QA Flooring Solutions Holdings Limited Group accounts (Group and Company)

COMPANY REGISTRATION NUMBER: 14612692

QA Flooring Solutions Holdings Limited

Financial Statements

31 December 2024

QA Flooring Solutions Holdings Limited

Financial Statements

Year ended 31 December 2024

Contents	Page

Strategic report	1

Director's report	3

Independent auditor's report to the members	5

Consolidated statement of comprehensive income	10

Consolidated statement of financial position	11

Company statement of financial position	12

Consolidated statement of changes in equity	13

Company statement of changes in equity	14

Consolidated statement of cash flows	15

Notes to the financial statements	16

QA Flooring Solutions Holdings Limited

Strategic Report

Year ended 31 December 2024

PRINCIPAL ACTIVITY The principal activity of the business is the manufacture and distribution of flooring and related products to the Flooring industry.

FAIR REVIEW OF THE COMPANY'S BUSINESS The company has successfully established itself in the Flooring industry and become a respected name in the industry. Review of the year and key performance measures The trading environment continues to be challenging, affected by a reduction in consumer discretionary spending, turnover fell by 5% year on year.

	2024	2023
	£	£
£'000
Turnover	19,124	20,129

Gross Profit	6,944	7,105
Gross Profit %	36	35
Operating Profit	878	1,195

The gross profit percentage was strong (2024:36%, 2023 35%) aided by improved margins following the expansion of the product range. Overheads were subject to inflationary pressure in the period which was ameliorated, in the main, through increased property related other income. Overall operating profit reduced from £1,195k (2023) to £878k (2024). The business distributes its products throughout the UK and Europe. Stock Through 2024 logistical challenges affecting global shipping re-emerged leading to a decision to increase buffer stock levels, to maintain customer service, giving rise to an increased stock holding at the year end.

FUTURE DEVELOPMENTS The business recognises the current challenging worldwide economic conditions and the background of uncertainty that continues to prevail. The business plans to continue to invest in our employees and further our product plans to ensure we can take advantage of the opportunities that will arise through this difficult period.

FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES The main financial assets of the business are trade debtors, stock, and cash. Stock represents a large financial asset to the business. Due to the risks involved in carrying a large stock holding, there are stringent stock control and counting procedures in place to protect against losses. The business continues to manage the stock holding through balancing stock chain constraints against the target of fully servicing customer purchase requirements. The company has strict credit control policies and procedures, to maintain strong cash flow and limit the risk of bad debts. All larger debtors are regularly checked for creditworthiness using credit rating agencies. Risk management processes include the evaluation of diverse scenarios and modelling of outcomes utilised to aid business decision making. As part of its on-going risk strategy the business assesses conditions such as a potential recession, as part of its key budget and strategic planning process.

POLICY ON THE PAYMENT OF CREDITORS It is the company's policy to respect the terms of payment agreed with each supplier. The company does not follow standard terms as each supplier is negotiated with on an individual basis.

EMPLOYEES Employee engagement is a vital element in the day-to-day activities within the business and is seen as key to the success of the business. Regular meetings take place to ensure effective communication which drives empowerment and business results. Business performance updates and new initiatives are briefed, on a monthly basis, in a forum involving all employees. Product and other training initiatives are on-going within the business to ensure up to date knowledge of the company's range and associated benefits alongside more general employee skill development.

BUSINESS RELATIONSHIPS The Company recognises the importance of working closely with both suppliers and customers to ensure the relevance of its product ranges and to innovate for the benefit of customers. Supplier relationships are often long-term with the businesses working closely with them to develop best in class products.

THE ENVIRONMENT The Company is committed to reducing its environmental footprint, through consideration of environmental concerns and impacts in decision making. Initiatives include the on-going development of eco-friendly products and operations. Key focus areas include waste reduction and recycling to promote efficiency within the overall business operation.

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

Mr Q P F Clayson
Director

Registered office:

Unit 2 Hurricane Court

Hurricane Drive

Speke

Liverpool

L24 8RL

QA Flooring Solutions Holdings Limited

Director's Report

Year ended 31 December 2024

The director presents his report and the financial statements of the group for the year ended 31 December 2024 .

Director

The director who served the company during the year was as follows:

Mr Q P F Clayson

Dividends

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

Future developments

The future developments of the company have been discussed within the Strategic Report.

Financial instruments

The financial instruments relating to the company have been discussed within the Strategic Report.

