Witt & Son UK Holdings Limited Group accounts (Group and Company)

COMPANY REGISTRATION NUMBER: 02814797

WITT & SON UK HOLDINGS LIMITED

FINANCIAL STATEMENTS

FOR

31 December 2024

WITT & SON UK HOLDINGS LIMITED

FINANCIAL STATEMENTS

YEAR ENDED 31 DECEMBER 2024

Contents	Page

Officers and professional advisers	1

Strategic report	2

Directors' report	4

Independent auditor's report to the members	6

Consolidated statement of comprehensive income	10

Consolidated statement of financial position	11

Company statement of financial position	13

Consolidated statement of changes in equity	15

Company statement of changes in equity	18

Consolidated statement of cash flows	19

Notes to the financial statements	21

WITT & SON UK HOLDINGS LIMITED

OFFICERS AND PROFESSIONAL ADVISERS

The board of directors	K C Witt
	Dr H T Witt
	M Booth
	Dr C F Lorf
	T M H Barnes
	Dr H G Mundhenke

Company secretary	E Rymarz

Registered office	Witt House
	3 Shelf Mills
	Wade House Road
	Shelf
	Halifax
	West Yorkshire
	HX3 7BJ

Auditor	Streets Spenser Wilson (Yorkshire) Limited
	Chartered Accountants & statutory auditor
	Equitable House
	55 Pellon Lane
	Halifax
	West Yorkshire
	HX1 5SP

Bankers	HSBC
	33 Park Row
	Leeds
	West Yorkshire
	LS1 1LD

Solicitors	Chadwick Lawrence
	Dean Clough Mills
	The Fire Station
	Dean Clough
	Halifax
	West Yorkshire
	HX3 5AX

WITT & SON UK HOLDINGS LIMITED

STRATEGIC REPORT

YEAR ENDED 31 DECEMBER 2024

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

Principal activities

The principal activities of the group, of which the company is the holding company, continue to be the design, manufacture and installation of air movement and control systems for industry, industrial centrifugal and axial flow fans, control equipment and the installation of ventilation systems in commercial and industrial buildings.

Business review

Results and performance

The group profit for the year, after taxation, amounted to £882,086 (2023: £587,363). Details of dividends paid are detailed in note 13 to the financial statements. The UK trading entities performance was challenged by various aspects in 2024. Fan Systems Group Limited faced various obstacles including skilled labour shortages and project delays. Despite the challenges the company continued to perform profitably at similar levels to 2023. PSB UK Limited dedicated resources in 2024 to strengthening design capabilities and compliance processes to meet tightening UK fire safety regulations. Although this temporarily affected financial results, it positions the company strongly for sustainable growth going forward. Witt Group UK - Service Limited however, had exceptional year delivering substantial profit, showing significant improvement in comparison to 2023. Meidinger showed notable improvement delivering robust profits in comparison to 2023. Witt Contracting improved the business performance and reported increase in profits in 2024. The associated companies also contributed with Witt India also remaining profitable, while Fläktcomp had an excellent year in 2024 reporting substantial increase in profits. At the year end, the financial position of the group was satisfactory, with shareholders' funds of £7.647 million (2023 - £7.373 million). Given the very low level of external debt, the equity ratio continues to be healthy, with a ratio of 37% (2023: 40%) in shareholder funds to total assets.

Business environment

The impact of Central Banks maintaining high interest rates to control and reduce inflationary pressures has resulted in differing effects in relation to activity levels across the various group companies. We believe that, despite the overall economic situation, we will continue to benefit from being present in many different applications, product categories and geographical markets and that the diversification of the markets in which the group companies operate mitigates any dramatic impacts arising in any one sector

Strategy

The strategic focus of all group companies will continue to be assisting customers with achieving high quality solutions in their markets and product area.

Future developments

The group is well positioned to continuing developing its nuclear sector markets having started delivering fans for UK nuclear new-build and decommissioning of redundant nuclear facilities with a significant increase in deliveries expected over the next few years. Interest in nuclear new-build is increasing in other countries including France and India and the group is well positioned to take advantage of those opportunities based on its recent track record. Fan Systems Group Ltd's customers new and old are focusing more and more on quality and technical solutions, with more emphasis being placed on ensuring those solutions are delivered. The UK Government has promised significant change in the UK Construction Sector, with more focus being placed on ensuring the safety of buildings. Both PSB-UK Ltd and Witt Group UK - Service Limited will benefit from the likely changes in building and fire regulations and the businesses' focus on ensuring compliance. Existing order commitments for most of the trading companies are encouraging, however the key challenges that companies were facing in 2024 continue into 2025 affecting overall performance. The companies remain focused on addressing the obstacles and introducing improvements in various areas to ensure that the high potential for growth can be realised strengthening position of the group in the markets it operates in even further.

Principal risks and uncertainties

The future continues to be full of uncertainties. Economic instability and inflation, supply chain disruptions, cybersecurity - all of these aspects are putting pressure on the cost of living and business decisions on investment. The group's main area of risk is the level of business, since breakeven income levels are now high for all companies because of the relatively high fixed overheads. Technical risk is limited because each individual order is relatively small compared to the size of the business. The Group management team continue to monitor the increased level of uncertainty and respond where necessary.

Financial risk manangement objectives and policies

The group's principal financial instruments are cash and other financial assets and liabilities such as trade debtors and trade creditors, which arise directly from its operations. The main financial risk facing the group is customer credit risk, which is managed by credit control policies and credit insurance. Price risk, cash flow risk and liquidity risk have also been, and will continue to be, managed in a controlled way to minimise the overall exposure of the group.

