REGISTERED NUMBER: 01036288 (England and Wales)

THERMOFROST CRYO LIMITED

UNAUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

Chartered Accountants' Report

11

DIRECTORS:

A Wright

G C Burrows

V A D'Cruz

A R D'Cruz

A J M Burrows

M Hilton

M I Diker

SECRETARY:

M Hilton

REGISTERED OFFICE:

Robert Fawkes House

64 Rea Street

South Birmingham

B5 6LB

REGISTERED NUMBER:

01036288 (England and Wales)

ACCOUNTANTS:

Bessler Hendrie LLP

Chartered Accountants

Ashbourne House

The Guildway

Old Portsmouth Road

Guildford

Surrey

GU3 1LR

FIXED ASSETS

Tangible assets

4

247,188

286,920

Investments

5

4

3

247,192

286,923

CURRENT ASSETS

Stocks

2,278,177

2,167,391

Debtors

6

1,547,090

1,646,377

Cash at bank and in hand

47,653

145,826

3,872,920

3,959,594

CREDITORS

Amounts falling due within one year

7

(2,372,734

)

(2,412,592

)

NET CURRENT ASSETS

1,500,186

1,547,002

TOTAL ASSETS LESS CURRENT LIABILITIES

1,747,378

1,833,925

CREDITORS

Amounts falling due after more than one year

8

(31,667

)

(221,667

)

PROVISIONS FOR LIABILITIES

12

(26,280

)

(9,027

)

NET ASSETS

1,689,431

1,603,231

CAPITAL AND RESERVES

Called up share capital

157,709

157,709

Share premium

23,698

23,698

Capital redemption reserve

100,529

100,529

Retained earnings

1,407,495

1,321,295

SHAREHOLDERS' FUNDS

1,689,431

1,603,231

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 March 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 March 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Statement of Income and Retained Earnings has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 14 August 2025 and were signed on its behalf by:

V A D'Cruz - Director

1.	STATUTORY INFORMATION

Thermofrost Cryo 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.

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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover

Turnover represents the amounts receivable, excluding value added tax, in respect of the sale of goods, namely refrigeration and air conditioning units, to customers.

Turnover from the sale of goods is recognised when all of the following conditions are satisfied:

-

the company has transferred to the buyer the significant risks and rewards of ownership of the goods, which is upon dispatch;

-

the company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

-

the amount of revenue can be measured reliably;

-

it is probable that the economic benefits associated with the transaction will flow to the company; and

-

the costs incurred or to be incurred in respect of the transaction will flow to the company.

Tangible fixed assets

Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated provisions for impairment. Depreciation is calculated to write off the cost of fixed assets over their estimated useful lives as follows:

Fixtures, fittings and equipment - 20% or 25% reducing balance basis

Motor vehicles - 25% reducing balance basis

Computer equipment - 25% straight line basis

On disposal the difference between the net proceeds and carrying amount of the item disposed of is recognised in the statement of income and retained earnings, and included in administrative expenses.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell. Provision is made for obsolete and slow moving items, where appropriate. Cost is determined on an average cost basis.

Current tax

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

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. Forward currency forward contracts are referred to under Financial Instruments below.

Pension costs and other post-retirement benefits

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

Fixed asset investments

Investments in subsidiaries are measured at cost less impairment. Investments are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, a provision for impairment is recognised in the income statement. The provision for impairment is recognised as the difference between the assets carrying amount and the best estimate of the amount that would be if it were sold at the reporting date.

Warranty provision

An accrual is made for the estimated liability on all products which are the subject of warranty and service agreements. The amount recognised is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, based on the estimated risks and uncertainties surrounding the obligation.

Profit related bonus scheme

The company operate a profit related pay bonus scheme for employees. An expense is recognised in the profit and loss account when the Company has a legal or constructive obligation to make payments under the plans as a result of past events and a reliable estimate of the obligation can be made.

Holiday pay

The company recognises an accrual for holiday entitlement earned by employees as a result of services rendered in the current period, and which employees are entitled to carry forward and use within the subsequent financial year. The provision is measured at the salary cost payable for the period of absence including employers national insurance costs.

Financial instruments

Financial instruments are classified as basic or non-basic following the conditions in Section 11 and Section 12 of FRS 102.

Basic financial assets, including trade and other debtors and cash and bank balances are initially recognised at transaction price. Such assets are subsequently carried at amortised cost using the effective interest method.

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

Basic financial liabilities, including trade and other creditors and other loans that are classified as debt, are initially recognised at transaction price. Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers.

Derivatives are not complex financial instruments and include forward foreign exchange contracts. These are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value at each reporting date. The resulting fair value exchange gains or losses are taken into account in arriving at the operating result in cost of sales.

Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 36 (2024 - 35 ) .

4.	TANGIBLE FIXED ASSETS

Plant and

machinery

etc

£

COST

At 1 April 2024

642,407

Additions

46,517

Disposals

(27,998

)

At 31 March 2025

660,926

DEPRECIATION

At 1 April 2024

355,487

Charge for year

79,933

Eliminated on disposal

(21,682

)

At 31 March 2025

413,738

NET BOOK VALUE

At 31 March 2025

247,188

At 31 March 2024

286,920

5.	FIXED ASSET INVESTMENTS

Share in

subsidiary

undertakings

£

COST

At 1 April 2024

3

Additions

1

At 31 March 2025

4

NET BOOK VALUE

At 31 March 2025

4

At 31 March 2024

3

Subsidiary Undertakings

At 31 March 2025, the company held investments in the following dormant subsidiary companies registered in England and Wales:

Shares Held

Class

%

The Specialists Limited

Ordinary

100.00

Refrigerator Components Limited

Ordinary

100.00

TF Solutions Limited

Ordinary

100.00

The above companies were dormant in the current and prior period.

