REGISTERED NUMBER: 09623250 (England and Wales)

Strategic Report, Report of the Directors and

Audited Financial Statements for the Year Ended 31 December 2024

for

Ryno Ltd

Page

Strategic Report

1

Report of the Directors

3

Report of the Independent Auditors

5

Statement of Comprehensive Income

8

Statement of Financial Position

9

Statement of Changes in Equity

10

Notes to the Financial Statements

11

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

REVIEW OF BUSINESS

Review of Business

The year 2024 was one of consolidation for Ryno Ltd, with the company delivering a stable revenue performance despite challenging market conditions.

Turnover: £20.0m (2023: £20.2m) consistent with prior year, reflecting resilient demand across our product lines.

Gross Profit: £6.6m (2023: £6.6m) consistent with the prior year, supported by focused cost of sales management.

Operating Profit: £2.2m (2023: £3.3m) reduction mainly due to higher overhead expenses, due to the investment within business to prepare for future growth.

Net Assets: £8.4m (2023: £7.3m), reflecting retained earnings growth.

Although profitability fell compared to 2023, the business maintained strong revenues and gross margins, while strengthening its balance sheet. Investment in people, technology, and products during the year provides a robust platform for future growth.

Strategic Focus for the Future

Looking ahead, the company's strategy will remain focused on:

Operational Efficiency, through leveraging technology and process improvements to reduce costs and increase productivity.

Product Development, by expanding and developing our product and systems portfolio to meet our evolving customer needs.

Customer Experience, deepening relationships with clients through exceptional service, responsiveness, and technical expertise.

Sustainability, aligning with industry trends towards greener, more sustainable practices.

People and Skills, continuing to invest in staff training, development, and wellbeing to support growth and innovation.

Conclusion

Despite a decline in profitability in 2024 compared to 2023, Ryno remains financially strong. The investments made during the year strengthen our capacity to deliver long term growth. The directors remain confident in the company's ability to navigate competitive pressures and capitalise on opportunities in both domestic and international markets.

PRINCIPAL RISKS AND UNCERTAINTIES

The directors have assessed the main risk facing the company as being increased competition from other national companies. These companies are able to sell similar products to those offered by the company at competitive prices, which could lead to decreasing margins. The directors believe that the quality of our products and customer service will help mitigate these risks and hope to see satisfactory trading results in the coming year.

There is a risk of exposure to foreign exchange movements which could impact on the profit margins achieved by the company. The directors have taken advice on potential hedging strategies to mitigate this risk.

The customer base of the company is heavily linked to the construction industry and therefore the company is exposed to the same risks as this industry. The directors believe that they have mitigated this risk by implementing a strong credit control function.

ON BEHALF OF THE BOARD:

N D White - Director

25 September 2025

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

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of design, manufacture and supply of roof finishing products and external surface support systems.

DIVIDENDS

The total distribution of dividends for the year ended 31 December 2024 will be £627,407.

DIRECTORS

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

T J White

C White

A White

N D White

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

Drummond Laurie CA are deemed to be reappointed under section 487(2) of the Companies Act 2006.

ON BEHALF OF THE BOARD:

N D White - Director

25 September 2025

Opinion

We have audited the financial statements of Ryno Ltd (the 'company') for the year ended 31 December 2024 which comprise the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

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

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

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

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

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

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

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

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

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

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.

Based on our understanding of the company, we identified that the principal risks of non-compliance with laws and regulations related to fraudulent manipulation of the financial statements, including the risk of override of controls, to reduce profits and tax liabilities. We determined that the most likely method of manipulation would be the posting of inappropriate journal entries. Audit procedures performed by the audit engagement team consisted of a review of large and unusual journal entries, challenging assumptions and judgements made by management in significant accounting estimates, discussions with management related to known or suspected instances of non-compliance with laws and regulations, review of Board minutes where available, and an evaluation of management controls designed to prevent and detect irregularities.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations or through 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 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.