This report was approved by the board of directors on 26 September 2025 and signed on behalf of the board by:

M Booth

Director

WITT & SON UK HOLDINGS LIMITED

DIRECTORS' REPORT

YEAR ENDED 31 DECEMBER 2024

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

Directors

The directors who served the company during the year were as follows:

K C Witt
Dr H T Witt
M Booth
Dr C F Lorf
T M H Barnes	(Appointed 1 March 2024)
Dr H G Mundhenke	(Appointed 1 March 2024)

Dividends

Particulars of recommended dividends are detailed in note 13 to the financial statements.

Disclosure of information in the strategic report

In accordance with section 414C(11) of the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013 the company has chosen to set out in the company's and group's strategic report information required by schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008.

Directors' responsibilities statement

The directors are responsible for preparing the strategic report, directors' 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 group and the company and 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 judgments and accounting estimates that are reasonable and prudent; - prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Auditor

Each of the persons who is a director at the date of approval of this report confirms that:

- so far as they are aware, there is no relevant audit information of which the group and the company's auditor is unaware; and - they have taken all steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the group and the company's auditor is aware of that information. The auditor is deemed to have been re-appointed in accordance with section 487 of the Companies Act 2006.

This report was approved by the board of directors on 26 September 2025 and signed on behalf of the board by:

M Booth

Director

WITT & SON UK HOLDINGS LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WITT & SON UK HOLDINGS LIMITED

YEAR ENDED 31 DECEMBER 2024

Opinion

We have audited the financial statements of Witt & Son UK Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the consolidated statement of 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 the related notes, 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 FRS 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's 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; - 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 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 or 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 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. 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 there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

- the information given in the strategic report and the 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.

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 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 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 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 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.

Auditor's 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 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: Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows: The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicablelaws and regulations. We identified the laws and regulations applicable to the company through discussions with the directors. We focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company. We assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and . Identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit. We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by: . making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; . considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. To address the risk of fraud through management bias and override of controls, we: . performed analytical procedures to identify any unusual or unexpected relationships; . tested journal entries to identify unusual transactions; . investigated the rationale behind significant or unusual transactions. In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: . agreeing financial statement disclosures to underlying supporting documentation; . enquiring of management as to actual and potential litigation and claims; . reviewing correspondence with relevant regulators. There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion. 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 auditor’s report. 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.

Sally Shacklock BA FCA

(Senior Statutory Auditor)

For and on behalf of

Streets Spenser Wilson (Yorkshire) Limited

Chartered Accountants & statutory auditor

Equitable House

55 Pellon Lane

Halifax

West Yorkshire

HX1 5SP

26 September 2025

WITT & SON UK HOLDINGS LIMITED

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

YEAR ENDED 31 DECEMBER 2024

		2024	2023
Note		£	£
Turnover	4	24,738,419	24,049,646

Cost of sales	15,081,019	14,887,754
	---------------	---------------
Gross profit	9,657,400	9,161,892

Distribution costs Distribution Costs		110,737	83,264
Administrative expenses		8,512,601	8,529,848
		-------------	-------------
Operating profit	5	1,034,062	548,780

Income from interests in associates	9	195,899	283,743
Interest receivable	10	54,829	68,154
Interest payable	11	126,530	126,218
		-------------	-------------
Profit before taxation		1,158,260	774,459

Taxation on ordinary activities	12	276,174	187,096
		-------------	----------
Profit for the financial year		882,086	587,363
		-------------	----------

Foreign currency retranslation	( 310,690)	388,513
	----------	----------
Total comprehensive income for the year	571,396	975,876
	----------	----------

Profit for the financial year attributable to:

The owners of the parent company	878,088	587,363
Non-controlling interests	3,998	–
	----------	----------
	882,086	587,363
	----------	----------

Total comprehensive income for the year attributable to:

The owners of the parent company	566,666	975,876
Non-controlling interests	4,730	–
	----------	----------
	571,396	975,876
	----------	----------

All the activities of the group are from continuing operations.

WITT & SON UK HOLDINGS LIMITED

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

31 December 2024

	2024	2023
Note	£	£

Fixed assets

Intangible assets	14	29,930	45,556
Tangible assets	15	3,290,022	3,394,641
Investments	16	301,541	323,622
		-------------	-------------
		3,621,493	3,763,819

Current assets

Stocks	17	4,505,088	2,906,331
Debtors	18	9,356,223	10,176,403
Cash at bank and in hand		1,225,716	1,382,296
		---------------	---------------
		15,087,027	14,465,030

Creditors: amounts falling due within one year	20	9,496,086		9,203,440
		---------------		---------------
Net current assets			5,590,941		5,261,590
			-------------		-------------
Total assets less current liabilities			9,212,434		9,025,409

Creditors: amounts falling due after more than one year	21		1,285,599		1,376,225

Provisions

Taxation including deferred tax	23	274,647	275,876
		-------------	-------------
Net assets		7,652,188	7,373,308
		-------------	-------------

WITT & SON UK HOLDINGS LIMITED

CONSOLIDATED STATEMENT OF FINANCIAL POSITION (continued)

31 December 2024

	2024	2023
Note	£	£

Capital and reserves

Called up share capital	26	15,000	15,000
Share premium account	27	71,514	71,514
Capital redemption reserve	27	54,074	54,074
Other reserves	27	1,328,249	1,639,671
Profit and loss account	27	6,178,621	5,593,049
		-------------	-------------
Equity attributable to the owners of the parent company		7,647,458	7,373,308

