REGISTERED NUMBER: 00217422 (England and Wales)

STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 APRIL 2025

FOR

POWER TORQUE ENGINEERING LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Statement of Comprehensive Income

9

Balance Sheet

10

Statement of Changes in Equity

11

Cash Flow Statement

12

Notes to the Cash Flow Statement

13

Notes to the Financial Statements

14

DIRECTORS:

P. Varney

A. Varney

J. Townley

N. Haycock

H. Varney

Dr M. Varney

REGISTERED OFFICE:

27 Herald Way

Binley Industrial Estate

Coventry

West Midlands

CV3 2RQ

REGISTERED NUMBER:

00217422 (England and Wales)

AUDITORS:

Dafferns Audit Limited

Chartered Accountants

Statutory Auditor

One Eastwood

Harry Weston Road

Binley Business Park

Coventry

CV3 2UB

The directors present their strategic report for the year ended 30 April 2025.

We are presenting a balanced and comprehensive review of the performance of our business during the year and its position at the year end. The review is consistent with the size and nature of our business taking into account the risks and uncertainties that we face.

REVIEW OF BUSINESS

The year to April 2025 has been a challenging year for the business; predominantly due to problems within the supply chain. Our major supplier, Ford Motor Company, closed its UK parts distribution warehouse on 1 August following the discovery of asbestos. This closure severely impacted the supply of Ford components for 5 months. This was also followed by supply issues with a particular model of engine from Stellantis which seriously impacted our ability to supply the volumes required by our customers.

These two issues, coupled with a sell-off of a large quantity of obsolete engines are the primary drivers behind the worse than expected result for the year.

PRINCIPAL RISKS AND UNCERTAINTIES

The company is still experiencing some ongoing concerns over the supply of some engine models and some other products. There is also some disruption as a result of the US tariff situation which has changed a few times and continues to be shrouded in uncertainty. We continue to closely monitor these issues and take actions to mitigate supply issues where possible.

Availability of internal combustion engines continues to be a challenge as the change to electric motive power by the major automotive manufacturers continues apace. The company is feeding off the 'All Time Buy' stocks of certain engines purchased in the last financial year, whilst alternative options are developed.

KEY PERFORMANCE INDICATORS

Turnover has remained broadly consistent compared to the previous year, whilst the company gross profit margin has reduced to 19% (2024: 23%).

BALANCE SHEET AND FUNDING

The company's balance sheet remains strong with a healthy working capital position.

FUTURE DEVELOPMENTS

The company continues to seek out & establish relationships with new suppliers to keep the product portfolio fresh & relevant.

During the year a new distribution contract was signed with Moteurs Baudouin, a Sino-French manufacturer of large diesel engines suitable for marine, industrial and power generation applications. In addition, negotiations are ongoing with other providers of engines and powertrain.

Electric powertrain is yet to really take off, but we do have established relationships with two key suppliers in readiness for activities in this area. The company is also in discussions regarding Hydrogen internal combustion engines with several suppliers and potential customers.

OUTLOOK

The outlook for the next financial year looks encouraging. Forward orders are healthy and tracking close to budget with an indication that the budget should be achieved or bettered slightly by the end of the financial year.

The directors continue to monitor the performance of suppliers, competitors and the ongoing environment closely to ensure the company is well placed to maintain current customer relationships and to capitalise on any new opportunities.

ON BEHALF OF THE BOARD:

N. Haycock - Director

1 October 2025

The directors present their report with the financial statements of the company for the year ended 30 April 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the distribution and modification of engines as well as the supplying of parts for original equipment.

DIVIDENDS

The total distribution of dividends for the year ended 30 April 2025 will be £ 10,000 .

FUTURE DEVELOPMENTS

Future developments have been detailed in the strategic report in accordance with s414C(11) CA 2006.

DIRECTORS

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

P. Varney

A. Varney

J. Townley

N. Haycock

H. Varney

Dr M. Varney

Other changes in directors holding office are as follows:

D. Varney - resigned 9 September 2024

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:

N. Haycock - Director

1 October 2025

Opinion

We have audited the financial statements of Power Torque Engineering Limited (the 'company') for the year ended 30 April 2025 which comprise the Statement of 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 30 April 2025 and of its loss 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.

- Enquiry of management and those charged with governance around actual and potential litigation and claims;

- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;

- Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.

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.