Craig Clinton (Senior Statutory Auditor)

for and on behalf of Drummond Laurie CA

Statutory Auditor

Unit 5

Gateway Business Park

Beancross Road

Grangemouth

FK3 8WX

29 September 2025

TURNOVER

3

19,982,154

20,205,936

Cost of sales

(13,388,357

)

(13,593,311

)

GROSS PROFIT

6,593,797

6,612,625

Administrative expenses

(4,488,221

)

(3,360,790

)

OPERATING PROFIT

5

2,105,576

3,251,835

Interest receivable and similar income

58,337

58,753

2,163,913

3,310,588

Interest payable and similar expenses

6

(6,202

)

(4,347

)

PROFIT BEFORE TAXATION

2,157,711

3,306,241

Tax on profit

7

(357,345

)

(755,464

)

PROFIT FOR THE FINANCIAL YEAR

1,800,366

2,550,777

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,800,366

2,550,777

FIXED ASSETS

Intangible assets

9

-

65,550

Tangible assets

10

975,669

925,174

975,669

990,724

CURRENT ASSETS

Stocks

11

2,753,813

2,122,303

Debtors

12

6,864,858

3,724,311

Cash at bank

693,506

4,295,184

10,312,177

10,141,798

CREDITORS

Amounts falling due within one year

13

(2,738,081

)

(3,766,813

)

NET CURRENT ASSETS

7,574,096

6,374,985

TOTAL ASSETS LESS CURRENT LIABILITIES

8,549,765

7,365,709

CREDITORS

Amounts falling due after more than one year

14

(43,990

)

(23,797

)

PROVISIONS FOR LIABILITIES

18

(82,723

)

(91,819

)

NET ASSETS

8,423,052

7,250,093

CAPITAL AND RESERVES

Called up share capital

19

50,007

50,007

Retained earnings

20

8,373,045

7,200,086

SHAREHOLDERS' FUNDS

8,423,052

7,250,093

The financial statements were approved by the Board of Directors and authorised for issue on 25 September 2025 and were signed on its behalf by:

N D White - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2023

50,007

5,854,738

5,904,745

Changes in equity

Dividends

-

(1,205,429

)

(1,205,429

)

Total comprehensive income

-

2,550,777

2,550,777

Balance at 31 December 2023

50,007

7,200,086

7,250,093

Changes in equity

Dividends

-

(627,407

)

(627,407

)

Total comprehensive income

-

1,800,366

1,800,366

Balance at 31 December 2024

50,007

8,373,045

8,423,052

1.	STATUTORY INFORMATION

Ryno Ltd is a private company, limited by shares, registered in England and Wales, registration number 09623250. The registered office is Europa House, Alfold Road, Cranleigh, Surrey, United Kingdom, GU6 8NQ.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemption 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.

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 100% group members.

Turnover

Turnover represents net invoiced sales of goods and services in respect of design, manufacture and supply of roof finishing products and external surface support systems, excluding value added tax. Sales are recognised at the point at which the goods are delivered or the service is complete.

Goodwill

The positive goodwill acquired in 2017 is being amortised over its useful life of 7.5 years. Negative goodwill is written off in the year of acquisition.

Tangible fixed assets and depreciation

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

Freehold property

-

2% on cost

Short leasehold

-

15% on cost

Plant and machinery

-

25% on cost

Fixtures and fittings

-

25% on cost

Motor vehicles

-

25% on reducing balance

Computer equipment

-

33% on cost

Tangible fixed assets are stated at cost less depreciation. Cost represent purchase price together with any incidental costs of acquisition.

The directors have considered the residual value of all tangible fixed assets to be immaterial and therefore all tangible fixed assets are depreciated to nil value.

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. Cost is represented by purchase price.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, 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

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Provisions

Provisions are recognised when the company has a legal or constructive obligation as a result of a past event, it is probable that an outflow of resources will be required to settle the obligation, and the amount has been reliably estimated. Provisions are not recognised for future operating losses. Provisions are discounted where the time value of money is material.

Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is

determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small.

Cash and cash equivalents

Cash and cash equivalents include cash at bank and in hand and highly liquid interest-bearing securities with maturities of three months or less. In the cash-flow statement, cash and cash equivalents are shown net of bank overdrafts, which are included as current borrowings in liabilities on the balance sheet.