Non-controlling interests	4,730	–
	-------------	-------------
	7,652,188	7,373,308
	-------------	-------------

These financial statements were approved by the board of directors and authorised for issue on 26 September 2025 , and are signed on behalf of the board by:

M Booth

Director

Company registration number: 02814797

WITT & SON UK HOLDINGS LIMITED

COMPANY STATEMENT OF FINANCIAL POSITION

31 December 2024

	2024	2023
Note	£	£

Fixed assets

Intangible assets	14	–	3,241
Tangible assets	15	990,927	975,243
Investments	16	652,327	656,956
		-------------	-------------
		1,643,254	1,635,440

Current assets

Debtors	18	1,921,493	1,576,486
Cash at bank and in hand		15,628	46
		-------------	-------------
		1,937,121	1,576,532

Creditors: amounts falling due within one year	20	745,891		777,322
		-------------		-------------
Net current assets			1,191,230		799,210
			-------------		-------------
Total assets less current liabilities			2,834,484		2,434,650

Creditors: amounts falling due after more than one year	21		1,002,820		1,011,703

Provisions

Taxation including deferred tax	23	180,074	182,749
		-------------	-------------
Net assets		1,651,590	1,240,198
		-------------	-------------

WITT & SON UK HOLDINGS LIMITED

COMPANY STATEMENT OF FINANCIAL POSITION (continued)

31 December 2024

	2024	2023
Note	£	£

Capital and reserves

Called up share capital	26	15,000	15,000
Profit and loss account	27	1,636,590	1,225,198
		-------------	-------------
Shareholders funds		1,651,590	1,240,198
		-------------	-------------

The profit for the financial year of the parent company was £ 703,909 (2023: £ 66,487 ).

These financial statements were approved by the board of directors and authorised for issue on 26 September 2025 , and are signed on behalf of the board by:

M Booth

Director

Company registration number: 02814797

WITT & SON UK HOLDINGS LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

YEAR ENDED 31 DECEMBER 2024

			Called up share capital	Share premium account	Capital redemption reserve	Other reserves	Profit and loss account	Equity attributable to the owners of the parent company	Non-controlling interests	Total
			£	£	£	£	£	£	£	£
At 1 January 2023			15,000	71,514	54,074	1,251,158	5,382,167	6,773,913	–	6,773,913

Profit for the year							587,363	587,363	–	587,363
Other comprehensive income for the year:
	Foreign currency retranslation		–	–	–	388,513	–	388,513	–	388,513
			---------	---------	---------	-------------	-------------	-------------	----	-------------
Total comprehensive income for the year			–	–	–	388,513	587,363	975,876	–	975,876

Dividends paid and payable		13	–	–	–	–	( 376,481)	( 376,481)	–	( 376,481)
			---------	---------	---------	-------------	-------------	-------------	----	-------------
Total investments by and distributions to owners			–	–	–	–	( 376,481)	( 376,481)	–	( 376,481)

At 31 December 2023			15,000	71,514	54,074	1,639,671	5,593,049	7,373,308	–	7,373,308

Profit for the year							878,088	878,088	3,998	882,086
Other comprehensive income for the year:
	Foreign currency retranslation		–	–	–	( 311,422)	–	( 311,422)	732	( 310,690)
			---------	---------	---------	-------------	-------------	-------------	-------	-------------
Total comprehensive income for the year			–	–	–	( 311,422)	878,088	566,666	4,730	571,396

WITT & SON UK HOLDINGS LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (continued)

YEAR ENDED 31 DECEMBER 2024

		Called up share capital	Share premium account	Capital redemption reserve	Other reserves	Profit and loss account	Equity attributable to the owners of the parent company	Non-controlling interests	Total
		£	£	£	£	£	£	£	£
Dividends paid and payable	13	–	–	–	–	( 292,516)	( 292,516)	–	( 292,516)
		----	----	----	----	----------	----------	----	----------
Total investments by and distributions to owners		–	–	–	–	( 292,516)	( 292,516)	–	( 292,516)

		---------	---------	---------	-------------	-------------	-------------	-------	-------------
At 31 December 2024		15,000	71,514	54,074	1,328,249	6,178,621	7,647,458	4,730	7,652,188
		---------	---------	---------	-------------	-------------	-------------	-------	-------------

WITT & SON UK HOLDINGS LIMITED

COMPANY STATEMENT OF CHANGES IN EQUITY

YEAR ENDED 31 DECEMBER 2024

WITT & SON UK HOLDINGS LIMITED

COMPANY STATEMENT OF CHANGES IN EQUITY

YEAR ENDED 31 DECEMBER 2024

		Called up share capital	Profit and loss account	Total
		£	£	£
At 1 January 2023		15,000	1,535,192	1,550,192

Profit for the year			66,487	66,487
		---------	-------------	-------------
Total comprehensive income for the year		–	66,487	66,487

Dividends paid and payable	13	–	( 376,481)	( 376,481)
		---------	-------------	-------------
Total investments by and distributions to owners		–	( 376,481)	( 376,481)

At 31 December 2023		15,000	1,225,198	1,240,198

Profit for the year			703,909	703,909
		---------	-------------	-------------
Total comprehensive income for the year		–	703,909	703,909

Dividends paid and payable	13	–	( 292,517)	( 292,517)
		----	----------	----------
Total investments by and distributions to owners		–	( 292,517)	( 292,517)