Geoffrey Cox BA FCA (Senior Statutory Auditor)

for and on behalf of Dafferns Audit Limited

Chartered Accountants

Statutory Auditor

One Eastwood

Harry Weston Road

Binley Business Park

Coventry

CV3 2UB

1 October 2025

TURNOVER

3

10,630,495

10,576,214

Cost of sales

8,640,634

8,173,474

GROSS PROFIT

1,989,861

2,402,740

Distribution costs

192,373

158,988

Administrative expenses

2,082,432

2,149,529

2,274,805

2,308,517

(284,944

)

94,223

Other operating income

120

1,475

OPERATING (LOSS)/PROFIT

5

(284,824

)

95,698

Exceptional costs

6

-

95,384

(284,824

)

314

Interest receivable and similar income

55,344

56,016

(LOSS)/PROFIT BEFORE TAXATION

(229,480

)

56,330

Tax on (loss)/profit

7

(43,404

)

20,404

(LOSS)/PROFIT FOR THE FINANCIAL YEAR

(186,076

)

35,926

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(186,076

)

35,926

FIXED ASSETS

Tangible assets

9

662,602

684,252

CURRENT ASSETS

Stocks

10

2,293,145

2,719,693

Debtors

11

1,772,706

1,609,086

Cash at bank and in hand

2,142,308

3,332,435

6,208,159

7,661,214

CREDITORS

Amounts falling due within one year

12

1,291,057

1,343,686

NET CURRENT ASSETS

4,917,102

6,317,528

TOTAL ASSETS LESS CURRENT LIABILITIES

5,579,704

7,001,780

PROVISIONS FOR LIABILITIES

14

39,000

65,000

NET ASSETS

5,540,704

6,936,780

CAPITAL AND RESERVES

Called up share capital

15

66,667

83,333

Capital redemption reserve

16

33,333

16,667

Retained earnings

16

5,440,704

6,836,780

SHAREHOLDERS' FUNDS

5,540,704

6,936,780

The financial statements were approved by the Board of Directors and authorised for issue on 1 October 2025 and were signed on its behalf by:

N. Haycock - Director

Called up

Capital

share

Retained

redemption

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 May 2023

83,333

6,875,854

16,667

6,975,854

Changes in equity

Dividends

-

(75,000

)

-

(75,000

)

Total comprehensive income

-

35,926

-

35,926

Balance at 30 April 2024

83,333

6,836,780

16,667

6,936,780

Changes in equity

Purchase of own shares

(16,666

)

(1,200,000

)

16,666

(1,200,000

)

Dividends

-

(10,000

)

-

(10,000

)

Total comprehensive income

-

(186,076

)

-

(186,076

)

Balance at 30 April 2025

66,667

5,440,704

33,333

5,540,704

Cash flows from operating activities

Cash generated from operations

1

82,366

642,002

Tax paid

(17,404

)

(41,108

)

Net cash from operating activities

64,962

600,894

Cash flows from investing activities

Purchase of tangible fixed assets

(168,650

)

(134,837

)

Sale of tangible fixed assets

68,217

71,399

Interest received

55,344

55,755

Net cash from investing activities

(45,089

)

(7,683

)

Cash flows from financing activities

Purchase of own shares

(1,200,000

)

-

Equity dividends paid

(10,000

)

(75,000

)

Net cash from financing activities

(1,210,000

)

(75,000

)

(Decrease)/increase in cash and cash equivalents

(1,190,127

)

518,211

Cash and cash equivalents at beginning of year

2

3,332,435

2,814,224

Cash and cash equivalents at end of year

2

2,142,308

3,332,435

1.	RECONCILIATION OF (LOSS)/PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2025

2024

£

£

(Loss)/profit before taxation

(229,480

)

56,330

Depreciation charges

105,346

104,188

Loss/(profit) on disposal of fixed assets

16,737

(45,034

)

Finance income

(55,344

)

(56,016

)

(162,741

)

59,468

Decrease/(increase) in stocks

426,548

(386,625

)

(Increase)/decrease in trade and other debtors

(146,216

)

1,216,290

Decrease in trade and other creditors

(35,225

)

(247,131

)

Cash generated from operations

82,366

642,002

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 30 April 2025

30.4.25

1.5.24

£

£

Cash and cash equivalents

2,142,308

3,332,435

Year ended 30 April 2024

30.4.24

1.5.23

£

£

Cash and cash equivalents

3,332,435

2,814,224

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.5.24

Cash flow

At 30.4.25

£

£

£

Net cash

Cash at bank and in hand

3,332,435

(1,190,127

)

2,142,308

3,332,435

(1,190,127

)

2,142,308

Total

3,332,435

(1,190,127

)

2,142,308

1.	STATUTORY INFORMATION

Power Torque Engineering 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 and functional currency of the company 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.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer, typically on dispatch of the goods.

