 of FRS 102 in respect of financial instruments.

Basic financial assets, including trade and other debtors and cash and bank balances are initially recognised at transaction price, 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.

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in profit or loss.

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 the income statement, 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 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.

Basic financial liabilities, including trade and other 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 receipts discounted at a market rate of interest.

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. Accounts 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.

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 statement of financial position date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

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.

Foreign currencies

Transactions in foreign currencies are translated into sterling at the exchange rates ruling at the date of the transaction. Gains and losses arising in the normal course of trade are included in the income statement.

The results and net assets of foreign subsidiaries are translated into sterling at the middle market rates ruling at the date of the group statement of financial position. Exchange differences arising on consolidation are taken to reserves.

Leasing

The group enters into finance and operating leases. Assets acquired under finance leases are capitalised with finance charges being written off to the income statement over the term of the lease. Hire purchase transactions are dealt with similarly. Payments under operating leases are written off to the income statement over the period of the lease.

Pensions

The group operates the Langham Industries Group Personal Pension Plan. The Langham Industries Group Personal Pension Plan is a money purchase scheme and contributions payable for the year are charged to the income statement. Assets for both Plan is held in separate trustee administered fund.

Cash and cash equivalents

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

Current asset investments

Short term investments are liquid financial assets which have an original maturity of 12 months or less. Short term investments are typically readily available for conversion to cash, but do not meet the criteria for classification as cash equivalents because their maturity is greater than three months, such as short term bank deposits which are recorded at transaction price.

Current asset investments in managed funds are initially recognised at cost and subsequently revalued to fair value at each financial reporting date, with movements through the income statement. The fair value of investments in companies traded on AIM is represented by the stock exchange value at the financial reporting date, as this is considered to be the market value. The fair value of investments in managed funds is represented by fund value as calculated by the fund manager.

3.

REVENUE

The revenue and profit before taxation are attributable to the principal activities of the group.

An analysis of revenue by class of business is given below:

2024

2023

£

Port

19,202,587

15,159,644

Marine Engineering

34,162,044

17,082,706

Other Engineering

9,327,098

8,272,660

Other

654,354

601,489

63,346,083

41,116,499

An analysis of revenue by geographical market is given below:

2024

2023

£

United Kingdom

35,818,832

29,512,040

Other

27,527,251

11,604,459

63,346,083

41,116,499

4.	EMPLOYEES AND DIRECTORS

2024

2023

£

Wages and salaries

12,424,904

11,131,799

Social security costs

1,298,301

1,120,267

Other pension costs

828,625

622,678

14,551,830

12,874,744

The average number of employees during the year was as follows:

2024

2023

Production

176

113

Administration, sales and distribution

81

146

257

259

The average number of employees by undertakings that were proportionately consolidated during the year was NIL (2023 - NIL).

Directors' Remuneration

2024

2023

£

Aggregate emoluments

960,927

869,913

Retirement benefits are accruing to four directors under a money purchase pension scheme (2023 - four).

Details relating to the highest paid director are as follows:

2024

2023

£

Aggregate emoluments

636,675

586,296

5.	OPERATING PROFIT

2024

2023

£

The operating profit is stated after charging/(crediting):

Rents receivable

(858,925

)

(744,050

)

Depreciation of assets held under finance leases and hire purchase agreements

40,056

87,133

Depreciation of fixed assets

2,742,659

2,433,846

Amortisation of goodwill

38,957

Loss/ (profit) on sale of fixed assets

517,472

(31,579

)

Auditors' remuneration - audit of parent and consolidation

44,720

43,000

- audit of subsidiaries

115,035

114,857

- taxation

42,560

41,901

Operating leases

293,991

290,088

Exchange fluctuations

(81,541

)

260,797

6.

INTEREST RECEIVABLE AND SIMILAR INCOME

2024

2023

£

Interest receivable and similar income

1,988,488

1,295,208

7.

