REGISTERED NUMBER: 02634525 (England and Wales)

VERTIK-AL LIMITED

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

5

Income Statement

9

Other Comprehensive Income

10

Balance Sheet

11

Statement of Changes in Equity

12

Notes to the Financial Statements

13

DIRECTORS:

A Mackie

J Park-Davies

R Gibbs

A Best

R L Ashcroft

REGISTERED OFFICE:

Yardley Brook Industrial Park

Lea Ford Road

Shard End

Birmingham

West Midlands

B33 9TX

REGISTERED NUMBER:

02634525 (England and Wales)

AUDITORS:

Fruition Advisory LLP

29 Wood Street

Stratford-upon-Avon

CV37 6JG

The directors present their strategic report for the year ended 31 March 2025.

PRINCIPAL ACTIVITY

The principal activity of the company is that of powder coating and metal finishers.

BUSINESS OVERVIEW

Vertik-Al Limited is a UK-based powder coater of aluminium for the architectural industry. The business aims to maintain a reputation for quick turnaround, premium quality finishes and high customer satisfaction

PRINCIPAL RISKS AND UNCERTAINTIES

Operational risks

The principal area of risk relates to the economic outlook within the UK with customers, suppliers and employees all impacted by inflation and high interest rates.

The company's business is both energy and labour intensive, consequentially it is significantly impacted by changes to national minimum wage, employer's taxes and the cost of energy.

The company's business involves contracts subject to tender and so recognises the need for good customer relationships as well as the importance of providing a quality service which is delivered on time in full to maintain its reputation within the industry.

Legislative risks

The sector is subject to strict legislation and regulation with standards continually being reviewed. The management systems in place ensure that the company is compliant with all relevant laws and regulations.

Health and safety risks

The company recognises that its employees face potential hazards in their everyday work. The company has a dedicated health and safety team who continually monitor the procedures in place. This resource ensures that the health and safety policies in place are of the highest standard and are strictly adhered to on a daily basis.

DEVELOPMENT AND PERFORMANCE

The board meets monthly to review performance against plan with importance placed on the following key performance indicators:

Turnover

Gross Profit

EBITDA

Review of payroll costs and overtime

Productive days

Health and Safety

The turnover for the company was £11.4m down 7.8% on prior year with gross profit margin at 25.6% down from 28.6% in the prior year.

As a result of the Autumn statement and election in the USA consumer confidence was ruined with people suspending home renovations due to uncertainties with jobs and potential increase in costs as a result of threatened tariffs.

Larger construction projects have also been impacted by the Building Safety Act key provisions taking effect in April 2024, these changes to building regulations were brought about by the recommendations of the Grenfell enquiry. A shortage of staff has meant that there is a significant backlog of projects awaiting approval by the building safety regulator.

Both factors contributed to poor sales in final quarter of the financial year. Continuing high utility costs and a 9.8% increase in the national minimum wage impacted the gross profit margin for the period.

Looking forward, staff numbers continue to be reduced through natural attrition, the market is recovering with enquiries and orders at a good level and cost cutting measures have been implemented giving a promising outlook for the next financial year.

ON BEHALF OF THE BOARD:

Director

20 August 2025

The directors present their report with the financial statements of the company for the year ended 31 March 2025.

DIVIDENDS

A interim dividend per share was paid at £200,000. The total distribution of dividends for the year ended 31st March 2025 will be £400,000.

DIRECTORS

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

A Mackie

J Park-Davies

R Gibbs

A Best

R L Ashcroft

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 or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Fruition Advisory LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

R L Ashcroft - Director

20 August 2025

Opinion

We have audited the financial statements of Vertik-Al Limited (the 'company') for the year ended 31 March 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 March 2025 and of its profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

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:

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates and considered the risk of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations. This included those regulations directly related to the financial statements, including financial reporting, tax legislation and industry regulations including GDPR, employment law and health and safety.

We communicated the identified laws and regulations with the audit team and remained alert to any indications of non-compliance throughout the audit. We carried out specific procedures to address the risks identified.

These included the following:

- agreeing the financial statement disclosures to underlying supporting documentation to assess compliance

- with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

- enquiries of management including those responsible for key regulations;

- performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;

- reviewing minutes of board meetings.

In addressing the risk of management override of controls, we carried out testing of journal entries and other adjustments for appropriateness, assessing whether the judgements made in making accounting estimates are indicative of a potential bias and evaluating the business rationale of significant transactions outside the normal course of business.

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.

Michelle Vincent (Senior Statutory Auditor)

for and on behalf of Fruition Advisory LLP

29 Wood Street

Stratford-upon-Avon

CV37 6JG

20 August 2025

TURNOVER

3

11,422,373

12,392,898

Cost of sales

(8,499,163

)

(8,848,600

)

GROSS PROFIT

2,923,210

3,544,298

Distribution costs

(399,144

)

(350,877

)

Administrative expenses

(2,493,693

)

(2,825,726

)

OPERATING PROFIT and

PROFIT BEFORE TAXATION

30,373

367,695

Tax on profit

8

(1,900

)

(54,852

)

PROFIT FOR THE FINANCIAL YEAR

28,473

312,843

PROFIT FOR THE YEAR

28,473

312,843

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

28,473

312,843

CURRENT ASSETS

Stocks

10

288,941

275,522

Debtors

11

2,857,551

3,341,687

Cash at bank and in hand

260,457

184,020

3,406,949

3,801,229

CREDITORS

Amounts falling due within one year

12

1,786,255

1,809,008

NET CURRENT ASSETS

1,620,694

1,992,221

TOTAL ASSETS LESS CURRENT LIABILITIES

1,620,694

1,992,221

CAPITAL AND RESERVES

Called up share capital

14

2

2

Retained earnings

15

1,620,692

1,992,219

SHAREHOLDERS' FUNDS

1,620,694

1,992,221

The financial statements were approved by the Board of Directors and authorised for issue on 20 August 2025 and were signed on its behalf by:

R L Ashcroft - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 April 2023

2

1,959,376

1,959,378

Changes in equity

Dividends

-

(280,000

)

(280,000

)

Total comprehensive income

-

312,843

312,843

Balance at 31 March 2024

2

1,992,219

1,992,221

Changes in equity

Dividends

-

(400,000

)

(400,000

)

Total comprehensive income

-

28,473

28,473

Balance at 31 March 2025

2

1,620,692

1,620,694

1.	STATUTORY INFORMATION

Vertik-Al 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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows.