Tangible fixed assets

Tangible fixed assets are recognised at cost and subsequently measured under the historical cost model being cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes any direct expenditure incurred to bring the asset to its current location and condition necessary for the asset to work as intended by management.

Repairs and maintenance costs are charged to the Statement of Comprehensive Income in the period in which they are incurred.

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

Freehold property

- 2% on cost

Plant & machinery

- 10% on cost

Fixtures & fittings

- 10% on cost

Motor vehicles

- 20% on cost

Computer equipment

- 25% on cost

Any gains and losses on the disposal of tangible fixed assets are recognised in the Statement of Comprehensive Income in the year that the disposal takes place.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. The cost of finished goods available for distribution includes all costs in bringing the product to its current location and condition. The cost of modified goods incudes materials, direct labour and an attributable proportion of manufacturing overheads based on normal levels of activity. Stocks are maintained on a first in, first out basis.

As stocks are sold, the carrying amount of those stocks is recognised as an expense in the year in which the related revenue is recognised.

At each reporting date, stocks are assessed for impairment and due allowances are made for obsolete and slow-moving items to reduce the carrying amount of these goods to their estimated selling price less costs to complete and sell. The amount of any write-down is recognised as an expense in the year that the write-down occurs. The reversal of any previous write-down is recognised as a reduction in the amount of stock expensed in the year that the reversal occurs.

Financial instruments

Basic financial instruments in debtors and creditors with no stated interest rate, and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the Statement of Comprehensive Income in other administrative expenses.

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 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

Research and development expenditure is recognised as an expense in the Statement of Comprehensive Income when 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.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme for its employees. The assets of the scheme are held separately from those of the company in an independently administered fund. The company has no further obligations once contributions have been paid.

Contributions to the defined contribution scheme are charged to the Statement of Comprehensive Income as incurred.

3.

TURNOVER

The turnover and loss (2024 - profit) before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

2025

2024

£

£

United Kingdom

9,295,584

8,853,645

Europe

793,491

946,885

Rest of the world

541,420

775,684

10,630,495

10,576,214

4.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

1,204,442

1,295,633

Social security costs

109,962

115,698

Other pension costs

71,756

77,824

1,386,160

1,489,155

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

Directors & management

12

12

Warehouse & production

13

14

Sales & administration

10

11

35

37

2025

2024

£

£

Directors' remuneration

334,906

364,291

Directors' pension contributions to money purchase schemes

31,032

32,826

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

2

2

Information regarding the highest paid director is as follows:

2025

2024

£

£

Emoluments etc

115,170

114,678

Pension contributions to money purchase schemes

17,874

17,874

Key management are considered to be the directors of the company and their compensation paid or payable is shown above.

5.	OPERATING (LOSS)/PROFIT

The operating loss (2024 - operating profit) is stated after charging/(crediting):

2025

2024

£

£

Depreciation - owned assets

105,346

104,188

Loss/(profit) on disposal of fixed assets

16,737

(45,034

)

Auditors' remuneration

13,000

12,500

Operating lease rentals- plant and machinery

16,202

14,017

6.	EXCEPTIONAL ITEMS

2025

2024

£

£

Exceptional costs

-

(95,384

)

In the prior year, the costs reflect the company's liability in the settlement of a claim.

7.

TAXATION

Analysis of the tax (credit)/charge

The tax (credit)/charge on the loss for the year was as follows:

2025

2024

£

£

Current tax:

UK corporation tax

(17,404

)

17,404

Deferred tax:

Accelerated capital allowances

(6,000

)

4,000

Other timing differences

1,000

(1,000

)

Tax losses

(21,000

)

-

Total deferred tax

(26,000

)

3,000

Tax on (loss)/profit

(43,404

)

20,404

Reconciliation of total tax (credit)/charge included in profit and loss

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

2025

2024

£

£

(Loss)/profit before tax

(229,480

)

56,330

(Loss)/profit multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 21.803%)

(57,370

)

12,282

Effects of:

Expenses not deductible for tax purposes

10,695

8,157

Rate difference on loss carry back

2,552

-

Deferred tax rate and rounding differences

719

(35

)

Total tax (credit)/charge

(43,404

)

20,404

The company has tax losses carried forward of approximately £85,337 (2024: £nil) that are available for offset against future taxable profits.

8.

DIVIDENDS

2025

2024

£

£

Ordinary A shares of £1 each

Interim

2,500

30,000

Ordinary B shares of £1 each

Interim

7,500

45,000

10,000

75,000