INTEREST PAYABLE AND SIMILAR EXPENSES

2024

2023

£

Bank interest

539,148

520,944

Finance lease and hire

purchase contract interest

15,618

15,619

Other interest payable

7,896

54,930

562,662

591,493

8.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

2024

2023

£

Current tax:

UK corporation tax

1,974,058

2,509,659

Adjustment re previous years

(395,602

)

(78,624

)

Foreign corporation tax

47,272

7,237

Total current tax

1,625,728

2,438,272

Deferred tax

1,554,347

52,384

Tax on profit

3,180,075

2,490,656

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:

2024

2023

£

Profit before tax

10,707,216

9,311,257

Profit multiplied by the standard rate of corporation tax in the UK of 25 % (2023 -
23.500 %)

2,676,804

2,188,145

Effects of:

Capital allowances in excess of depreciation

(1,313,686

)

(44,646

)

Adjustments to tax charge in respect of previous periods

(395,602

)

(78,624

)

Permanent disallowances

24,502

49,325

Other timing differences

633,710

324,072

Adjustment to tax charge in respect of deferred tax

1,554,347

52,384

Total tax charge

3,180,075

2,490,656

Tax effects relating to effects of other comprehensive income

2024

Gross

Tax

Net

£

Exchange gains/(losses) on retranslation

of opening net assets of overseas

subsidiaries

(15,911

)

-

(15,911

)

(15,911

)

-

(15,911

)

2023

Gross

Tax

Net

£

Exchange gains/(losses) on retranslation

of opening net assets of overseas

subsidiaries

(128,923

)

-

(128,923

)

(128,923

)

-

(128,923

)

9.	PROFIT OF PARENT COMPANY

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. The parent company's profit for the financial year was £6,235,701 (2023 - £28,616,652).

10.

DIVIDENDS

2024

2023

£

Ordinary shares shares of £1 each

Interim

13,600,000

1,200,000

11.	INTANGIBLE FIXED ASSETS

Group

Goodwill

£

COST

At 1 January 2024

249,785

Disposals

(55,000

)

At 31 December 2024

194,785

AMORTISATION

At 1 January 2024

152,392

Amortisation for year

38,957

Eliminated on disposal

(55,000

)

At 31 December 2024

136,349

NET BOOK VALUE

At 31 December 2024

58,436

At 31 December 2023

97,393

12.	PROPERTY, PLANT AND EQUIPMENT

Group

Freehold

Short

Plant &

property

leasehold

equipment

Totals

£

COST

At 1 January 2024

49,999,371

1,148,004

23,860,063

75,007,438

Additions

1,329,901

923,197

8,120,246

10,373,344

Disposals

(285,025

)

-

(3,781,959

)

(4,066,984

)

Exchange differences

(8,345

)

(966

)

(5,092

)

(14,403

)

Reclassification to investment

property

(577,405

)

-

(577,405

)

At 31 December 2024

50,458,497

2,070,235

28,193,258

80,721,990

DEPRECIATION

At 1 January 2024

5,280,420

867,534

13,750,607

19,898,561

Charge for year

1,303,785

37,142

1,441,788

2,782,715

Eliminated on disposal

(7,533

)

-

(1,276,135

)

(1,283,668

)

Exchange differences

(894

)

(72

)

(3,712

)

(4,678

)

Reclassification/transfer

(69,133

)

-

(69,133

)

At 31 December 2024

6,506,645

904,604

13,912,548

21,323,797

NET BOOK VALUE

At 31 December 2024

43,951,852

1,165,631

14,280,710

59,398,193

At 31 December 2023

44,718,951

280,470

10,109,456

55,108,877

Included in freehold property is long-term leasehold property with cost of £45,474,720 and accumulated depreciation of £5,666,542.

Included in net book value are the following assets held under finance leases and hire purchase agreements:

2024

2023

£

Plant and equipment

421,537

501,614

Freehold land amounting to £50,000 (2023 - £50,000) has not been depreciated.

Certain group assets are included in the accounts at revalued amounts on an open market, existing use basis. Details of cost, depreciation on cost and revalued amounts are as follows:

Valuation

Original Cost

Depreciation on
Cost

Net Book Value
on Cost

Country

Year

Valuer

£

Land and buildings:

U.K.

2013

Speed Ireland
Weller

2,151,000

1,357,466

750,708

606,758

Freehold property owned by the parent company and leased to the subsidiary companies is shown in freehold property in the consolidated financial statements.

These properties were subject to valuation by Ireland Weller and Savills plc, qualified independent valuers, on an open market basis. The methods and assumptions used to ascertain the fair values are as follows:

In accordance with RICS valuation standards, the valuations were prepared having regard to the market based evidence for similar properties sold in the local area, subject to occupational leases where relevant.

The group has applied the transitional arrangements of Section 35 of FRS 102 and used these professional valuations as the deemed cost for freehold properties owned by the parent company and leased to the subsidiary companies. The properties are being depreciated from the date of the valuation and transition to FRS 102. As the assets are depreciated or sold, an appropriate transfer is made from the revaluation reserve to retained earnings.