Disclosure of information in the strategic report

The group has chosen, in accordance with section 414C(11) of the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013, to set out in the group's Strategic Report, the information required by schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008. This includes information that would have been included in the business review, future developments, financial instruments and the principal risks and uncertainties within the Directors' Report.

Director's responsibilities statement

The director is responsible for preparing the strategic report, director's report and the financial statements in accordance with applicable law and regulations. Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is 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 director is 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. He is 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.

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

Mr Q P F Clayson
Director

Registered office:

Unit 2 Hurricane Court

Hurricane Drive

Speke

Liverpool

L24 8RL

QA Flooring Solutions Holdings Limited

Independent Auditor's Report to the Members of QA Flooring Solutions Holdings Limited

Year ended 31 December 2024

Opinion

We have audited the financial statements of QA Flooring Solutions 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 director's 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 director 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 director is 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 director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- the strategic report and the director's 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 director's 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 director's remuneration specified by law are not made; or - we have not received all the information and explanations we require for our audit.

Responsibilities of the director

As explained more fully in the director's responsibilities statement, the director is 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 director determines 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 director is 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 director either intends to liquidate the group or the parent company or to cease operations, or has 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 applicable laws and regulations; - we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the sector; - 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 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; and - 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; - assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and - 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; - reading the minutes of meetings of those charged with governance; - enquiring of management as to actual and potential litigation and claims; and - reviewing correspondence with HMRC, relevant regulators and the company’s legal advisors. 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. As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also: - Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. - Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the group's internal control. - Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the director. - Conclude on the appropriateness of the director's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group's or the parent company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the group or the parent company to cease to continue as a going concern. - Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. - Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. 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.

Rachel Palombella FCA

(Senior Statutory Auditor)

For and on behalf of

AGP

Chartered accountants & statutory auditor

Sycamore House

Sutton Quays Business Park

Sutton Weaver

Runcorn

Cheshire

WA7 3EH

26 September 2025

QA Flooring Solutions Holdings Limited

Consolidated Statement of Comprehensive Income

Year ended 31 December 2024

		2024	2023
Note		£	£
Turnover	4	19,123,658	20,129,138

Cost of sales	12,179,897	13,023,767
	-------------	-------------
Gross profit	6,943,761	7,105,371

Distribution costs		1,554,107	1,515,281
Administrative expenses		4,744,122	4,503,975
Other operating income	5	232,064	108,628
		------------	------------
Operating profit	6	877,596	1,194,743

Other interest receivable and similar income	10	130,507	29,805
Interest payable and similar expenses	11	7,764	33,804
		------------	------------
Profit before taxation		1,000,339	1,190,744

Tax on profit	12	253,261	288,518
		------------	------------
Profit for the financial year		747,078	902,226
		------------	------------

Other comprehensive income movement	( 60)	–
	---------	---------
Total comprehensive income for the year	747,018	902,226
	---------	---------

All the activities of the group are from continuing operations.

QA Flooring Solutions Holdings Limited

Consolidated Statement of Financial Position

31 December 2024

	2024	2023
Note	£	£

Fixed assets

Intangible assets	14	1,123	7,603
Tangible assets	15	1,473,530	1,024,559
		------------	------------
		1,474,653	1,032,162

Current assets

Stocks	17	4,014,762	3,088,973
Debtors	18	2,902,722	2,262,544
Cash at bank and in hand		4,182,109	5,719,035
		-------------	-------------
		11,099,593	11,070,552

Creditors: amounts falling due within one year	19	2,139,609	2,288,133
		-------------	-------------
Net current assets		8,959,984	8,782,419
		-------------	------------
Total assets less current liabilities		10,434,637	9,814,581

Creditors: amounts falling due after more than one year	20	9,481	15,355

Provisions	22	132,295	35,725
		-------------	------------
Net assets		10,292,861	9,763,501
		-------------	------------

Capital and reserves

Called up share capital	25	1,801,112	1,801,172
Capital redemption reserve	26	60	–
Profit and loss account	26	8,491,689	7,962,329
		-------------	------------
Shareholders funds		10,292,861	9,763,501
		-------------	------------

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:

Mr Q P F Clayson
Director

Company registration number: 14612692

QA Flooring Solutions Holdings Limited

Company Statement of Financial Position

31 December 2024

	2024	2023
Note	£	£

Fixed assets

Investments	16	1,801,112	1,801,172

Current assets

Debtors	18	235,719	72,452
Cash at bank and in hand		829,935	945,825
		------------	------------
		1,065,654	1,018,277

