REGISTERED NUMBER: 01721203 (England and Wales)

Safeguard Europe Limited

Strategic Report, Report of the Directors and

Audited Financial Statements for the Year Ended 31 December 2024

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Income Statement

10

Other Comprehensive Income

11

Balance Sheet

12

Statement of Changes in Equity

13

Cash Flow Statement

14

Notes to the Cash Flow Statement

15

Notes to the Financial Statements

16

DIRECTORS:

Mr D J C Lambert

Mr H J Lambert

Mr R D Lambert

Dr E A Rirsch

REGISTERED OFFICE:

Unit 2

Redkiln Close

Redkiln Way

Horsham

West Sussex

RH13 5QL

REGISTERED NUMBER:

01721203 (England and Wales)

AUDITORS:

Swindells LLP

Chartered Accountants

and Statutory Auditor

Atlantic House

8 Bell Lane

Bellbrook Industrial Estate

Uckfield

East Sussex

TN22 1QL

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

STRATEGY AND BUSINESS MODEL

The company's principal activity is the manufacture and distribution of specialist damp-proofing and waterproofing products to trade contractors and retail customers.

The company's strategy is to continue to grow brand awareness, extend its portfolio of products through the development of innovative buildings preservation solutions, and provide professional support to trade contractors.

REVIEW OF BUSINESS

The company has continued to strengthen its position within the industry, delivering steady growth during the year. Investment in production capacity, efficiency improvements, and ongoing commitment to quality have supported increased output and broadened our customer base. Despite a competitive market environment, the business has maintained solid performance and remains well placed to pursue further opportunities for sustainable growth in the year ahead.

The balance sheet net assets continue to grow year on year with net assets increasing to £11,594,929 (2023: £9,068,036)

FINANCIAL KPIs

2024

2023

Turnover

£24,974,509

£18,971,449

Gross profit margin

30.9%

35.61%

Operating profit margin

13.45%

17.69%

PRINCIPAL RISKS AND UNCERTAINTIES

The directors have identified the following principal risks and uncertainties affecting the company:

MARKET RISK

The business is affected by the general economy in the UK and the level of consumer spending. Demand for buildings preservation products could be influenced by a number of factors including housing supply, uncertainty for the construction industry including pricing, employment levels and other factors that determine consumers disposable income. Management continues to focus on customer service, efficiency, and product quality to maintain competitiveness.

OPERATIONAL RISK

The company's performance depends on maintaining efficient production processes, consistent product quality, and continuity of operations. Disruption through equipment failure, workforce issues or health and safety incidents could impact performance. Preventative maintenance, staff training, and established procedures are in place to manage these risks.

COMMODITY PRICING RISK

The company is to some degree exposed to raw material price changes depending on global supply and demand. The company seeks to mitigate this risk by maintaining relationships with a range of suppliers and monitoring market conditions closely.

CREDIT RISK

The company makes use of a credit rating agency and takes out independent references before offering credit to prospective customers, and undertakes regular credit checks on larger customers.

Credit limits are set for each customer which is monitored by the finance team and the directors. There is minimal concentration of credit risks with the risk spread across a large number of customers.

LIQUIDITY RISK

The company's business plans are supported by detailed cash flow forecasts to monitor and manage cash requirements.

ON BEHALF OF THE BOARD:

Mr H J Lambert - Director

30 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 damp-proofing and waterproofing specialists.

DIVIDENDS

Throughout the year interim dividends totalling £109,350 were paid in relation to Ordinary A £1 shares (2023 - £113,100). The directors recommend that no final dividend be paid on these shares.

Throughout the year interim dividends totalling £114,000 were paid in relation to Ordinary B £1 shares (2023 - £112,395). The directors recommend that no final dividend be paid on these shares.

The total distribution of dividends for the year ended 31 December 2024 was £223,350 (2023: £225,495).

DIRECTORS

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

Mr D J C Lambert

Mr H J Lambert

Mr R D Lambert

Dr E A Rirsch

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). 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.

ON BEHALF OF THE BOARD:

Mr H J Lambert - Director

30 September 2025

Opinion

We have audited the financial statements of Safeguard Europe Limited (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, 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 four, 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. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

-

the company's internal controls have been discussed with management and understood prior to our audit testing. Internal controls have been tested through walkthrough testing, to assess whether controls are adequate, whether they are being followed, and whether irregularities and fraud are prevented.

-

deficiencies in internal controls have been highlighted and explained to management, along with recommendations as to how deficiencies can be improved and the risk of irregularity and fraud occurrence minimised.

