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Registered number: 00575005 JAMES WALKER MOORFLEX LIMITED ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
JAMES WALKER MOORFLEX LIMITED CONTENTS
| Page
Strategic Report | 1 - 2
Directors' Report | 3 - 4
Independent Auditors' Report | 5 - 8
Statement of Comprehensive Income | 9
Statement of Financial Position | 10
Statement of Changes in Equity | 11
Notes to the Financial Statements | 12 - 27
JAMES WALKER MOORFLEX LIMITED STRATEGIC REPORT FOR THE YEAR ENDED 31 MARCH 2025
Business review
The financial year 2024/25 was the final stage of a three year period of planned change. Moorflex (“the Company”) acquired the load indicating fasteners business of James Walker Rotabolt Limited through a hive across in May 2024. During the financial year, this business was fully incorporated this product line into the management and reporting structure of Moorflex, including transferring all data into the Enterprise Resource Planning system (ERP). The Bingley site now operates as the Manufacturing Business Unit (MBU) for Metals & Bolting within the James Walker Strategic Business Unit (SBU), with a mix of direct sales and indirect sales. This hybrid model ensures our customers receive the best experience for those who can be served by the local James Walker sales units. The business is now focused on critical bolting and metallic sealing applications including design capability. Product led strategies are being developed to service both existing energy and critical bolting customers, whilst also looking to diversify into other industries. Towards the end of the financial year a number of key projects were launched to make use of James Walker’s full capabilities, which are expected to deliver additional volume in 2025/26. Sales in the year were £8.9m, a 27.0% increase on FY24 (£7.0m) with bolting sales representing £1.9m. From a global perspective the major product lines performed similarly the previous year albeit the Subsea Tree awards were down by 4% (FY24 289 vs FY25 279). As expected, material prices softened over the year however strong competition meant margins continued to be squeezed. As a manufacturer of exotic materials with high quality requirements operating in critical applications, our commitment to quality remains a steadfast focus, our customers recognise this requirement and continue to support this UK manufacturing operation.
Financial key performance indicators
The following key performance indicators are measured and reviewed on a regular basis and enable the business to set and communicate its performance targets and monitor its performance against these targets: Revenue growth - annual growth rate of revenue: +27.0% (2024: -23.5%). Operating margin - operating profit as a percentage of revenue: -23.4% loss (2024: -24.2% loss). Average working capital levels - trade and other receivables less trade and other payables as a percentage of revenue: 41.9% (2024: 42.9%). Shareholders' funds: £1,902,000 (2024: £726,000). Capital expenditure: £178,000 (2024: £106,000). Page 1
JAMES WALKER MOORFLEX LIMITED STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2025
Principal risks and uncertainties
Impact of US tariffs New, elevated US tariffs were announced on 2 April 2025, creating significant global economic uncertainty and raising the risk of recessionary consequences. We anticipate a relatively limited direct impact from these tariffs and any reciprocal measures. Our exports to and imports from the USA are relatively modest. We anticipate passing on tariff costs to customers, wherever possible. Geopolitical instability We are seeing increased geopolitical instability which may impact supply chains, customer demand or wider operations. The diversified geography and industry of our business is helpful. Input costs Some of the Company’s input costs, including labour and associated UK social taxes, continue to increase. We aim to mitigate this through operational efficiencies, cost saving initiatives and passing residual cost increases on to customers. Climate change A warming, changing climate presents both medium and long-term risks and opportunities for the Company. The transition towards net zero carbon, including policies to encourage decarbonisation, will, in future, require us to provide additional support and products to customers as they shift away from fossil fuel-based supply chain. Customers’ environmental expectations of their supply chains are expected to become more demanding. The Company is responding to the UN SDGs and is developing projects to reduce our carbon intensity through better energy management, more efficient equipment and continue to benefit from solar PV. Cyber-attack Like many businesses we perceive an increased general threat of cyber-attack. If the Company were to lose critical information or critical systems availability the business would be impacted or could suffer reputational damage. We protect our IT systems from cyber-attack through educating colleagues, process design and utilisation of technology. Considerable focus has been given to this area in recent years. We continue to make investments to enhance our security and holds Cyber Essentials Plus accreditation. Credit Credit risk is managed by monitoring payment performance of counterparties and applying appropriate levels of credit to limit the Company’s exposure. Business interruption The Company is exposed to business interruption risk, and has in place a business continuity plan which is reviewed regularly. This report was approved by the Board of Directors on and signed on its behalf.