		---------	-------------	-------------
At 31 December 2024		15,000	1,636,590	1,651,590
		---------	-------------	-------------

WITT & SON UK HOLDINGS LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

YEAR ENDED 31 DECEMBER 2024

	2024	2023
Note	£	£

Cash flows from operating activities

Profit for the financial year	882,086	587,363

Adjustments for:
Depreciation of tangible assets	396,274	338,845
Amortisation of intangible assets	15,626	16,059
Income from interests in associates	( 195,899)	( 283,743)
Interest receivable	( 54,829)	( 68,154)
Interest payable	126,530	126,218
Gains on disposal of tangible assets	( 5,423)	–
Taxation on ordinary activities	276,174	187,096
Accrued (income)/expenses	( 44,792)	592,373
Gains/losses on b/f currency translation	(303,489)	222,849

Changes in:
Stocks	( 1,598,757)	( 43,062)
Trade and other debtors	767,593	( 1,630,993)
Trade and other creditors	928,150	734,899
	-------------	-------------
Cash generated from operations	1,189,244	779,750

Interest paid	( 126,530)	( 126,218)
Interest received	54,829	68,154
Tax paid	( 156,158)	( 198,939)
	-------------	----------
Net cash from operating activities	961,385	522,747
	-------------	----------

Cash flows from investing activities

Purchase of tangible assets	( 325,636)	( 560,508)
Proceeds from sale of tangible assets	7,559	–
Dividends received	195,899	283,743
	-------------	----------
Net cash used in investing activities	( 122,178)	( 276,765)
	-------------	----------

Cash flows from financing activities

Proceeds from borrowings	( 663,209)	418,293
Proceeds from loans from participating interests	–	( 91,209)
Payments of finance lease liabilities	57,779	142,953
Dividends paid	( 292,516)	( 376,481)
	-------------	----------
Net cash (used in)/from financing activities	( 897,946)	93,556
	-------------	----------

WITT & SON UK HOLDINGS LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS (continued)

YEAR ENDED 31 DECEMBER 2024

		2024	2023
Note		£	£
Net (decrease)/increase in cash and cash equivalents		( 58,739)	339,538
Cash and cash equivalents at beginning of year		1,086,357	746,819
		-------------	-------------
Cash and cash equivalents at end of year	19	1,027,618	1,086,357
		-------------	-------------

WITT & SON UK HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

YEAR ENDED 31 DECEMBER 2024

1. General information

The company is a private company limited by shares, registered in England and Wales. The address of the registered office is Witt House, 3 Shelf Mills, Wade House Road, Shelf, Halifax, HX3 7BJ, West Yorkshire.

2. Statement of compliance

These financial statements have been prepared in compliance with FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.

3. Accounting policies

Basis of preparation

The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities . The financial statements are prepared in sterling, which is the functional currency of the entity.

Disclosure exemptions

The company is the group's holding company and its financial statements are consolidated. Accordingly, advantage has been taken of the exemption available under paragraph 33.1A of FRS 102 not to disclosure particulars of transactions with other wholly-owned members of the group and paragraph 1.12 FRS 102 not to include a company cash flow statement.

Consolidation

The financial statements consolidate the financial statements of the company and all of its subsidiary undertakings. The parent company has applied the exemption contained in section 408 of the Companies Act 2006 and has not included its individual statement of comprehensive income.

Non-controlling interests

Minority interests in the net assets of consolidated subsidiaries are identified separately from the Group’s equity. Minority interests consist of the amount of those interests at the date of the original business combination and the minority’s share of changes in equity since the date of the combination.

The proportions of profit or loss and changes in equity allocated to the owners of the parent and to the minority interests are determined on the basis of existing ownership interests and do not reflect the possible exercise or conversion of options or convertible instruments.

Judgements and key sources of estimation uncertainty

Preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Accounting estimates and judgements are made concerning stock provision and long-term contracts that remain ongoing at the year-end, including the stage of completion of the contract, costs still required to complete the contract, costs incurred early for the contract and amounts not yet invoiced or invoiced in excess of that stage of completion.

Revenue recognition

Turnover is measured at the fair value of the consideration received or receivable and represents amounts invoiced in respect of goods supplied and services rendered, stated net of discounts and Value Added Tax. Revenue from the sale of goods is recognised when goods are delivered and legal title has passed. Revenue from the rendering of services is measured by reference to the stage of completion of the service transaction at the end of the reporting period provided that the outcome can be reliably estimated. When the outcome cannot be reliably estimated, revenue is recognised only to the extent that it is probable the expenses recognised will be recovered.

Taxation

The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.

Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other 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. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.

Foreign currencies

Foreign currency transactions are initially recorded in the functional currency, by applying the spot exchange rate as at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate ruling at the reporting date, with any gains or losses being taken to the profit and loss account. The same principle is adopted in the translation of the accounts of non-UK subsidiaries from their respective functional currencies into Sterling.

Operating leases

Lease payments are recognised as an expense over the lease term on a straight-line basis. The aggregate benefit of lease incentives is recognised as a reduction to expense over the lease term, on a straight-line basis.

Goodwill

Goodwill arises on business acquisitions and represents the excess of the cost of the acquisition over the company's interest in the net amount of the identifiable assets, liabilities and contingent liabilities of the acquired business. Goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. It is amortised on a straight-line basis over its useful life. Where a reliable estimate of the useful life of goodwill or intangible assets cannot be made, the life is presumed not to exceed ten years.