Creditors: amounts falling due within one year	19	64,068	21,282
		------------	------------
Net current assets		1,001,586	996,995
		------------	------------
Total assets less current liabilities		2,802,698	2,798,167
		------------	------------
Net assets		2,802,698	2,798,167
		------------	------------

Capital and reserves

Called up share capital	25	1,801,112	1,801,172
Profit and loss account	26	1,001,586	996,995
		------------	------------
Shareholders funds		2,802,698	2,798,167
		------------	------------

The profit for the financial year of the parent company was £ 222,309 (2023: £ 1,011,669 ).

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:

Mr Q P F Clayson
Director

Company registration number: 14612692

QA Flooring Solutions Holdings Limited

Consolidated Statement of Changes in Equity

Year ended 31 December 2024

			Called up share capital	Capital redemption reserve	Profit and loss account	Total
			£	£	£	£
At 1 January 2023			1,801,112	–	7,222,191	9,023,303

Profit for the year					902,226	902,226
Other comprehensive income for the year:
			------------	----	------------	------------
Total comprehensive income for the year			–	–	902,226	902,226

Issue of shares			60	–	–	60
Dividends paid and payable		13	–	–	( 162,088)	( 162,088)
			------------	----	------------	------------
Total investments by and distributions to owners			60	–	( 162,088)	( 162,028)

At 31 December 2023			1,801,172	–	7,962,329	9,763,501

Profit for the year					747,078	747,078
Other comprehensive income for the year:
	Other comprehensive income movement		( 60)	–	–	( 60)
			------------	----	------------	------------
Total comprehensive income for the year			( 60)	–	747,078	747,018

Dividends paid and payable		13	–	–	( 217,718)	( 217,718)
Cancellation of subscribed capital			–	60	–	60
			----	----	---------	---------
Total investments by and distributions to owners			–	60	( 217,718)	( 217,658)

			------------	----	------------	-------------
At 31 December 2024			1,801,112	60	8,491,689	10,292,861
			------------	----	------------	-------------

QA Flooring Solutions 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			–	–	–

Profit for the year				1,011,669	1,011,669
			----	------------	------------
Total comprehensive income for the year			–	1,011,669	1,011,669

Issue of shares			1,801,172	–	1,801,172
Dividends paid and payable		13	–	( 14,674)	( 14,674)
			------------	------------	------------
Total investments by and distributions to owners			1,801,172	( 14,674)	1,786,498

At 31 December 2023			1,801,172	996,995	2,798,167

Profit for the year				222,309	222,309
Other comprehensive income for the year:
	Other comprehensive income movement		( 60)	–	( 60)
			------------	------------	------------
Total comprehensive income for the year			( 60)	222,309	222,249

Dividends paid and payable		13	–	( 217,718)	( 217,718)
			----	---------	---------
Total investments by and distributions to owners			–	( 217,718)	( 217,718)

			------------	------------	------------
At 31 December 2024			1,801,112	1,001,586	2,802,698
			------------	------------	------------

QA Flooring Solutions Holdings Limited

Consolidated Statement of Cash Flows

Year ended 31 December 2024

	2024	2023
	£	£

Cash flows from operating activities

Profit for the financial year	747,078	902,226

Adjustments for:
Depreciation of tangible assets	228,771	310,545
Amortisation of intangible assets	6,480	10,157
Other interest receivable and similar income	( 130,507)	( 29,805)
Interest payable and similar expenses	7,764	33,804
Gains on disposal of tangible assets	( 13,013)	( 84,144)
Tax on profit	253,261	288,518
Accrued expenses/(income)	75,422	( 84,391)

Changes in:
Stocks	( 925,789)	1,506,421
Trade and other debtors	( 640,178)	567,035
Trade and other creditors	( 68,538)	( 398,341)
	---------	------------
Cash generated from operations	( 459,249)	3,022,025

Interest paid	( 7,764)	( 33,804)
Interest received	130,507	29,805
Tax paid	( 267,650)	( 284,436)
	---------	------------
Net cash (used in)/from operating activities	( 604,156)	2,733,590
	---------	------------

Cash flows from investing activities

Purchase of tangible assets	( 686,230)	( 185,585)
Proceeds from sale of tangible assets	21,501	88,431
Purchase of intangible assets	–	( 8,159)
	---------	------------
Net cash used in investing activities	( 664,729)	( 105,313)
	---------	------------