................................................ P L Bristow Director
Date: 10 July 2025
Page 2
JAMES WALKER MOORFLEX LIMITED DIRECTORS' REPORT FOR THE YEAR ENDED 31 MARCH 2025 The directors present their report and the financial statements for the year ended 31 March 2025.
Directors' responsibilities statement
The directors are responsible for preparing the Strategic Report, the Directors' Report 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, the Directors are required to: ∙select suitable accounting policies for the Company's financial statements 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 to 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.
Results and dividends
The loss for the year, after taxation, amounted to £1,813,000 (2024 - loss £2,029,000). The directors do not recommend the payment of a dividend (2024: £nil).
Directors
The directors who served during the year were:
D Neeb
M Brook (resigned 5 January 2025)
M Tullett
P L Bristow
Future prospects
The Directors are confident that the that the Company can continue as a going concern. The Board feels that the Company is in a sound financial position to maximise any opportunities throughout the year as it actively seeks to expand through organic growth.
Research and development activities
To ensure that the Company keeps pace with the demanding changes in industry, its engineers and technologists have placed emphasis upon the need for research and development into materials and products. Page 3
JAMES WALKER MOORFLEX LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2025
Disclosure of information to auditors
Each of the persons who are Directors at the time when this Directors' Report is approved has confirmed that: ∙so far as the Director is aware, there is no relevant audit information of which the Company's auditors are unaware, and ∙the Director has taken all the steps that ought to have been taken as a Director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
Auditors
On 18 November 2024, the Company’s auditors changed their name from Haysmacintyre LLP to HaysMac LLP. Pursuant to Section 487 of the Companies Act 2006, the auditor will be deemed to be reappointed and HaysMac LLP will therefore continue in office. This report was approved by the board and signed on its behalf.
................................................ P L Bristow Director
Date: 10 July 2025
Page 4
JAMES WALKER MOORFLEX LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JAMES WALKER MOORFLEX LIMITED
Opinion
We have audited the financial statements of James Walker Moorflex Limited (the 'Company') for the year ended 31 March 2025, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity 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 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 March 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 United Kingdom, including the Financial Reporting Council'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. Page 5
JAMES WALKER MOORFLEX LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JAMES WALKER MOORFLEX LIMITED (CONTINUED)
Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The Directors are responsible for the other information contained within the Annual Report. 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. 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 course of 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.
Opinion 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and ∙the Strategic Report and the Directors' 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 Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' 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, 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 Directors' Responsibilities Statement set out on page 3, 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 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 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. Page 6
JAMES WALKER MOORFLEX LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JAMES WALKER MOORFLEX LIMITED (CONTINUED)
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 an Auditors' 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: Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud. Based on our understanding of the Company and industry, we identified that the principal risks of non-compliance with laws and regulations related to regulatory requirements for manufacturing businesses such as health and safety and trade regulations, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006, income tax, payroll tax and sales tax. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to revenue and management bias in accounting estimates. Audit procedures performed by the engagement team included: • Inspecting correspondence with regulators and tax authorities; • Discussion with management including consideration of known or suspected instances of non-compliance with laws and regulations and fraud; • Evaluating management's controls designed to prevent and detect irregularities; • Identifying and testing journals, in particular journal entries posted with unusual account combinations, postings by unusual users or with unusual descriptions; and • Challenging assumptions and judgements made by management in their critical accounting estimates. 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 Auditors' Report. Page 7
JAMES WALKER MOORFLEX LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JAMES WALKER MOORFLEX LIMITED (CONTINUED)
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 Auditors' 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. Christopher Cork (Senior Statutory Auditor) for and on behalf of HaysMac LLP Statutory Auditors 10 Queen Street Place London EC4R 1AG 10 July 2025 Page 8
JAMES WALKER MOORFLEX LIMITED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 MARCH 2025
| 2025 | 2024
Note | £000 | £000
Turnover | 3 | 8,897 | 7,006
Change in stocks of finished goods and work in progress |  | 214 | 348
Other operating income | 4 | 231 | 189
Raw materials and consumables |  | (4,669) | (4,169)
Other external charges |  | (2,420) | (1,785)
Staff costs | 7 | (4,205) | (3,166)
Depreciation and amortisation |  | (132) | (117)
Operating loss | 5 | (2,084) | (1,694)
Interest payable and similar expenses | 9 | (351) | (335)
Loss before tax |  | (2,435) | (2,029)
Tax on loss | 10 | 622 | -
Loss for the financial year |  | (1,813) | (2,029)
The notes on pages 12 to 27 form part of these financial statements.