Amortisation

Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset as follows:

	Goodwill	-	5% and 20% straight line

If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible asset, the amortisation is revised prospectively to reflect the new estimates.

Tangible assets

Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses.

Depreciation

Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:

Buildings	-	2% straight line
Plant and machinery	-	10% reducing balance & 3-16 years straight line
Fixtures & fittings	-	20%-25% reducing balance & 3-10 years straight line
Motor vehicles	-	25% reducing balance & 3 or 7 years straight line

Investments

Investments in subsidiaries are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.

Investments in associates

Investments in associates accounted for in accordance with the cost model are recorded at cost less any accumulated impairment losses.

Impairment of fixed assets

A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.

Stocks

Stocks are measured at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase, costs of conversion and other costs incurred in bringing the stock to its present location and condition.

Finance leases and hire purchase contracts

Assets held under finance leases and hire purchase contracts are recognised in the statement of financial position as assets and liabilities at the lower of the fair value of the assets and the present value of the minimum lease payments, which is determined at the inception of the lease term. Any initial direct costs of the lease are added to the amount recognised as an asset. Lease payments are apportioned between the finance charges and reduction of the outstanding lease liability using the effective interest method. Finance charges are allocated to each period so as to produce a constant rate of interest on the remaining balance of the liability.

Provisions

Provisions are recognised when the entity has an obligation at the reporting date as a result of a past event, it is probable that the entity will be required to transfer economic benefits in settlement and the amount of the obligation can be estimated reliably. Provisions are recognised as a liability in the statement of financial position and the amount of the provision as an expense. Provisions are initially measured at the best estimate of the amount required to settle the obligation at the reporting date and subsequently reviewed at each reporting date and adjusted to reflect the current best estimate of the amount that would be required to settle the obligation. Any adjustments to the amounts previously recognised are recognised in profit or loss unless the provision was originally recognised as part of the cost of an asset. When a provision is measured at the present value of the amount expected to be required to settle the obligation, the unwinding of the discount is recognised as a finance cost in profit or loss in the period it arises.

Financial instruments

The group only has financial assets and financial liabilities of a kind that qualify as basic financial instruments. Basic financial instruments are initially recognised at transaction value and subsequently measured at their settlement value with the exception of bank loans which are subsequently measured at amortised cost using the effective interest method.

Defined contribution plans

Contributions to defined contribution plans are recognised as an expense in the period in which the related service is provided. Prepaid contributions are recognised as an asset to the extent that the prepayment will lead to a reduction in future payments or a cash refund.

4. Turnover

Turnover arises from:

	2024	2023
	£	£
Sale of goods	7,684,615	7,819,061
Rendering of services	2,509,780	1,817,948
Construction contracts	14,544,024	14,412,637
	---------------	---------------
	24,738,419	24,049,646
	---------------	---------------

The turnover is attributable to the one principal activity of the group. An analysis of turnover by the geographical markets that substantially differ from each other is given below:

	2024	2023
	£	£
United Kingdom	11,648,011	11,396,735
Overseas	13,090,408	12,652,911
	---------------	---------------
	24,738,419	24,049,646
	---------------	---------------

5. Operating loss

Operating profit or loss is stated after charging/crediting:

	2024	2023
	£	£
Amortisation of intangible assets	15,626	16,059
Depreciation of tangible assets	396,274	338,845
Gains on disposal of tangible assets	( 5,423)	–
Impairment of trade debtors	14,781	147,395
Operating lease rentals	5,130	4,660
	----------	----------
Foreign exchange differences	86	29,454
Operating lease rentals	447,414	507,365
	----------	----------

6. Auditor's remuneration

	2024		2023
	£		£

Fees payable to UK auditors

Fees payable for the audit of the financial statements	62,000	47,125
	---------	---------

Fees payable to the company's auditor and its associates for other services:

Other non-audit services	1,720	730
	---------	---------

	2024		2023
	£		£

Fees payable to overseas auditors

Fees payable for the audit of the financial statements	29,508	27,424
	---------	---------

7. Particulars of employees

The average number of persons employed by the group during the year, including the directors, amounted to:

	2024	2023
	No.	No.
Production staff	92	99
Administrative staff	22	21
Management staff	36	29
	----	----
	150	149
	----	----

The aggregate payroll costs incurred during the year, relating to the above, were:

	2024	2023
	£	£
Wages and salaries	7,628,684	7,339,559
Social security costs	641,788	627,596
Other pension costs	308,925	302,088
	-------------	-------------
	8,579,397	8,269,243
	-------------	-------------

8. Directors' remuneration

The directors' aggregate remuneration in respect of qualifying services was:

	2024	2023
	£	£
Remuneration	662,873	534,743
Company contributions to defined contribution pension plans	11,515	2,515
	----------	----------
	674,388	537,258
	----------	----------

The number of directors who accrued benefits under company pension plans was as follows:

	2024	2023
	No.	No.
Defined contribution plans	2	1
	----	----

Remuneration of the highest paid director in respect of qualifying services:

	2024	2023
	£	£
Aggregate remuneration	243,326	221,787
	----------	----------

9. Income from interests in associates

	2024	2023
	£	£
Dividends from associates	195,899	283,743
	----------	----------

10. Interest receivable

	2024	2023
	£	£
Interest on loans and receivables	47,360	48,778
Interest on cash and cash equivalents	7,469	19,376
	---------	---------
	54,829	68,154
	---------	---------