6.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade debtors

1,400,245

1,542,395

Other debtors

146,845

103,982

1,547,090

1,646,377

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Bank loans

757,351

805,628

Trade creditors

1,162,102

1,267,463

Taxation and social security

301,751

259,465

Other creditors

151,530

80,036

2,372,734

2,412,592

At 31 March 2025, the company had committed to purchasing foreign currency under forward contract arrangements at a cost of £1,050,000 (2024: £400,000). Further details are provided in the Financial Instruments note.

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2025

2024

£

£

Bank loans

31,667

221,667

Bank loans relate to a Coronavirus Business Interruption Loan, which attracts interest at a fixed rate of 2.96% p.a. over Base Rate. Repayments are made monthly and the loan is repayable in April 2026. The Secured Debts note provides further information on this loan.

9.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2025

2024

£

£

Within one year

133,000

106,552

Between one and five years

532,000

426,208

In more than five years

94,208

182,026

759,208

714,786

The above operating leases relate to commitments on commercial property.

10.	SECURED DEBTS

The company has banking and overdraft facilities with National Westminster Bank Plc and The Royal Bank of Scotland Commercial Services Limited, which are secured by way of fixed and floating charges over all assets of the company.

National Westminster Bank Plc holds a debenture over the company in respect of the Coronavirus Business Interruption Loan.

11.	FINANCIAL INSTRUMENTS

2025

2024

£

£

Carrying value of financial assets that are debt instruments measured at amortised cost

1,400,430

1,542,863

Carrying value of financial assets that are equity instruments measured at cost less impairment

4

3

(Gain)/loss on financial liabilities measured at fair value through profit or loss

2,975

(975

)

Carrying value of financial liabilities measured at amortised cost

1,957,960

2,296,028

The company has entered into foreign currency forward contracts to purchase currency at a future date to hedge against exchange risk arising from anticipated future purchases. The following foreign currency forward contracts were outstanding at the year end:

Average

contractual rate

Commitment value

Fair value

2025

2024

2025

2024

2025

2024

Rate

Rate

£

£

£

£

Purchase Euros

Less than 3 months

1.1911

1.1676

950,000

400,000

946,824

399,025

Purchase Dollars

Less than 3 months

1.2936

-

100,000

-

100,201

-

1,047,025

399,025

The contracts above have been valued using observable forward exchange rates corresponding to the maturity of the contract. At the year end, trade creditors includes the fair value of the contracts which amounts to a loss of £2,975 (2024: gain of £975) which is recognised in the profit or loss.

12.	PROVISIONS FOR LIABILITIES

2025

2024

£

£

Deferred tax

26,280

9,027

Deferred tax

£

Balance at 1 April 2024

9,027

Decelerated capital allowances

(9,810

)

Movement in short term timing

differences

30

Utilisation of tax losses

27,033

Balance at 31 March 2025

26,280

13.	CONTINGENT LIABILITIES

The company has provided cross guarantees with Rareform Limited and Greendown Limited in respect of a joint and several liability relating to the bank loan drawn by the ultimate parent company. At the year end the carrying amount of the bank loan is £508,750 (2024: £529,526).

14.	PARENT COMPANY

The following reproduces the text of the report prepared for the directors in respect of the company's annual unaudited financial statements. In accordance with the Companies Act 2006, the company is only required to file a Balance Sheet. Readers are cautioned that the Statement of Comprehensive Income and certain other primary statements and the Report of the Directors are not required to be filed with the Registrar of Companies.

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of Thermofrost Cryo Limited for the year ended 31 March 2025 which comprise the Statement of Income and Retained Earnings, Balance Sheet and the related notes from the company's accounting records and from information and explanations you have given us.

As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed within the ICAEW's regulations and guidance at http://www.icaew.com/en/membership/regulations-standards-and-guidance.

This report is made solely to the Board of Directors of Thermofrost Cryo Limited, as a body, in accordance with our terms of engagement. Our work has been undertaken solely to prepare for your approval the financial statements of Thermofrost Cryo Limited and state those matters that we have agreed to state to the Board of Directors of Thermofrost Cryo Limited, as a body, in this report in accordance with ICAEW Technical Release 07/16AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Thermofrost Cryo Limited and its Board of Directors, as a body, for our work or for this report.

It is your duty to ensure that Thermofrost Cryo Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and profit of Thermofrost Cryo Limited. You consider that Thermofrost Cryo Limited is exempt from the statutory audit requirement for the year.

We have not been instructed to carry out an audit or a review of the financial statements of Thermofrost Cryo Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.

This report should not be regarded as suitable to be used or relied on by any other party wishing to acquire any rights against Bessler Hendrie LLP for any purpose or in any context. Any party, other than the Directors, who obtain access to this report or a copy and chooses to rely on this report (or any part of it) will do so at its own risk.

Bessler Hendrie LLP

Chartered Accountants

Ashbourne House

The Guildway

Old Portsmouth Road

Guildford

Surrey

GU3 1LR

14 August 2025