Page 9
JAMES WALKER MOORFLEX LIMITED REGISTERED NUMBER: 00575005 STATEMENT OF FINANCIAL POSITION AS AT 31 MARCH 2025
|  | 2025 |  | 2024
Note |  | £000 |  | £000
Fixed assets |  |  |  |  |
Tangible assets | 12 |  | 1,024 |  | 990
|  |  | 1,024 |  | 990
Current assets |  |  |  |  |
Stocks | 14 | 2,846 |  | 2,619 |
Debtors: amounts falling due within one year | 15 | 3,129 |  | 2,290 |
Cash at bank and in hand | 16 | 9 |  | 180 |
|  | 5,984 |  | 5,089 |
Creditors: amounts falling due within one year | 17 | (5,066) |  | (5,321) |
Net current assets/(liabilities) |  |  | 918 |  | (232)
Total assets less current liabilities |  |  | 1,942 |  | 758
Creditors: amounts falling due after more than one year | 18 |  | (10) |  | (2)
Provisions for liabilities |  |  |  |  |
Deferred tax | 19 | (30) |  | (30) |
|  |  | (30) |  | (30)
Net assets |  |  | 1,902 |  | 726
Capital and reserves |  |  |  |  |
Called up share capital | 21 |  | 16,807 |  | 13,807
Profit and loss account |  |  | (14,905) |  | (13,081)
|  |  | 1,902 |  | 726
The financial statements were approved and authorised for issue by the Board of Directors and were signed on its behalf by:
................................................ P L Bristow
Director
Date: 10 July 2025
The notes on pages 12 to 27 form part of these financial statements. Page 10
JAMES WALKER MOORFLEX LIMITED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 MARCH 2025
| Share capital | Profit and loss account | Total equity
| £000 | £000 | £000
At 1 April 2024 | 13,807 | (13,081) | 726
Comprehensive expense for the year |  |  |
Loss for the year | - | (1,813) | (1,813)
Shares issued during the year | 3,000 | - | 3,000
Equity Participation Scheme charge | - | (11) | (11)
At 31 March 2025 | 16,807 | (14,905) | 1,902
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 MARCH 2024
| Share capital | Profit and loss account | Total equity
| £000 | £000 | £000
At 1 April 2023 | 11,307 | (11,067) | 240
Comprehensive expense for the year |  |  |
Loss for the year | - | (2,029) | (2,029)
Shares issued during the year | 2,500 | - | 2,500
Equity Participation Scheme charge | - | 15 | 15
At 31 March 2024 | 13,807 | (13,081) | 726
Page 11
JAMES WALKER MOORFLEX LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 1.Accounting policies
| 1.1 | Basis of preparation of financial statements
James Walker Moorflex Limited is a private company, limited by shares, registered in England and Wales. The registered office is: Lion House Oriental Road Woking Surrey GU22 8AP The principal place of business is: John Escritt Road Bingley West Yorkshire BD16 2BS The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the United Kingdom and the Republic of Ireland, and the Companies Act 2006. The preparation of the financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 2). The following principal accounting policies have been applied:
| 1.2 | Financial Reporting Standard 102 - Reduced Disclosure Exemptions
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": ∙the requirements of Section 7 Statement of Cash Flows; ∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d); ∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c); ∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A; ∙the requirements of Section 26 Share-based Payment paragraphs 26.18(b), 26.19 to 26.21 and 26.23; ∙the requirements of Section 33 Related Party Disclosures paragraph 33.7. This information is included in the consolidated financial statements of James Walker Group Limited as at 31 March 2025 and these financial statements may be obtained from Companies House. Page 12
JAMES WALKER MOORFLEX LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 1.Accounting policies (continued)
| 1.3 | Exemption from preparing consolidated financial statements
The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.
| 1.4 | Going concern
After reviewing the Company’s forecasts and projections, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. As part of their review of the Company’s forecasts and projections, the Directors have received confirmation that the parent company, James Walker Group Ltd, will continue to support the Company for at least a year following the date of approving these financial statements. The Company therefore continues to adopt the going concern basis in preparing its financial statements.