11. Interest payable

	2024	2023
	£	£
Interest on banks loans and overdrafts	27,879	26,641
Interest on obligations under finance leases and hire purchase contracts	25,057	19,792
Other interest payable and similar charges	73,594	79,785
	----------	----------
	126,530	126,218
	----------	----------

12. Taxation on ordinary activities

Major components of tax expense

	2024		2023
	£		£

Current tax:

UK current tax income	130,645	–
Foreign current tax income	146,758	89,099
	----------	---------
Total current tax	277,403	89,099
	----------	---------

Deferred tax:

Origination and reversal of timing differences	( 1,229)	97,997
	----------	----------
Taxation on ordinary activities	276,174	187,096
	----------	----------

Reconciliation of tax expense

The tax assessed on the profit on ordinary activities for the year is lower than (2023: higher than) the standard rate of corporation tax in the UK of 25 % (2023: 23.50 %).

	2024	2023
	£	£
Profit on ordinary activities before taxation	1,158,260	774,459
	-------------	----------
Profit on ordinary activities by rate of tax	289,565	181,998
Effect of expenses not deductible for tax purposes	621	853
Effect of capital allowances and depreciation	2,187	( 73,872)
Effect of revenue exempt from tax	( 48,975)	( 66,679)
Deferred tax - accelerated capital allowance	( 1,229)	97,997
Deferred tax - unused tax losses	( 3,496)	3,283
Oversea tax difference	37,501	43,516
	-------------	----------
Tax on profit	276,174	187,096
	-------------	----------

13. Dividends

Dividends paid during the year (excluding those for which a liability existed at the end of the prior year):

	2024	2023
	£	£
Dividends on equity shares	292,516	376,481
	----------	----------

Dividends proposed after the year end and not recognised as a liability:

	2024	2023
	£	£
Dividends on equity shares	175,380	81,222
	----------	---------

14. Intangible assets

Group	Goodwill
	£
Cost
At 1 January 2024 and 31 December 2024	135,412
	----------
Amortisation
At 1 January 2024	89,856
Charge for the year	15,626
	----------
At 31 December 2024	105,482
	----------
Carrying amount
At 31 December 2024	29,930
	----------
At 31 December 2023	45,556
	----------

Company	Goodwill
	£
Cost
At 1 January 2024 and 31 December 2024	73,489
	---------
Amortisation
At 1 January 2024	70,248
Charge for the year	3,241
	---------
At 31 December 2024	73,489
	---------
Carrying amount
At 31 December 2024	–
	---------
At 31 December 2023	3,241
	---------

15. Tangible assets

Group	Freehold property	Plant and machinery	Fixtures and fittings	Motor vehicles	Total
	£	£	£	£	£
Cost
At 1 January 2024	1,768,382	4,314,210	1,527,839	426,327	8,036,758
Additions	–	196,601	48,558	80,477	325,636
Disposals	–	–	–	( 14,400)	( 14,400)
Exchange rate differences	–	( 141,231)	( 64,632)	( 12,477)	( 218,340)
	-------------	-------------	-------------	----------	-------------
At 31 December 2024	1,768,382	4,369,580	1,511,765	479,927	8,129,654
	-------------	-------------	-------------	----------	-------------
Depreciation
At 1 January 2024	237,139	2,883,225	1,191,455	330,298	4,642,117
Charge for the year	23,923	199,298	123,963	49,090	396,274
Disposals	–	–	–	( 12,264)	( 12,264)
Transfers	–	( 120,072)	( 56,266)	( 10,157)	( 186,495)
	-------------	-------------	-------------	----------	-------------
At 31 December 2024	261,062	2,962,451	1,259,152	356,967	4,839,632
	-------------	-------------	-------------	----------	-------------
Carrying amount
At 31 December 2024	1,507,320	1,407,129	252,613	122,960	3,290,022
	-------------	-------------	-------------	----------	-------------
At 31 December 2023	1,531,243	1,430,985	336,384	96,029	3,394,641
	-------------	-------------	-------------	----------	-------------

Company	Plant and machinery	Fixtures and fittings	Motor vehicles	Total
	£	£	£	£
Cost
At 1 January 2024	1,451,141	385,764	205,854	2,042,759
Additions	165,764	26,632	22,784	215,180
Disposals	–	–	( 14,399)	( 14,399)
	-------------	----------	----------	-------------
At 31 December 2024	1,616,905	412,396	214,239	2,243,540
	-------------	----------	----------	-------------
Depreciation
At 1 January 2024	704,291	208,589	154,636	1,067,516
Charge for the year	106,110	62,640	28,612	197,362
Disposals	–	–	( 12,265)	( 12,265)
	-------------	----------	----------	-------------
At 31 December 2024	810,401	271,229	170,983	1,252,613
	-------------	----------	----------	-------------
Carrying amount
At 31 December 2024	806,504	141,167	43,256	990,927
	-------------	----------	----------	-------------
At 31 December 2023	746,850	177,175	51,218	975,243
	-------------	----------	----------	-------------

Obligations under hire purchase

Included within the carrying value of tangible assets are the following amounts relating to assets held under finance leases or hire purchase agreements:

Group	Plant and machinery	Fixtures and fittings	Motor vehicles	Total
	£	£	£	£
At 31 December 2024	365,938	25,606	110,247	501,791
	----------	---------	----------	----------
At 31 December 2023	91,442	28,678	9,169	129,289
	----------	---------	----------	----------