Cash flows from financing activities

Proceeds from issue of ordinary shares	–	60
Proceeds from borrowings	( 39,973)	( 831,081)
Payments of finance lease liabilities	( 10,350)	( 36,327)
Dividends paid	( 217,718)	( 162,088)
	---------	------------
Net cash used in financing activities	( 268,041)	( 1,029,436)
	---------	------------

Net (decrease)/increase in cash and cash equivalents	( 1,536,926)	1,598,841
Cash and cash equivalents at beginning of year	5,719,035	4,120,194
	------------	------------
Cash and cash equivalents at end of year	4,182,109	5,719,035
	------------	------------

QA Flooring Solutions 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 Unit 2 Hurricane Court, Hurricane Drive, Speke, Liverpool, L24 8RL.

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

These financial statements have been prepared in accordance with applicable United Kingdom accounting standards, including Financial Reporting Standard 102 - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' ('FRS 102'), and with the Companies Act 2006. The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss. The financial statements are prepared in sterling (£), which is the functional currency of the entity.

Disclosure exemptions

The parent company satisfies the criteria of being a qualifying entity as defined in FRS 102. As such, advantage has been taken of the following reduced disclosures available under FRS 102:

(a) Disclosures in respect of each class of share capital have not been presented.

(b) No cash flow statement has been presented for the company.

(c) Disclosures in respect of financial instruments have not been presented.

(d) No disclosure has been given for the aggregate remuneration of key management personnel.

Consolidation

The financial statements consolidate the financial statements of QA Flooring Solutions Holdings Limited and all of its subsidiary undertakings.

The results of subsidiaries acquired or disposed of during the year are included from or to the date that control passes.

The parent company has applied the exemption contained in section 408 of the Companies Act 2006 and has not presented its individual profit and loss account.

Judgements and key sources of estimation uncertainty

The 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.

Revenue recognition

Turnover is measured at the fair value of the consideration received or receivable for goods supplied and services rendered, net of discounts and Value Added Tax. Revenue from the sale of goods is recognised when the significant risks and rewards of ownership have transferred to the buyer (usually on despatch of the goods); the amount of revenue can be measured reliably; it is probable that the associated economic benefits will flow to the entity; and the costs incurred or to be incurred in respect of the transactions can be measured reliably.

Income tax

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.

Operating leases

Lease payments are recognised as an expense over the lease term on a straight-line basis, unless lease payments are structured to increase in line with expected general inflation, in which case the company recognises annual rent expense equal to amounts owed to the lessor. 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.

Intangible assets

Intangible assets are initially recorded at cost, and are subsequently stated at cost less any accumulated amortisation and impairment losses. Any intangible assets carried at revalued amounts, are recorded at the fair value at the date of revaluation, as determined by reference to an active market, less any subsequent accumulated amortisation and subsequent accumulated impairment losses. Intangible assets acquired as part of a business combination are only recognised separately from goodwill when they arise from contractual or other legal rights, are separable, the expected future economic benefits are probable and the cost or value can be measured reliably.

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 years straight line
Website	-	2 years 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. Any tangible assets carried at revalued amounts are recorded at the fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. An increase in the carrying amount of an asset as a result of a revaluation, is recognised in other comprehensive income and accumulated in equity, except to the extent it reverses a revaluation decrease of the same asset previously recognised in profit or loss. A decrease in the carrying amount of an asset as a result of revaluation, is recognised in other comprehensive income to the extent of any previously recognised revaluation increase accumulated in equity in respect of that asset. Where a revaluation decrease exceeds the accumulated revaluation gains accumulated in equity in respect of that asset, the excess shall be recognised in profit or loss.

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:

Short leasehold property	-	over the length of the lease
Plant and machinery	-	over the useful economic life ranging from 3 to 7 years
Fixtures, fittings and equipment	-	over the useful economic life ranging from 2 to 10 years
Motor vehicles	-	2 to 4 years straight line

No depreciation has been charged on the long leasehold property. The remaining term of the lease at the year end was 935 years and the useful economic life is expected to be extensive. Residual value at the end of its useful life is not expected to be materially different to cost therefore depreciation is not material.

Investments

Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.

Listed investments are measured at fair value with changes in fair value being recognised in profit or loss.