Company

Freehold

Short

Plant &

property

leasehold

equipment

Totals

£

COST

At 1 January 2024

819,999

1,059,075

154,564

2,033,638

Additions

-

923,197

226,110

1,149,307

Disposals

(865

)

-

(865

)

At 31 December 2024

819,134

1,982,272

380,674

3,182,080

DEPRECIATION

At 1 January 2024

222,551

841,786

128,913

1,193,250

Charge for year

16,383

29,970

11,880

58,233

At 31 December 2024

238,934

871,756

140,793

1,251,483

NET BOOK VALUE

At 31 December 2024

580,200

1,110,516

239,881

1,930,597

At 31 December 2023

597,448

217,289

25,651

840,388

13.	FIXED ASSET INVESTMENTS

Group

Unlisted

investments

£

COST

At 1 January 2024

and 31 December 2024

432,853

PROVISIONS

At 1 January 2024

and 31 December 2024

102,853

NET BOOK VALUE

At 31 December 2024

330,000

At 31 December 2023

330,000

Company

Shares in

group

undertakings

£

COST

At 1 January 2024

11,095,438

Additions

998,800

Disposals

(52,100

)

At 31 December 2024

12,042,138

PROVISIONS

At 1 January 2024

2,752,696

Provision for year

730,000

Provision written back

(200,000

)

At 31 December 2024

3,282,696

NET BOOK VALUE

At 31 December 2024

8,759,442

At 31 December 2023

8,342,742

The company shares in group undertakings are held either at cost or valuation as disclosed below:

2024

£

Shares at cost

12,042,138

Shares at valuation

-

12,042,138

The subsidiary companies are listed in note 33.

Associated undertakings

The group acquired a 50% share in the ordinary share capital of Creasey Castings Limited on 22 December 2003 for £330,000.

The principal activity of the company is the manufacture of light alloy castings, and the profit for the period to 31 December 2024 was £414,000 (2023 - £428,000) and net assets were £2,893,000 (2023 - £2,678,000).

The group acquired a 44% share in the ordinary share capital of Stone Marine Gurdesan Limited, a company incorporated in Turkey, in 2013. The 2024 statutory financial statements for Stone Marine Gurdesan Limited are not currently available and therefore no details of the results for the year have been disclosed. The cost of this investment has been fully provided against.

The principal activity of the company is the manufacture of marine propellers.

14.	INVESTMENT PROPERTY

Group

Total

£

FAIR VALUE

At 1 January 2024

7,757,345

Reclassification/transfer

508,272

At 31 December 2024

8,265,617

NET BOOK VALUE

At 31 December 2024

8,265,617

At 31 December 2023

7,757,345

These properties were subject to valuation by Ireland Weller, qualified independent valuers, at 31 December 2021 on an open market basis with the exception of one freehold property which was subject to valuation by Symonds & Sampson LLP,professionally qualified independent valuers, at 21 January 2019 on an open market basis. The methods and assumptions used to ascertain the fair value of £8,265,617 (2023 - £7,757,345) are as follows:

In accordance with RICS valuation standards, the valuations were prepared having regard to the market based evidence for similar properties sold in the local area, subject to occupational leases where relevant. The valuations principally focused on a continuation of existing use, having regard to the current tenancy positions and a rent yield approach.

The directors consider that the value of investment property is not materially different as at 31 December 2024.

Fair value at 31 December 2024 is represented by:

£

Valuation in 2024

8,265,617

If the investment properties had not been revalued they would have been included at the following historical cost:

2024

2023

£

Cost

3,724,560

3,216,288

The investment properties were valued on an open market basis on 31 December 2021 by Ireland Weller .

Company

Total

£

FAIR VALUE

At 1 January 2024

and 31 December 2024

12,690,808

NET BOOK VALUE

At 31 December 2024

12,690,808

At 31 December 2023

12,690,808

Fair value at 31 December 2024 is represented by:

£

Valuation in 2024

12,690,808

If the investment properties had not been revalued they would have been included at the following historical cost:

2024

2023

£

Cost

6,537,396

Investment property was valued on an open market basis on 31 December 2021 by Ireland Weller .