Critical accounting judgements and key sources of estimation uncertainty

In the application of the company's accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historic experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both the current and future periods.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows:

Stock provision:

The company undertakes projects which require specialist paint, as a result it is necessary to consider the recoverability of the cost of excess stock of these paints. When calculating the stock provision, management considers the nature and condition of the stock, as well as applying assumptions around anticipated saleability.

Impairment of debtors:

The company makes an estimate of the recoverable value of trade debtors. When assessing impairment of trade debtors, management considers factors including the current credit rating of the debtor, the aging profile of debtors and historical experience.

Turnover

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

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first in, fist-out (FIFO) method.

The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit and loss.

Taxation

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

Current or deferred taxation assets and liabilities are not discounted.

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

Deferred tax

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

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

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

Defined contribution pension obligation

A defined contribution is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefit relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business

Trade debtors are recognised at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provison for impairment. A provison for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

Cash and Cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Trade Creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period. If there is an unconditional right to defer settlement for at least twelve months after the reporting period, they are presented as non-current liabilities.

Trade creditors are recgonised initially at the transaction price and subsequently measured at amortised cost using the effecting interest method.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources or receivables, net of the direct cost of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividend

Dividend distributions to the company's shareholders are recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

3.

TURNOVER

The turnover and 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

11,422,373

12,392,898

11,422,373

12,392,898

4.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

4,891,472

5,204,616

Social security costs

422,690

452,786

Other pension costs

103,467

109,144

5,417,629

5,766,546

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

2025

2024

Production

133

145

Administration

10

10

Other

12

9

155

164

5.	DIRECTORS' EMOLUMENTS

2025

2024

£

£

Directors' remuneration

167,664

244,634

Directors' pension contributions to money purchase schemes

11,321

13,082

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

Money purchase schemes

2

3

6.	OPERATING PROFIT

The operating profit is stated after charging:

2025

2024

£

£

Hire of plant and machinery

75,822

75,345

Foreign exchange differences

1,445

-

Lease of motor vehicles

29,550

20,406

7.	AUDITORS' REMUNERATION

2025

2024

£

£

Fees payable to the company's auditors for the audit of the company's financial statements

8,000

8,000

8.

TAXATION

Analysis of the tax charge

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

2025

2024

£

£

Current tax:

UK corporation tax

1,900

54,852

Tax on profit

1,900

54,852

Reconciliation of total tax charge included in profit and loss

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

2025

2024

£

£

Profit before tax

30,373

367,695

Profit multiplied by the standard rate of corporation tax in the UK of 19% (2024 - 25%)

5,771

91,924

Effects of:

Expenses not deductible for tax purposes

276

513

Group relief

(4,147

)

(37,585

)

Total tax charge

1,900

54,852

9.

DIVIDENDS

2025

2024

£

£

Ordinary shares of 1 each

Interim

400,000

280,000

10.

STOCKS

2025

2024

£

£

Raw materials

288,941

275,522

11.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade debtors

1,130,590

1,853,270

Amounts owed by group undertakings

1,317,091

1,277,914

Other debtors

131,684

57,908

Tax

34,598

-

Prepayments and accrued income

243,588

152,595

2,857,551

3,341,687

12.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade creditors

511,199

656,215

Amounts owed to group undertakings

642,558

359,292

Tax

-

21,851

Social security and other taxes

276,026

442,340

Other creditors

70,907

86,457

Accruals and deferred income

285,565

242,853

1,786,255

1,809,008

13.	LEASING AGREEMENTS

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

2025

2024

£

£

Within one year

230,440

222,416

Between one and five years

537,468

105,079

In more than five years

-

73,134

767,908

400,629

14.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

£

£

2

Ordinary

1

2

2

15.

RESERVES

Retained

earnings

£

At 1 April 2024

1,992,219

Profit for the year

28,473

Dividends

(400,000

)

At 31 March 2025

1,620,692

16.	PENSION COMMITMENTS

The company operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the company to the scheme and amount to £103,467 (2024: £109,144). Contributions totalling £15,881 (2024: £20,991) were payable to the scheme at the end of the year and are included in creditors.

17.	OTHER FINANCIAL COMMITMENTS

The assets of the company are subject to a legal charge in favour of Clydesdale Bank PLC in relation to a group loan in the name of the parent company, Allumette Limited.

The total amount of other financial commitments not provided in the financial statements was £1,620,692 (2024: £1,992,221).

18.	RELATED PARTY DISCLOSURES

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

19.	ULTIMATE CONTROLLING PARTY

The company's immediate parent is Motion Finance Limited, incorporated in England & Wales.

The ultimate parent is Allumette Limited, incorporated in England & Wales.

The most senior parent entity producing publicly available financial statements is Allumette Limited.

These financial statements are available upon request from Yardley Brook Industrial Park, Lea Ford

Road, Shard End, Birmingham, B33 9TX