Investments in associates

Investments in associates are accounted for using the equity method of accounting, whereby the investment is initially recognised at the transaction price and subsequently adjusted to reflect the group's share of the profit or loss, other comprehensive income and equity of the associate.

Investments in joint ventures

Investments in joint ventures are accounted for using the equity method of accounting, whereby the investment is initially recognised at the transaction price and subsequently adjusted to reflect the group's share of the profit or loss, other comprehensive income and equity of the joint venture.

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. For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that largely independent of the cash inflows from other assets or groups of assets. For impairment testing of goodwill, the goodwill acquired in a business combination is, from the acquisition date, allocated to each of the cash-generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the company are assigned to those units.

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 company only has basic financial instruments and has chosen not to designate financial instruments as at fair value through the profit and loss. Therefore, no disclosures required. A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument. Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Debt instruments are subsequently measured at amortised cost. Where investments in non-convertible preference shares and non-puttable ordinary shares or preference shares are publicly traded or their fair value can otherwise be measured reliably, the investment is subsequently measured at fair value with changes in fair value recognised in profit or loss. All other such investments are subsequently measured at cost less impairment. Other financial instruments, including derivatives, are initially recognised at fair value, unless payment for an asset is deferred beyond normal business terms or financed at a rate of interest that is not a market rate, in which case the asset is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Other financial instruments are subsequently measured at fair value, with any changes recognised in profit or loss, with the exception of hedging instruments in a designated hedging relationship (see hedge accounting policy). Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately. For all equity instruments regardless of significance, and other financial assets that are individually significant, these are assessed individually for impairment. Other financial assets are either assessed individually or grouped on the basis of similar credit risk characteristics. Any reversals of impairment are recognised in profit or loss immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised.

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. When contributions are not expected to be settled wholly within 12 months of the end of the reporting date in which the employees render the related service, the liability is measured on a discounted present value basis. The unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

4. Turnover

Turnover arises from:

	2024	2023
	£	£
Sale of goods	19,123,658	20,129,138
	-------------	-------------

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	18,352,282	19,322,564
Overseas	771,376	806,574
	-------------	-------------
	19,123,658	20,129,138
	-------------	-------------

5. Other operating income

	2024	2023
	£	£
Rental income	231,337	106,594
Other operating income	727	2,034
	---------	---------
	232,064	108,628
	---------	---------

6. Operating loss

Operating profit or loss is stated after charging/crediting:

	2024	2023
	£	£
Amortisation of intangible assets	6,480	10,157
Depreciation of tangible assets	228,771	310,545
Gains on disposal of tangible assets	( 13,013)	( 84,144)
Impairment of trade debtors	28,441	13,182
Foreign exchange differences	( 62,969)	( 10,010)
	---------	---------

7. Auditor's remuneration

	2024	2023
	£	£
Fees payable for the audit of the financial statements	12,900	11,900
	--------	--------

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

Other non-audit services	4,132	7,074
	--------	--------

8. Staff costs

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

	2024	2023
	No.	No.
Number of management staff	7	7
Number of sales staff	18	16
Number of administrative staff	10	16
	----	----
	35	39
	----	----

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

	2024	2023
	£	£
Wages and salaries	2,084,429	2,074,909
Other pension costs	18,142	17,196
	------------	------------
	2,102,571	2,092,105
	------------	------------

9. Director's remuneration

The director's aggregate remuneration in respect of qualifying services was:

	2024	2023
	£	£
Remuneration	51,612	53,390
	--------	--------

10. Other interest receivable and similar income

	2024	2023
	£	£
Interest on cash and cash equivalents	130,507	29,805
	---------	--------

11. Interest payable and similar expenses

	2024	2023
	£	£
Interest on banks loans and overdrafts	–	23,860
Interest on obligations under finance leases and hire purchase contracts	7,764	9,944
	-------	--------
	7,764	33,804
	-------	--------

12. Tax on profit

Major components of tax expense

	2024	2023
	£	£

Current tax:

UK current tax expense	156,691	307,021

Deferred tax:

Origination and reversal of timing differences	96,570	( 18,503)
	---------	---------
Tax on profit	253,261	288,518
	---------	---------

Reconciliation of tax expense

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

	2024	2023
	£	£
Profit on ordinary activities before taxation	1,000,339	1,190,744
	------------	------------
Profit on ordinary activities by rate of tax	250,085	297,686
Effect of expenses not deductible for tax purposes	3,176	9,929
Effect of different UK tax rates on some earnings	–	(19,312)
Unused tax losses	–	751
Other tax adjustment	–	( 536)
	------------	------------
Tax on profit	253,261	288,518
	------------	------------