| 1.5 | Turnover
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before turnover is recognised: Sale of goods Turnover from the sale of goods is recognised when all of the following conditions are satisfied: ∙the Company has transferred the significant risks and rewards of ownership to the buyer; ∙the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; ∙the amount of turnover can be measured reliably; ∙it is probable that the Company will receive the consideration due under the transaction; and ∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.
| 1.6 | Intangible assets
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years. Page 13
JAMES WALKER MOORFLEX LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 1.Accounting policies (continued)
| 1.7 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives. Depreciation is provided as follows:
|  |  |  | Plant and machinery | - | 10% | straight-line method
|  |  |  | Motor vehicles | - | 25% | straight-line method
|  |  |  | Fixtures and fittings | - | 10% | straight-line method
|  |  |  | Computer equipment | - | 20% | straight-line method
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised within 'other external charges' in the Income Statement.
| 1.8 | Operating leases: Lessee
Rentals paid under operating leases are charged to the Income Statement on a straight-line basis over the lease term.
| 1.9 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment. Where merger relief is applicable, the cost of the investment in a subsidiary undertaking is measured at the nominal value of the shares issued together with the fair value of any additional consideration paid.
| 1.10 | Stocks
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads. At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the Income Statement.
| 1.11 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment. Page 14
JAMES WALKER MOORFLEX LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 1.Accounting policies (continued)
| 1.12 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
| 1.13 | Creditors
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
| 1.14 | Foreign currency translation
Functional and presentation currency The Company's functional and presentational currency is GBP. Transactions and balances Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Income Statement except when deferred in other comprehensive income as qualifying cash flow hedges. Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Income Statement within 'finance income or costs'. All other foreign exchange gains and losses are presented in the Income Statement within 'other operating income'.
| 1.15 | Share-based payments
The Group operates an Equity Participation Scheme in which employees of the Group are awarded share options based upon the profitability of the Group. The fair value of the employee services received in exchange for the grant of share options is recognised as an expense. The total amount to be expensed is determined by reference to the fair value of share options granted. The Group is obliged to grant the share options each year depending upon Group profits and therefore the Company recognises the expense of these options in the corresponding year. Page 15
JAMES WALKER MOORFLEX LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 1.Accounting policies (continued)
| 1.16 | Pensions
Defined contribution pension scheme The Company operates a defined contribution scheme for its employees. A defined contribution scheme is a pension scheme under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payments obligations. The contributions are recognised as an expense in the Income Statement when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the scheme are held separately from the Company in independently administered funds. Defined benefit pension scheme Where the risks of a defined benefit scheme are shared between entities under common control, the net defined benefit cost is recognised in the financial statements of the Group entity which is legally responsible for the scheme and all other Group entities recognise a cost equal to their contribution payable for the period.
| 1.17 | Holiday pay accrual
A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the Statement of Financial Position date and carried forward to future periods.
| 1.18 | Borrowing costs
All borrowing costs are recognised in the Income Statement in the year in which they are incurred.
| 1.19 | Provisions for liabilities
Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made. Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties. Increases in provisions are generally charged as an expense to profit or loss. Page 16
JAMES WALKER MOORFLEX LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 1.Accounting policies (continued)
| 1.20 | Current and deferred taxation
The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date. Page 17
JAMES WALKER MOORFLEX LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
2. | Judgements in applying accounting policies and key sources of estimation uncertainty
In the process of applying its accounting policies, the Company is required to make certain estimates, judgements and assumptions that it believes are reasonable based on the information available. These judgements, estimates and assumptions affect the amounts of assets and liabilities at the date of the financial statements and the amounts of revenues and expenses recognised during the reporting periods presented. On an ongoing basis, the Company evaluates its estimates using historical experience, consultation with experts and other methods considered reasonable in the particular circumstances. Actual results may differ significantly from the estimates, the effect of which is recognised in the period in which the facts that give rise to the revision become known. The following paragraphs detail the estimates and judgements the Company believes to have the most significant impact on the annual results under FRS 102. Property, plant and equipment (PPE) The estimated useful economic lives of PPE are based on management's judgement and experience. When management identifies that actual useful economic lives differ materially from the estimates used to calculate depreciation, that charge is adjusted prospectively. Due to the significance of PPE investment to the Company, variations between actual and estimated useful economic lives could impact operating results both positively and