Company	Plant and machinery	Fixtures and fittings	Motor vehicles	Total
	£	£	£	£
At 31 December 2024	160,313	25,606	19,746	205,665
	----------	---------	---------	----------
At 31 December 2023	91,442	28,678	9,169	129,289
	----------	---------	---------	----------

16. Investments

Group	Interests in associates
	£
Share of net assets/cost
At 1 January 2024	327,985
Other movements	( 22,081)
	----------
At 31 December 2024	305,904
	----------
Impairment
At 1 January 2024 and 31 December 2024	4,363
	----------

Carrying amount
At 31 December 2024	301,541
	----------
At 31 December 2023	323,622
	----------

Company	Shares in group undertakings	Loans to group undertakings	Shares in participating interests	Total
	£	£	£	£
Cost
At 1 January 2024	332,669	322,000	6,650	661,319
Disposals	( 4,629)	–	–	( 4,629)
	----------	----------	-------	----------
At 31 December 2024	328,040	322,000	6,650	656,690
	----------	----------	-------	----------
Impairment
At 1 January 2024 and 31 December 2024	–	–	4,363	4,363
	----------	----------	-------	----------

Carrying amount
At 31 December 2024	328,040	322,000	2,287	652,327
	----------	----------	-------	----------
At 31 December 2023	332,669	322,000	2,287	656,956
	----------	----------	-------	----------

Subsidiaries, associates and other investments

Details of the investments in which the group and the parent company have an interest of 20% or more are as follows:

	Class of share	Percentage of shares held
Subsidiary undertakings
Fan Systems Group Ltd	Ordinary	100
Witt & Son UK Ltd	Ordinary	100
PSB UK Ltd	Ordinary	100
Witt & Son Properties Ltd	Ordinary	100
Witt Contracting GmbH	Ordinary	100
Witt & Sohn (Schweiz) AG	Ordinary	100
**Meidinger AG	Ordinary	100

Other significant holdings
FlaktComp Sweden AB	Ordinary	30
Witt India Pvt Ltd	Ordinary	50

**shares held by Witt & Sohn (Schweiz) AG

All subsidiaries are included in these consolidated financial statements.

Control of all associated companies is exercised locally.

Registered Offices:

All the UK companies - Witt House, Shelf Mills, Halifax, West Yorkshire, HX3 7BJ

Non-UK companies:

Witt Contracting GmbH - Ziegeleiweg 38, 25421 Pinneberg, Germany

Witt & Sohn (Schweiz) AG - Landstrasse 71, 4303 Kaiseraugst, Switzerland

Meidinger AG - Landstrasse 71, 4303 Kaiseraugst, Switzerland

FläktComp Sweden AB - Slöjdgatan 3, 352 46 Växjö, Sweden

Witt & Sohn India Pvt Lt - VII Floor, Block A, Q City, Gachibowli, Nanakramguda,Hyderabad - 500 046, Telangana State, India

Financial information re associated companies

§‘Equity method’	Capital & reserves	Profit/(loss) for the year
£	£	£

FlaktComp Sweden AB	290,957	203,198	93,506
**Witt India Pvt Ltd	2,501,388	2,256,566	488,046

**shares held by Witt & Sohn (Schweiz) AG. Financial information relates to year ended 31 March 2025.

§'Equity method indicates the effect of including the respective investments as if they had been accounted for using the equity method.

17. Stocks

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Raw materials	3,861,833	2,095,340	–	–
Work in progress	643,255	810,991	–	–
	-------------	-------------	----	----
	4,505,088	2,906,331	–	–
	-------------	-------------	----	----

18. Debtors

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Trade debtors	4,731,161	5,817,748	1,236	–
Amounts owed by group undertakings	–	–	1,843,049	1,500,911
Prepayments and accrued income	1,891,079	1,588,283	49,348	32,504
Corporation tax repayable	–	45,193	–	–
Other debtors	2,733,983	2,725,179	27,860	43,071
	-------------	---------------	-------------	-------------
	9,356,223	10,176,403	1,921,493	1,576,486
	-------------	---------------	-------------	-------------

Included in "Other debtors" are two long term loans, denominated in Swiss Francs, totalling £2,924,937 (2023: £2,382,360). Interest on both loans is at market rates.

19. Cash and cash equivalents

Cash and cash equivalents comprise the following:

	2024	2023
	£	£
Cash at bank and in hand	1,225,716	1,382,296
Bank overdrafts	( 198,098)	( 295,939)
	-------------	-------------
	1,027,618	1,086,357
	-------------	-------------

20. Creditors: amounts falling due within one year

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Bank loans and overdrafts	208,263	673,242	–	11,972
Trade creditors	5,429,769	4,367,788	103,212	66,664
Amounts owed to group undertakings	–	–	307,207	392,029
Accruals and deferred income	2,358,289	2,698,750	63,308	68,682
Corporation tax	119,043	49,395	8,875	9,400
Social security and other taxes	234,172	77,941	–	–
Obligations under finance leases and hire purchase contracts	95,168	66,031	55,486	29,740
Director loan accounts	505,338	682,141	43,869	41,807
Other creditors	299,777	42,113	–	–
Other creditors	246,267	546,039	163,934	157,028
	-------------	-------------	----------	----------
	9,496,086	9,203,440	745,891	777,322
	-------------	-------------	----------	----------

Group and Company

The bank overdraft is secured by a UK group debenture.

Group

Included within "Other Creditors" is a loan, from Leeds City Council, amounting to £nil (2023: £86,154), secured on the freehold property at Shelf, with an interest rate of 3.02% per annum.