-

representations have been provided by management that there were no identified cases of fraud or instances of non-compliance during or since the accounting period.

-

substantive testing has been carried out to test the validity of transactions, with entries in the accounting system vouched to corresponding third party documentation and evidence of appropriate authorisation.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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.

Robert Willison FCCA (Senior Statutory Auditor)

for and on behalf of Swindells LLP

Chartered Accountants

and Statutory Auditor

Atlantic House

8 Bell Lane

Bellbrook Industrial Estate

Uckfield

East Sussex

TN22 1QL

30 September 2025

TURNOVER

24,974,509

18,971,449

Cost of sales

17,249,892

12,216,474

GROSS PROFIT

7,724,617

6,754,975

Sales and marketing costs

2,613,218

1,767,087

Administrative expenses

1,764,708

1,635,290

4,377,926

3,402,377

3,346,691

3,352,598

Other operating income

13,040

3,648

OPERATING PROFIT

5

3,359,731

3,356,246

Interest receivable and similar income

112,354

2,946

PROFIT BEFORE TAXATION

3,472,085

3,359,192

Tax on profit

6

721,842

810,405

PROFIT FOR THE FINANCIAL YEAR

2,750,243

2,548,787

PROFIT FOR THE YEAR

2,750,243

2,548,787

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

2,750,243

2,548,787

FIXED ASSETS

Intangible assets

8

154

282

Tangible assets

9

651,586

549,298

Investments

10

17,986

17,986

669,726

567,566

CURRENT ASSETS

Stocks

11

2,744,601

1,909,868

Debtors

12

9,280,003

6,453,214

Cash at bank and in hand

1,036,959

2,564,439

13,061,563

10,927,521

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

13

2,003,981

2,319,322

NET CURRENT ASSETS

11,057,582

8,608,199

TOTAL ASSETS LESS CURRENT LIABILITIES

11,727,308

9,175,765

PROVISIONS FOR LIABILITIES

15

132,379

107,729

NET ASSETS

11,594,929

9,068,036

CAPITAL AND RESERVES

Called up share capital

16

3,000

3,000

Capital redemption reserve

17

2,000

2,000

Retained earnings

17

11,589,929

9,063,036

SHAREHOLDERS' FUNDS

11,594,929

9,068,036

The financial statements were approved by the Board of Directors and authorised for issue on 30 September 2025 and were signed on its behalf by:

Mr H J Lambert - Director

Called up

Capital

share

Retained

redemption

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 January 2023

3,000

6,739,744

2,000

6,744,744

Changes in equity

Dividends

-

(225,495

)

-

(225,495

)

Total comprehensive income

-

2,548,787

-

2,548,787

Balance at 31 December 2023

3,000

9,063,036

2,000

9,068,036

Changes in equity

Dividends

-

(223,350

)

-

(223,350

)

Total comprehensive income

-

2,750,243

-

2,750,243

Balance at 31 December 2024

3,000

11,589,929

2,000

11,594,929

Cash flows from operating activities

Cash generated from operations

1

(457,831

)

1,904,394

Tax paid

(565,806

)

(155,139

)

Net cash from operating activities

(1,023,637

)

1,749,255

Cash flows from investing activities

Purchase of tangible fixed assets

(389,097

)

(279,884

)

Sale of tangible fixed assets

-

1,150

Interest received

112,354

2,946

Net cash from investing activities

(276,743

)

(275,788

)

Cash flows from financing activities

Amount withdrawn by directors

(3,750

)

-

Equity dividends paid

(223,350

)

(225,495

)

Net cash from financing activities

(227,100

)

(225,495

)

(Decrease)/increase in cash and cash equivalents

(1,527,480

)

1,247,972

Cash and cash equivalents at beginning of year

2

2,564,439

1,316,467

Cash and cash equivalents at end of year

2

1,036,959

2,564,439

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

2024

2023

£

£

Profit before taxation

3,472,085

3,359,192

Depreciation charges

286,937

234,253

Loss on disposal of fixed assets

-

250

Finance income

(112,354

)

(2,946

)

3,646,668

3,590,749

Increase in stocks

(834,733

)

(412,511

)

Increase in trade and other debtors

(2,823,039

)

(1,925,867

)

(Decrease)/increase in trade and other creditors

(446,727

)

652,023

Cash generated from operations

(457,831

)

1,904,394

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

1,036,959

2,564,439

Year ended 31 December 2023

31.12.23

1.1.23

£

£

Cash and cash equivalents

2,564,439

1,316,467

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.24

Cash flow

At 31.12.24

£

£

£

Net cash

Cash at bank and in hand

2,564,439

(1,527,480

)

1,036,959

2,564,439

(1,527,480

)

1,036,959

Total

2,564,439

(1,527,480

)

1,036,959

1.	STATUTORY INFORMATION

Safeguard Europe Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

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

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.