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	217,718	162,088
	---------	---------

14. Intangible assets

Group	Goodwill	Website	Total
	£	£	£
Cost
At 1 January 2024 and 31 December 2024	1,834,870	22,559	1,857,429
	------------	--------	------------
Amortisation
At 1 January 2024	1,834,869	14,957	1,849,826
Charge for the year	–	6,480	6,480
	------------	--------	------------
At 31 December 2024	1,834,869	21,437	1,856,306
	------------	--------	------------
Carrying amount
At 31 December 2024	1	1,122	1,123
	------------	--------	------------
At 31 December 2023	1	7,602	7,603
	------------	--------	------------

The company has no intangible assets.

15. Tangible assets

Group	Long leasehold property	Short leasehold property	Plant and machinery	Fixtures, fittings and equipment	Motor vehicles	Total
	£	£	£	£	£	£
Cost
At 1 Jan 2024	612,508	76,779	143,212	879,001	427,297	2,138,797
Additions	–	8,181	452,760	22,113	203,176	686,230
Disposals	–	–	–	( 45,656)	( 39,901)	( 85,557)
	---------	--------	---------	---------	---------	------------
At 31 Dec 2024	612,508	84,960	595,972	855,458	590,572	2,739,470
	---------	--------	---------	---------	---------	------------
Depreciation
At 1 Jan 2024	–	16,659	118,784	708,660	270,135	1,114,238
Charge for the year	–	10,682	10,333	114,418	93,338	228,771
Disposals	–	–	–	( 45,656)	( 31,413)	( 77,069)
	---------	--------	---------	---------	---------	------------
At 31 Dec 2024	–	27,341	129,117	777,422	332,060	1,265,940
	---------	--------	---------	---------	---------	------------
Carrying amount
At 31 Dec 2024	612,508	57,619	466,855	78,036	258,512	1,473,530
	---------	--------	---------	---------	---------	------------
At 31 Dec 2023	612,508	60,120	24,428	170,341	157,162	1,024,559
	---------	--------	---------	---------	---------	------------

The company has no tangible assets.

Finance leases and hire purchase contracts

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

Group	Motor vehicles
	£
At 31 December 2024	122,247
	---------
At 31 December 2023	116,052
	---------

16. Investments

The group has no investments.

Company	Shares in group undertakings
	£
Cost
At 1 January 2024	1,801,172
Other movements	( 60)
	------------
At 31 December 2024	1,801,112
	------------
Impairment
At 1 January 2024 and 31 December 2024	–
	------------

Carrying amount
At 31 December 2024	1,801,112
	------------
At 31 December 2023	1,801,172
	------------

Subsidiaries, associates and other investments

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

	Class of share	Percentage of shares held
Subsidiary undertakings
QA Flooring Solutions Limited	Ordinary	100

17. Stocks

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Finished goods and goods for resale	4,014,762	3,088,973	–	–
	------------	------------	----	----

An impairment loss of £16,548 (2023: £34,164) has been recognised in cost of sales against stock during the year due to slow-moving and obsolete stock. The value of stock recognised in cost of sales amounted to £12,179,897 (2023: £13,023,772).

18. Debtors

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Trade debtors	1,931,371	1,864,427	–	–
Prepayments and accrued income	324,305	108,558	–	–
Other debtors	647,046	289,559	235,719	72,452
	------------	------------	---------	--------
	2,902,722	2,262,544	235,719	72,452
	------------	------------	---------	--------

An impairment loss relating to bad debts of £27,495 (2023: £14,418) was recognised against trade debtors .

19. Creditors: amounts falling due within one year

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Trade creditors	915,718	955,833	–	–
Accruals and deferred income	360,995	285,573	6,000	3,000
Corporation tax	214,344	325,303	58,068	18,282
Social security and other taxes	516,865	494,940	–	–
Obligations under finance leases and hire purchase contracts	43,307	47,783	–	–
Director loan accounts	823	40,796	–	–
Other creditors	86,842	137,210	–	–
GAYE	715	695	–	–
	------------	------------	--------	--------
	2,139,609	2,288,133	64,068	21,282
	------------	------------	--------	--------

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

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Obligations under finance leases and hire purchase contracts	9,481	15,355	–	–
	-------	--------	----	----

21. Finance leases and hire purchase contracts

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	43,307	47,783	–	–
Later than 1 year and not later than 5 years	9,481	15,355	–	–
	--------	--------	----	----
	52,788	63,138	–	–
	--------	--------	----	----

Certain motor vehicles are held under finance lease arrangements. Finance lease liabilities are secured by the related asset held under finance leases. The lease agreements generally include fixed lease payments and a purchase option at the end of the lease term.