21. Creditors: amounts falling due after more than one year

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Bank loans and overdrafts	6,354	17,116	–	–
Obligations under finance leases and hire purchase contracts	472,947	444,305	196,522	96,899
Director loan accounts	806,298	914,804	806,298	914,804
	-------------	-------------	-------------	-------------
	1,285,599	1,376,225	1,002,820	1,011,703
	-------------	-------------	-------------	-------------

22. Obligations under hire purchase

The total future minimum lease payments under finance leases and hire purchase contracts are as follows:

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Not later than 1 year	159,795	66,031	55,486	29,740
Later than 1 year and not later than 5 years	408,320	444,305	196,522	96,899
	----------	----------	----------	----------
	568,115	510,336	252,008	126,639
	----------	----------	----------	----------

23. Provisions

Group	Deferred tax (note 24)
	£
At 1 January 2024	275,876
Additions	1,446
Charge against provision	( 2,675)
	----------
At 31 December 2024	274,647
	----------

Company	Deferred tax (note 24)
	£
At 1 January 2024	182,749
Charge against provision	( 2,675)
	----------
At 31 December 2024	180,074
	----------

24. Deferred tax

The deferred tax included in the statement of financial position is as follows:

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Included in provisions (note 23)	274,647	275,876	180,074	182,749
	----------	----------	----------	----------

The deferred tax account consists of the tax effect of timing differences in respect of:

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Accelerated capital allowances	324,060	325,289	229,487	232,162
Unused tax losses	( 49,413)	( 49,413)	( 49,413)	( 49,413)
	----------	----------	----------	----------
	274,647	275,876	180,074	182,749
	----------	----------	----------	----------

25. Employee benefits

Defined contribution plans

The amount recognised in profit or loss as an expense in relation to defined contribution plans was £ 308,925 (2023: £ 302,088 ).

26. Called up share capital

Issued, called up and fully paid

	2024		2023
	No.	£	No.	£
Ordinary shares of £ 1 each	15,000	15,000	15,000	15,000
	---------	---------	---------	---------

27. Reserves

Called-up share capital - represents the nominal value of shares that have been issued. Share premium account - represents the amount above the nominal value received for shares sold, less transaction costs. Capital redemption reserve - represents the nominal value of shares repurchased by the company. Profit and loss account - includes all current and prior period retained profits and losses. Included in Other reserves are: Share distribution reserve - represents a Swiss required reserve. Foreign exchange translation reserve - comprising differences arising from the translation of the financial statements of the Group's foreign subsidiaries into Sterling (£). Consolidation reserve - comprising differences arising from the difference in subsidiaries share capital and the carrying amount (cost) in the parent company.

28. Analysis of changes in net debt

	At 1 Jan 2024	Cash flows	At 31 Dec 2024
	£	£	£
Cash at bank and in hand	1,382,296	(156,580)	1,225,716
Bank overdrafts	(295,939)	97,841	(198,098)
Debt due within one year	(1,125,475)	514,804	(610,671)
Debt due after one year	(1,376,225)	90,626	(1,285,599)
	-------------	----------	-------------
	( 1,415,343)	546,691	( 868,652)
	-------------	----------	-------------

29. Financial commitments

The total future minimum lease payments under non-cancellable operating leases are as follows:

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Not later than 1 year	522,180	532,951	–	–
Later than 1 year and not later than 5 years	1,715,610	139,380	–	–
	-------------	----------	----	----
	2,237,790	672,331	–	–
	-------------	----------	----	----

30. Contingencies

PSB-UK Limited may be liable for fines relating to the non-disclosure and non-payment of statutory liabilities. It is not considered possible to estimate the amount and timing of these.

WITT & SON UK HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS (continued)

YEAR ENDED 31 DECEMBER 2024

31. Directors' advances, credits and guarantees

Group Across the Group the directors loan accounts had credit balances at the year end and throughout the year. Company During the year the directors and their families had unsecured loans with the company which were in credit throughout the year. Interest was paid to them during the year at an annual rate of 6%.

32. Related party transactions

Group

Advantage has been taken of the exemption available under Paragraph 66 of Schedule 1, Companies Act 2006 not to disclosure particulars of transactions with other wholly-owned subsidiaries consolidated in these accounts. At 31 December 2024, the group owed £115,791 (2023: £111,982) and paid interest totalling £6,505 (2023: £6,505) to Wittson AG, a company whose shareholders hold 20% of Witt & Son UK Holdings Limited. Mr K C Witt & Dr H T Witt , also have a controlling interest in Witt & Sohn AG in Germany and Witt & Sohn Schweiz Immobilien AG in Switzerland. The group made sales amounting to £79,485 (2023: £97,937) to, and purchased goods amounting to £1,343,733 (2023: £986,558) from, Witt & Sohn AG in the year. At the 31 December 2024 Witt & Sohn AG owed to the group £803,073 (2023: £674,885). At 31 December 2024 Witt & Sohn Schweiz Immobilien AG owed the group £2,622,814 (2023: £2,382,360). The group received £53,214 (2023: £48,778) interest from Witt & Sohn Schweiz Immobilien AG. During the year the group made sales of £207,841(2023: £94,465) to its associated companies. At the 31 December 2024 the associated companies owed the group £11,678 (2023: £35,435).

Company

At 31 December 2024, the group owed £118,888 (2023: £111,982) and paid interest totalling £6,907 (2023: £6,505) to Wittson AG, a company whose shareholders hold 20% of Witt & Son UK Holdings Limited.