Investment properties were subject to valuation by Ireland Weller, professionally qualified independent valuers, at 31 December 2021 on an open market basis with the exception of one freehold property which was subject to valuation by Symonds & Sampson LLP, professionally qualified independent valuers, at 21 January 2019 on an open market basis. The methods and significant assumptions used to ascertain the fair value of investment properties totalling £12,690,808 (2023 - £12,690,808) are as follows:

In accordance with RICS valuation standards, the valuations were prepared having regard to market based evidence for similar properties sold in the local area, subject to any occupational leases where applicable. The valuations principally focused on a continuation of existing use, having regard to the current tenancy positions and a rent yield approach.

The directors consider that the value of investment property is not materially different as at 31 December 2024.

15.	INVENTORIES

Group

2024

2023

£

Raw materials and consumables

3,313,659

2,560,250

Work-in-progress

407,689

365,375

Finished goods

893,315

579,484

4,614,663

3,505,109

In the opinion of the directors the replacement value of inventories is not significantly different from the book value stated above.

16.

DEBTORS

Group

Company

2024

2023

2024

2023

£

Amounts falling due within one year:

Trade debtors

9,131,576

5,985,733

12,986

49,816

Amounts owed by group undertakings

-

6,307,307

6,300,124

Amounts recoverable on

contracts

2,566,687

2,107,313

-

Other debtors and prepayments

2,563,586

3,640,803

716,027

834,163

Amounts owed by related undertakings

244,567

219,401

236,824

213,823

Corporation tax

508,892

46,744

426,842

46,744

15,015,308

11,999,994

7,699,986

7,444,670

Group

Company

2024

2023

2024

2023

£

Amounts falling due after more than one year:

Amounts owed by group undertakings

-

236,196

Other debtors

147,505

-

147,505

-

147,505

-

147,505

236,196

Aggregate amounts

15,162,813

11,999,994

7,847,491

7,680,866

17.	CURRENT ASSET INVESTMENTS

Group

Company

2024

2023

2024

2023

£

Listed investments

27,718

30,640

27,178

28,949

Short term deposits

-

18,042,756

-

18,042,756

27,178

18,073,396

27,178

18,071,705

In 2023, short term deposits had an original maturity date of 12 months or less, an average maturity at the financial reporting date of 4 months and an average rate of interest of 5.44%.

18.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group

Company

2024

2023

2024

2023

£

Bank loans and overdrafts (see note 20)

931,035

121,488

-

Hire purchase contracts (see note 21)

78,566

156,652

-

Payments on account

2,340,573

5,178,499

-

Trade creditors

6,095,150

1,857,370

74,110

26,230

Amounts owed to group undertakings

-

540,733

1,906,261

Corporation tax

1,010,824

2,027,897

233,512

223,161

Other taxes and social security

671,164

663,028

58,895

121,575

Other creditors

7,861,414

7,118,666

715,344

602,824

Amounts owed to related

undertakings

97,665

108,300

58,228

61,739

19,086,391

17,231,900

1,680,822

2,941,790

Trade creditors include certain liabilities to suppliers which may be secured on materials purchased from those suppliers.

19.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

Group

2024

2023

£

Bank loans (see note 20)

5,250,000

8,000,000

Hire purchase contracts (see note 21)

67,752

147,812

Other creditors

627,403

18,030

5,945,155

8,165,842

20.

LOANS

An analysis of the maturity of loans is given below:

Group

2024

2023

£

Amounts falling due within one year or on

demand:

Bank overdrafts

181,035

121,488

Bank loans

750,000

-

931,035

121,488

Amounts falling due between two and five years:

Bank loans falling due between

two and five years

5,250,000

8,000,000

5,250,000

8,000,000

21.	LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group

Hire purchase

contracts

2024

2023

£

Net obligations repayable:

Within one year

78,566

156,652

Between one and five years

67,752

147,812

146,318

304,464

The hire purchase contracts relate to a number of specialist machines for the machining and marine engineering industries. The remaining lease terms range from one to five years. At the end of the lease, title of the assets passes to the group for a nominal fee.

Group

Non-cancellable

operating leases

2024

2023

£

Within one year

83,800

137,254

Between one and five years

287,140

317,712

In more than five years

218,714

284,514

589,654

739,480

Operating leases - lessor

Total future minimum lease payments receivable under non-cancellable operating leases are as follows:

2024

2023

£

Within one year

1,879,026

1,788,096

Between one and five years

4,141,089

3,994,965

In more than five years

1,919,925

2,643,087

7,940,040

8,426,148

The group has a number of properties which are leased to third parties with leases expiring over a number of years.