Preparation of consolidated financial statements

The financial statements contain information about Safeguard Europe Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, Safeguard Holdings Limited, Unit 2 Redkiln Close, Redkiln Way, Horsham, West Sussex, United Kingdom, RH13 5QL.

Related party exemption

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

Turnover

Turnover represents revenue, net of VAT, from commercial transactions under which the company supplies customers the goods that it is in business to provide and it is recognised when it obtains, through performance under contract, the right to consideration for those goods.

Trademarks

Trademarks are valued at cost less accumulated amortisation. Amortisation is calculated to write off the cost in equal annual instalments over their estimated useful lives of 10, 5 and 3 years. Amortisation commences on assets at the point in which they are brought to market.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Short leasehold

-

over the term of the lease

Plant and machinery

-

25% on cost

Fixtures and fittings

-

33% on cost

Investments in subsidiaries

Investments in subsidiary undertakings are initially recognised at cost and subsequently measured at cost less any accumulated impairment losses. Investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit and loss.

Stocks

Stocks are valued at the lower of cost and net realisable value. The majority of stock held relates to direct materials used in production but finished goods are also held for distribution. Stock levels are reviewed on a monthly basis and allowances are included when required for obsolete and slow moving items.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet 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.

Research and development

Expenditure on research and development is written off in the year in which it is incurred.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet 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

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The company contributes to 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.

Government grants

Government grants in respect of capital expenditure are credited to a deferred income account and released to profit over the expected useful lives of the relevant assets in equal annual instalments.

Grants of a revenue nature are credited to income so as to match them with the expenditure to which they relate.

3.	EMPLOYEES AND DIRECTORS

2024

2023

£

£

Wages and salaries

2,768,113

2,243,710

Social security costs

263,752

202,526

Other pension costs

107,256

101,643

3,139,121

2,547,879

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

2024

2023

Employees

63

51

Directors

4

4

67

55

4.	DIRECTORS' EMOLUMENTS

2024

2023

£

£

Directors' remuneration

137,374

139,972

Directors' pension contributions to money purchase schemes

13,678

19,099

5.	OPERATING PROFIT

The operating profit is stated after charging:

2024

2023

£

£

Hire of plant and machinery

12,822

5,716

Other operating leases

117,794

150,638

Depreciation - owned assets

286,809

233,996

Loss on disposal of fixed assets

-

250

Trademarks amortisation

128

257

Auditors' remuneration

18,325

16,950

Auditors' remuneration for non audit work

11,350

6,633

Foreign exchange differences

1,702

31,883

6.

TAXATION

Analysis of the tax charge

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

2024

2023

£

£

Current tax:

UK corporation tax

767,442

774,166

(Over)/under provision in previous year

(70,250

)

-

Total current tax

697,192

774,166

Deferred tax

24,650

36,239

Tax on profit

721,842

810,405

7.

DIVIDENDS

2024

2023

£

£

Ordinary A shares of £1 each

Interim

109,350

113,100

Ordinary B shares of £1 each

Interim

114,000

112,395

223,350

225,495

8.	INTANGIBLE FIXED ASSETS

Trademarks

£

COST

At 1 January 2024

and 31 December 2024

54,816

AMORTISATION

At 1 January 2024

54,534

Amortisation for year

128

At 31 December 2024

54,662

NET BOOK VALUE

At 31 December 2024

154

At 31 December 2023

282

9.	TANGIBLE FIXED ASSETS

Fixtures

Short

Plant and

and

leasehold

machinery

fittings

Totals

£

£

£

£

COST

At 1 January 2024

341,026

1,176,806

307,385

1,825,217

Additions

20,693

270,011

98,393

389,097

At 31 December 2024

361,719

1,446,817

405,778

2,214,314

DEPRECIATION

At 1 January 2024

227,144

826,405

222,370

1,275,919

Charge for year

14,985

212,013

59,811

286,809

At 31 December 2024

242,129

1,038,418

282,181

1,562,728

NET BOOK VALUE

At 31 December 2024

119,590

408,399

123,597

651,586

At 31 December 2023

113,882

350,401

85,015

549,298