3.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

31.12.24

31.12.23

£

£

United Kingdom

19,668,399

19,840,641

Europe

63,497

107,796

Rest of the world

250,258

257,499

19,982,154

20,205,936

4.	EMPLOYEES AND DIRECTORS

31.12.24

31.12.23

£

£

Wages and salaries

2,396,504

1,578,195

Social security costs

286,259

156,426

Other pension costs

19,492

17,264

2,702,255

1,751,885

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

31.12.24

31.12.23

Employees

48

45

31.12.24

31.12.23

£

£

Directors' remuneration

271,656

22,464

Information regarding the highest paid director for the year ended 31 December 2024 is as follows:

31.12.24

£

Emoluments etc

140,004

5.	OPERATING PROFIT

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

31.12.24

31.12.23

£

£

Depreciation - owned assets

167,970

136,550

Depreciation - assets on hire purchase contracts

19,946

32,078

Profit on disposal of fixed assets

(22,926

)

(80

)

Goodwill amortisation

65,550

87,400

Auditors' remuneration

13,250

12,500

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

31.12.24

31.12.23

£

£

Hire purchase

6,202

4,347

7.

TAXATION

Analysis of the tax charge

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

31.12.24

31.12.23

£

£

Current tax:

UK corporation tax

567,839

840,793

Under/over provision

(201,398

)

(97,487

)

Total current tax

366,441

743,306

Deferred tax

(9,096

)

12,158

Tax on profit

357,345

755,464

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

31.12.24

31.12.23

£

£

Profit before tax

2,157,711

3,306,241

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2023 - 23.520%)

539,428

777,628

Effects of:

Expenses not deductible for tax purposes

13,711

53,294

Depreciation in excess of capital allowances

14,700

10,231

Adjustments to tax charge in respect of previous periods

(201,398

)

(97,847

)

Deferred tax movement

(9,096

)

12,158

Total tax charge

357,345

755,464

8.

DIVIDENDS

31.12.24

31.12.23

£

£

Ordinary, Ordinary A-G shares of 1.00 each

Final

627,407

1,205,429

9.	INTANGIBLE FIXED ASSETS

Goodwill

£

COST

At 1 January 2024

and 31 December 2024

655,500

AMORTISATION

At 1 January 2024

589,950

Amortisation for year

65,550

At 31 December 2024

655,500

NET BOOK VALUE

At 31 December 2024

-

At 31 December 2023

65,550

10.	TANGIBLE FIXED ASSETS

Freehold

Short

Plant and

property

leasehold

machinery

£

£

£

COST

At 1 January 2024

233,212

412,962

483,812

Additions

-

53,445

70,480

Disposals

-

-

(45,955

)

At 31 December 2024

233,212

466,407

508,337

DEPRECIATION

At 1 January 2024

-

40,459

268,346

Charge for year

-

25,573

111,430

Eliminated on disposal

-

-

(21,743

)

At 31 December 2024

-

66,032

358,033

NET BOOK VALUE

At 31 December 2024

233,212

400,375

150,304

At 31 December 2023

233,212

372,503

215,466

Fixtures

and

Motor

Computer

fittings

vehicles

equipment

Totals

£

£

£

£

COST

At 1 January 2024

65,342

57,450

86,488

1,339,266

Additions

14,222

58,950

65,526

262,623

Disposals

-

-

-

(45,955

)

At 31 December 2024

79,564

116,400

152,014

1,555,934

DEPRECIATION

At 1 January 2024

42,451

4,788

58,048

414,092

Charge for year

13,928

18,367

18,618

187,916

Eliminated on disposal

-

-

-

(21,743

)

At 31 December 2024

56,379

23,155

76,666

580,265

NET BOOK VALUE

At 31 December 2024

23,185

93,245

75,348

975,669

At 31 December 2023

22,891

52,662

28,440

925,174

Included in cost of land and buildings is freehold land of £ 145,320 (2023 - £ 145,320 ) which is not depreciated.

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:

Plant and

Motor

machinery

vehicles

Totals

£

£

£

COST

At 1 January 2024

36,250

57,450

93,700

Additions

-

58,950

58,950

Transfer to ownership

(36,250

)

-

(36,250

)

At 31 December 2024

-

116,400

116,400

DEPRECIATION

At 1 January 2024

26,492

4,788

31,280

Charge for year

1,579

18,367

19,946

Transfer to ownership

(28,071

)

-

(28,071

)

At 31 December 2024

-

23,155

23,155

NET BOOK VALUE

At 31 December 2024

-

93,245

93,245

At 31 December 2023

9,758

52,662

62,420