22. Provisions

Group	Deferred tax (note 23)
	£
At 1 January 2024	35,725
Additions	96,570
	---------
At 31 December 2024	132,295
	---------

The company does not have any provisions.

23. 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 22)	132,295	35,725	–	–
	---------	--------	----	----

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

	Group		Company
	2024	2023	2024	2023
	£	£	£	£
Accelerated capital allowances	132,295	35,725	–	–
	---------	--------	----	----

24. Employee benefits

Defined contribution plans

The amount recognised in profit or loss as an expense in relation to defined contribution plans was £ 18,142 (2023: £ 17,196 ).

At the balance sheet date, there was an amount of £4,012 (2023: £3,250) due to be paid to the fund. This is included within other creditors.

25. Called up share capital

Issued, called up and fully paid

	2024		2023
	No.	£	No.	£
Ordinary shares of £ 1 each	1,801,112	1,801,112	1,801,112	1,801,112
A1, A2, A3, B1, B2 & B3 shares of £1 each	–	–	60	60
	------------	------------	------------	------------
	1,801,112	1,801,112	1,801,172	1,801,172
	------------	------------	------------	------------

All ordinary shares carry one vote per share full rights to dividends entitlement to capital on the winding up of the company. No redemption date.

26. Reserves

The reserves on the balance sheet include the following: Called up share capital - this represents the nominal value of shares that have been issued. Profit and loss account - this records retained earnings.

27. Analysis of changes in net debt

	At 1 Jan 2024	Cash flows	At 31 Dec 2024
	£	£	£
Cash at bank and in hand	5,719,035	(1,536,926)	4,182,109
Debt due within one year	(88,579)	44,449	(44,130)
Debt due after one year	(15,355)	5,874	(9,481)
	------------	------------	------------
	5,615,101	( 1,486,603)	4,128,498
	------------	------------	------------

28. Operating leases

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	572,428	555,628	–	–
Later than 1 year and not later than 5 years	2,565,530	2,326,445	–	–
Later than 5 years	1,642,954	2,255,899	–	–
	------------	------------	----	----
	4,780,912	5,137,972	–	–
	------------	------------	----	----

The lease payments recognised as an expense during the year amounted to £562,515 (2023: £539,207).

29. Charges on assets

There is a legal charge over the leasehold property, namely 2 Hurricane Drive, Speke, Liverpool, L24 8RL, held by National Westminster Bank Plc.

30. Director's advances, credits and guarantees

During the year the director entered into the following advances and credits with the company and its subsidiary undertakings:

	2024
	Balance brought forward	Advances/ (credits) to the director	Amounts repaid	Balance outstanding
	£	£	£	£
Mr Q P F Clayson	( 40,796)	( 108,859)	148,832	( 823)
	--------	---------	---------	----

	2023
	Balance brought forward	Advances/ (credits) to the director	Amounts repaid	Balance outstanding
	£	£	£	£
Mr Q P F Clayson	( 205,210)	( 81,044)	245,458	( 40,796)
	---------	--------	---------	--------

The directors' loans are unsecured, interest fee and repayable on demand.

QA Flooring Solutions Holdings Limited

Notes to the Financial Statements (continued)

Year ended 31 December 2024

31. Related party transactions

Group

During the year the company entered into transactions with The Onlinefloorshop Ltd (formerly The Brighter Mattress Co Ltd), an entity jointly controlled by Mr Q P F Clayson and Mr A Clayson. The nature of the transactions included loans provided to the company by QA Flooring Solutions Limited and also the settlement of liabilities on behalf of each entity. These transactions amounted to £519 (2023: £48) leaving an amount owed to QA Flooring Solutions Limited of £129,053 (2023: £128,534). During the year, the directors within the group received dividends from group companies amounting to £217,718 (2023: £162,088) in aggregate.

32. Controlling party

The ultimate controlling parties are considered to be Mr Q P F Clayson , Mrs Y M Clayson, Mr A Clayson and Mrs L Clayson due to their majority shareholdings in the parent company.