negatively, although historically few changes to estimated useful economic lives have been required. The Company is required to evaluate the carrying values of PPE for impairment whenever circumstances indicate, in management's judgement, that the carrying value of such assets may not be recoverable. An impairment review requires management to make subjective judgements concerning the cash flows, growth rates and discount rates of the cash generating units under review. Stock valuation The Company includes within the value of finished goods and work in progress a percentage of overheads judged by management to be incurred in direct relation to its manufacturing activities. The overhead absorption rate is a fixed percentage of labour costs and general overheads that is applied consistently year-on-year, subject to annual review for reasonableness by management. At each financial year-end, the Company recognises an impairment against stock. The provision recognised includes a fixed percentage of each stock-line based on its ageing. Page 18
JAMES WALKER MOORFLEX LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
3. | Turnover
All turnover is attributable to the principal activity of the Company, the manufacture and sale of precision metallic components and gaskets. Analysis of turnover by country of destination:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| United Kingdom | 2,422 | 1,029
| Rest of Europe | 3,253 | 1,861
| Rest of the world | 3,222 | 4,116
|  | 8,897 | 7,006
4. | Other operating income
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Sale of scrap metal | 166 | 166
| Royalty income | 25 | -
| Sundry income | 40 | 23
|  | 231 | 189
5. | Operating loss
| The operating loss is stated after charging:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Depreciation of tangible fixed assets | 132 | 117
Page 19
JAMES WALKER MOORFLEX LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
6. | Auditors' remuneration
| During the year, the Company obtained the following services from the Company's auditors:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Fees payable to the Company's auditors for the audit of the Company's annual accounts | 41 | 38
| The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.
7. | Employees
| Staff costs, including Directors' remuneration, were as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Wages and salaries | 3,690 | 2,759
| Social security costs | 351 | 275
| Cost of defined contribution scheme | 164 | 132
|  | 4,205 | 3,166
| The average monthly number of employees during the year was as follows:
|  |  | 2025 | 2024
|  |  | No. | No.
|  | Direct manufacturing | 36 | 21
|  | Indirect manufacturing | 47 | 46
|  | Sales, office, management and other | 13 | 8
|  |  | 96 | 75
Page 20
JAMES WALKER MOORFLEX LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
8. | Directors' remuneration
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Directors' emoluments | 139 | 142
| Company contributions to defined contribution pension schemes | 16 | 15
|  | 155 | 157
| During the year retirement benefits were accruing to one Director (2024 - one) in respect of defined contribution pension schemes. Pension arrangements with regards to the one Director who is also a Director of the parent company is disclosed in the parent company accounts. The other Directors' pensions are dealt with in the accounts of their employing company. The Company does not consider any individuals other than the Directors to be Key Management Personnel.
9. | Interest payable and similar charges
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Loans from group undertakings | 351 | 335
10. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Current tax on profits for the year | (622) | -
|  | (622) | -
| Deferred tax |  |
| Total deferred tax | - | -
| Tax on loss | (622) | -
Page 21
JAMES WALKER MOORFLEX LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 10.Taxation (continued)
| Factors affecting tax charge for the year
| The tax assessed for the year is lower than (2024 - higher than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Loss on ordinary activities before tax | (2,435) | (2,029)
| Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | (609) | (507)
| Effects of: |  |
| Capital allowances for year in excess of depreciation | (20) | 3
| Other timing differences leading to a decrease in taxation | 7 | 4
| Group relief | 622 | 500
| Sale of tax losses | (622) | -
| Total tax charge for the year | (622) | -
| Factors that may affect future tax charges
The company has recognised a deferred tax liability of £30,000 (2024: £30,000) in the Statement of Financial Position. Page 22
JAMES WALKER MOORFLEX LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
11. | Intangible assets
|  | Trademarks
|  | £000
| Cost |
| Additions | 194
| At 31 March 2025 | 194
| Amortisation |
| Charge for the year | 194
| At 31 March 2025 | 194
| Net book value |
| At 31 March 2025 | -
| At 31 March 2024 | -
Page 23
JAMES WALKER MOORFLEX LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
12. | Tangible fixed assets
|  | Plant and machinery | Motor vehicles | Fixtures and fittings | Computer equipment | Total
|  | £000 | £000 | £000 | £000 | £000
| Cost |  |  |  |  |
| At 1 April 2024 | 4,274 | 30 | 338 | 102 | 4,744
| Additions | 140 | - | 9 | 29 | 178
| Disposals | - | - | (11) | (1) | (12)
| At 31 March 2025 | 4,414 | 30 | 336 | 130 | 4,910
| Depreciation |  |  |  |  |
| At 1 April 2024 | 3,440 | 30 | 232 | 52 | 3,754
| Charge for the year | 95 | - | 16 | 22 | 133
| Disposals | - | - | (1) | - | (1)
| At 31 March 2025 | 3,535 | 30 | 247 | 74 | 3,886
| Net book value |  |  |  |  |
| At 31 March 2025 | 879 | - | 89 | 56 | 1,024
| At 31 March 2024 | 834 | - | 106 | 50 | 990
13. | Fixed asset investments
| Subsidiary undertaking
| The following was a subsidiary undertaking of the Company:
| Name | Registered office | Class of shares | Holding
| James Walker (Thailand) Co. Limited | 106 Moo 5, Narakaum, Muang Rayong 21000, Thailand | Ordinary | 100%
Page 24
JAMES WALKER MOORFLEX LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
14. | Stock
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Raw materials and consumables | 1,420 | 1,408
| Finished goods and work in progress | 1,426 | 1,211
|  | 2,846 | 2,619
| An impairment gain of £141,000 (2024: £22,000 loss) was recognised in raw materials and consumables and finished goods during the year due to slow-moving and obsolete stock.
15. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Trade debtors | 976 | 715
| Amounts owed by group undertakings | 1,697 | 1,207
| Other debtors | 258 | 266
| Prepayments and accrued income | 198 | 102
|  | 3,129 | 2,290
16. | Cash
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Cash at bank and in hand | 9 | 180
17. | Creditors: Amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Trade creditors | 868 | 754
| Amounts owed to group undertakings | 3,750 | 4,044
| Other creditors | 4 | 58
| Accruals and deferred income | 444 | 465
|  | 5,066 | 5,321
Page 25
JAMES WALKER MOORFLEX LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
18. | Creditors: Amounts falling due after more than one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Accruals and deferred income | 10 | 2
19. | Deferred taxation
|  | 2025
|  | £000
| At 1 April 2024 | (30)
| At 31 March 2025 | (30)
| The provision for deferred taxation is made up as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Accelerated capital allowances | (30) | (30)
20. | Reserves
Profit and loss account The profit and loss account includes all current and prior period retained profits and losses.
21. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
|  | Allotted, called up and fully paid |  |
|  | 16,807,000 (2024: 13,807,000) Ordinary shares of £1.00 each | 16,807 | 13,807
On 25 March 2025 £3,000,000 of the amounts owed to James Walker Group Limited were converted to £3,000,000 of ordinary shares.
22. | Contingent liabilities
At 31 March 2025 the Company was party to a multilateral guarantee in respect of the indebtedness of other group companies to the value of £2,000,000 (2024: £2,000,000). Page 26
JAMES WALKER MOORFLEX LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
23. | Capital commitments
| At 31 March 2025 the Company had capital commitments as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Contracted for but not provided in these financial statements | - | 57
24. | Pension commitments
The Company participates in two group defined benefit plans, the James Walker Pension Scheme ("JWPS") and the James Walker Group Senior Executives’ Managed Pension Plan (“SEMPP”). For the purposes of FRS102 s28 the Company cannot identify its share of the underlying assets & liabilities of the defined benefit schemes in which it participates and the Company's pension contributions are assessed in accordance with the advice of a qualified independent actuary whose calculations are based upon total scheme membership. There is no contractual agreement or stated policy for charging the cost of the plan to the individual companies. In overall terms at 31 March 2025 there was a nil deficit in respect of the SEMPP and a deficit of £1,054k in respect of the JWPS. The JWPS and SEMPP were closed to future accrual with effect from 30 April 2016 and active members of the schemes at that date were auto-enrolled into the James Walker Group Personal Pension Plan, a defined contribution scheme. Further information is included in the financial statements of the parent undertaking.
25. | Commitments under operating leases
| The Company had no commitments under non-cancellable operating leases at the reporting date.
26. | Related party transactions
| The Company has taken advantage of exemptions from disclosing transactions with related companies under the provisions of Section 33 of Financial Reporting Standard 102.
27. | Controlling party
The ultimate parent undertaking is James Walker Group Limited. Its registered office is Lion House, Oriental Road, Woking, Surrey, GU22 8AP. Group financial statements for James Walker Group Limited are available to the public from Companies House, Crown Way, Cardiff, for which there may be a fee, if applicable.
Page 27