Company

Non-cancellable

operating leases

2024

2023

£

Within one year

54,000

Between one and five years

216,000

In more than five years

216,000

270,000

486,000

540,000

Minimum lease receipts under non-cancellable operating leases fall due as follows:

2024

2023

£

Within one year

310,100

304,901

Between one and five years

570,478

786,279

In more than five years

1,158,000

1,599,052

2,038,578

2,690,232

22.	SECURED DEBTS

The following secured debts are included within creditors:

Group

2024

2023

£

Bank overdrafts

181,035

121,488

Bank loans

6,000,000

8,000,000

Hire purchase contracts

146,318

304,464

6,327,353

8,425,952

Company bank borrowings are secured by fixed charges on freehold properties.

Group bank overdrafts of £181,035 (2023 - £121,488) are secured by fixed charges on freehold and certain leasehold properties and floating charges in general over the assets of each U.K. company. Guarantees between certain U.K. companies also secure borrowings.

Group bank loans totalling £6,000,000 (2023 - £8,000,000) are secured by fixed charges on certain group freehold properties.

Obligations under finance leases and hire purchase agreements are secured on plant and machinery of the relevant group company.

23.	FINANCIAL INSTRUMENTS

Group

The group has the following financial instruments:

2024

2023

£

Financial assets at fair value through profit or loss

Listed investments

27,178

30,640

The income, expenses, net gains and net losses attributable the group's financial instruments are summarised as follows:

Income and expense

2024

2023

£

Financial assets measured at fair value through profit or loss

(3,462

)

(2,154

)

The total interest income and interest expense for financial assets and financial liabilities that are not measured at fair value through profit or loss was £1,988,488 (2023 - £1,295,208) and £562,662 (2023 - £591,493) respectively.

FINANCIAL INSTRUMENTS - continued

Company

The company has the following financial instruments:

2024

2023

£

Financial assets at fair value through profit or loss

Listed investments

27,178

28,949

The income, expenses, net gains and net losses attributable the company's financial instruments are summarised as follows:

Income and expense

2024

2023

£

Financial assets measured at fair value through profit or loss

(1,771

)

(2,154

)

The total interest income and interest expense for financial assets and financial liabilities that are not measured at fair value through profit or loss was £1,340,409 (2023 - £1,115,652) and £nil (2023 - £48,491) respectively.

24.	PROVISIONS FOR LIABILITIES

Group

Company

2024

2023

2024

2023

£

Deferred tax

Tax losses carried forward

(112,345

)

(112,345

)

-

Accelerated capital allowances

3,079,930

1,537,618

171,281

108,036

Other timing differences

(199,437

)

(205,282

)

(1,448

)

(6,026

)

Gains rolled over

10,638,955

442,250

Property revaluations

820,000

880,000

14,227,103

12,678,946

1,492,083

1,424,260

Other provisions

-

40,000

-

Aggregate amounts

14,227,103

12,718,946

1,492,083

1,424,260

Group

Deferred

Other

tax

provisions

£

Balance at 1 January 2024

12,678,946

40,000

Transfer - income statement

1,548,157

(40,000

)

Balance at 31 December 2024

14,227,103

-

Company

Deferred

tax

£

Balance at 1 January 2024

1,424,260

Transfer - Income statement

67,823

Balance at 31 December 2024

1,492,083

The expected net reversal of deferred tax liabilities in 2025 is not expected to be significant based on planned capital expenditure for the company and the group.

25.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

1,000,000

Ordinary A

£1

1,000,000

Ordinary B

£1

1,000,000

2,000,000

Each Ordinary A share carries one vote per share at general meetings. Ordinary B shares carry no entitlement to attend or vote at general meetings. Both Ordinary A and Ordinary B shares are entitled to dividends, however no distribution shall be made to the holders of Ordinary B shares in any financial period unless a distribution of not less than £0.80 per Ordinary A share has been declared and paid to the holders of Ordinary A shares in respect of that financial period. On repayment of capital proceeds shall be distributed to the holders of Ordinary A shares to the exclusion of the holders of Ordinary B shares.

26.

RESERVES

Group

Capital

Retained

Revaluation

redemption

earnings

reserve

Totals

£

At 1 January 2024

79,248,126

4,355,880

750,000

84,354,006

Profit for the year

7,225,750

Dividends

(13,600,000

)

(13,600,000

)

Exchange fluctuation

(15,911

)

-

(15,911

)

Revaluation transfer

15,871

(15,871

)

-

Other movement in

non-controlling interest

2,267,417

-

2,267,417

At 31 December 2024

75,141,253

4,340,009

750,000

80,231,262

Company

Capital

Retained

Revaluation

redemption

earnings

reserve

Totals

£

At 1 January 2024

44,089,847

5,273,412

750,000

50,113,259

Profit for the year

6,235,701

Dividends

(13,600,000

)

(13,600,000

)

At 31 December 2024

36,725,548

5,273,412

750,000

42,748,960

Retained earnings - includes all current and prior period retained profits and losses.

Revaluation reserve - the aggregate surplus on re-measurement of investment properties, net of associated deferred tax, is transferred to a separate non-distributable revaluation reserve in order to assist with the identification of profits available for distribution.

Capital redemption reserve - represents the amount by which the company's issued share capital is diminished on the cancellation of shares purchased.

27.	NON-CONTROLLING INTERESTS

Movements to non-controlling interests are as set out in the consolidated statement of changes in equity.

28.	EMPLOYEE BENEFIT OBLIGATIONS

The group contributed to the following pension scheme for eligible employees, who also make contributions. The scheme is separately funded and administered.

Langham Industries Group Personal Pension Plan

This is a money purchase scheme and the assets of the scheme are held separately from those of the group in an independently administered fund. The pension cost for the year was £829,000 (2023 - £623,000).

29.	CONTINGENT LIABILITIES

The company has provided performance guarantees on behalf of certain group companies.

30.	RELATED PARTY DISCLOSURES

Entities with control, joint control or significant influence over the entity

The company paid dividends of £12,000,000 (2023- £nil) to entities with significant influence over the company.

At the year end £1,466 (2023 - £nil) was due from one entity with significant influence over the company. The amount is interest free and repayable on demand.

Key management personnel of the entity or its parent (in the aggregate)

The company paid dividends of £776,002 (2023 - £621,600) to key management personnel. The company paid rent of £54,000 (2023 - £54,000) to three of the directors.

Key management personnel compensation in the year totalled £1,085,220 (2023 - £977,700).

Other related parties

The company made purchases totalling £24,323 (2023 - £26,609) and made recharges of £761,823 (2023 - £716,061) to companies in which some of the directors have an interest. The company paid dividends of £823,998 (2023 - £578,400) to other related parties. The total amount due from companies in which some of the directors have an interest is £174,863 (2023 - £149,541). All amounts due are interest free and repayable on demand.

31.	EVENTS AFTER THE REPORTING PERIOD

A dividend of 80p per Ordinary A share (totalling £800,000) was declared on 8 April 2025. These financial statements do not reflect the dividends payable, which will be accounted for in shareholder's equity as an appropriation of retained earnings in the year ended 31 December 2025.

32.	ULTIMATE CONTROLLING PARTY

The ultimate controlling party of the group is the Langham family.

33.	SUBSIDIARY COMPANIES

Percentage of

Ordinary

Shares Held

Country

Commercial port operation:

Portland Harbour Authority Limited

100

Portland Port Limited

95

Design, repair, supply and fitting of marine propellers and servicing and repair of
marine hardware:

Stone Marine Propulsion Limited

100

Stone Marine Shipcare Limited

100

Stone Marine Services Limited

100

Scotland

Stone Manganese Marine Services S.A. (Proprietary) Limited

100

South Africa

Stone Marine Services Namibia (Proprietary) Limited

100

Namibia

Stone Manganese Marine Limited (Dormant)

100

Bruntons Propellers Limited

100

Stone Marine Engineering (Proprietary) Limited

100

Namibia

Manufacture of steel and light alloy castings, steel

fabricating and precision machining:

Stone Foundries Limited

100

Tridan Engineering Limited

100

N.F.F. Precision Limited

100

Miscellaneous:

Langham Land Limited (Commercial property management) - active proposal to
strike off

100

Winters Marine Limited (Boat and engine repair)

100

Stone Marine Limited (Dormant)

100

Langham Enterprises Limited (Dormant)

100

J. Stone Engineering Limited (Dormant)

100

Thomas Reid & Sons (Paisley) Limited (Dormant)

52

Appledore Land Limited (Commercial property management) - in liquidation

52

Companies owned by subsidiaries of Langham Industries Limited are shown inset. Except where the overseas country of incorporation is stated, all companies are incorporated in England and Wales.