Company Registration No. 00371167 (England and Wales)
HOWARD S COOKE & CO (HOLDINGS) LIMITED
CONSOLIDATED ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
HOWARD S COOKE & CO (HOLDINGS) LIMITED
COMPANY INFORMATION
DIRECTORS
H R S Cooke
J A Cummings
COMPANY NUMBER
00371167
REGISTERED OFFICE
Arrow Road
Redditch
Worcs
B98 8PA
AUDITOR
JW Hinks LLP
Chartered Accountants
19 Highfield Road
Edgbaston
Birmingham
B15 3BH
HOWARD S COOKE & CO (HOLDINGS) LIMITED
CONTENTS
PAGE
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Profit and loss account
9
Statement of comprehensive income
10
Group balance sheet
11
Company balance sheet
12
Group statement of changes in equity
13
Company statement of changes in equity
14
Group statement of cash flows
15
Notes to the financial statements
16 - 37
HOWARD S COOKE & CO (HOLDINGS) LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 1 -

The directors submit this Strategic Report for Howard S. Cooke & Co (Holdings) Limited and subsidiaries ('the Group') for the year ended 31 March 2025.

Overall we saw an overall increase in total revenue of 5.2% (£367,177) for the year up to £7,402,209; which was pleasing, considering the overall global situation and uncertainty, in addition to their being a General Election in the UK and a Presidential Election in the USA – both of which cause a great deal of disruption to trade.

We continue to sell in both US Dollars and Euros outside of the UK. The potential risk of this strategy from foreign exchange volatility is offset by the forward selling of both these currencies – although occasionally these can sometimes work against us, if the timings are wrong.

The group has net assets as at 31 March 2025 of £12.7 4 m (2024 - £12.43m). The key elements which make up the net assets position relates to, investments, cash balances and properties.

In previous years the value of these assets has been somewhat offset by the defined benefit pension liability. This year the liability is shown as z ero on the balance sheet; based upon the FRS102 assumptions for the year ending 31 st March 2024, we have a perceived surplus of £306k .

Although currently the pension fund is potentially in surplus, who knows what the future holds; we have been in surplus in the past, before ending up with a deficit of £1.2m in 2020 - even though we did not take any of the contribution holidays that we were offered.

It should also be mentioned, that up until the end of 31 st March 2024, all existing member pensioners, were paid by the Company’s quarterly contribution of £40k, and not from the Pension Fund Assets.

The group continues to hold cash balances in excess of its working capital requirements in order to demonstrate that it can more than adequately support the defined pension contribution scheme along with any potential future investments.

During the financial year, the new distribution centre in Germany, Protex Verschlusstechnik GmbH, generated sales of €897k up from €878k in 2024; although this is only a 2.2% increase on the previous year, one should bear in mind that the German economy shrank by 0.2% in 2024.

Due to the increase in Employer’s National Insurance Rate to 15% and the reduction in the NI threshold down to £5,000 we implemented a price increase of 7% across all products in April 2025. Even after this increase, our sales revenue in the UK has fallen by 3% for the first 5 months of this financial year compared with last year; which says a great deal about the current state of the UK economy, particularly for manufacturing. Fortunately for us, we have seen an increase of 24% in our Export sales during the same period. However, because of the current Trade Tariffs imposed upon us by the US, there will be a significant impact on the profit margins of our Export Sales; the US accounts for 66% of our exports.

Because we believe in our ability to grow the business in the US and Europe, we will continue with our current plan to increase our manufacturing capabilities in the UK. We have purchased another industrial unit nearby in Redditch and will move the SG Spring plant in to this larger space plus some additional equipment, which will allow us to satisfy the anticipated increase in demand. However, with the changes that the current UK Labour government intend to make to BPR from April 2026, our incentive to continue to grow the company will diminish. The other major parties have all said that they would reverse this decision on both BPR and APR; however, if the worst was to happen, and Labour Party secured a second successive term in power, then we would have to seriously consider our options for the longer-term future of the company – including where we manufacture our products.

Along with many other SMEs we run our business as 'lean' as we feel possible. This means many colleagues have to wear ‘multiple hats', embracing more than one role, and also cover for any absent employees, for which the group is very grateful.

HOWARD S COOKE & CO (HOLDINGS) LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 2 -
RESEARCH AND DEVELOPMENT

Research and Development is of utmost importance to the long-term future of our business and we therefore invest a great deal of resources into both the improvement of existing products and the design and production of new lines. We have invested a great deal of resources in the last 12 months on continued development of the websites and new electronic brochures, which launched early 2024.

We have also continued the development of our new product line, the SuproClamp®, which we have successfully patented and launched in August 2024. To begin with we only sold the range of SuproClamp® to our largest customer McMaster-Carr, to ensure that we were able satisfy their demand. We then rolled out the product line on a general basis through our website in April 2025.

The criteria for assessing the R&D Tax Credit for various projects is becoming significantly stricter; although we don’t mind this change as we feel that we can fully justify our claims.

On behalf of the board

H R S Cooke
DIRECTOR
16 October 2025
HOWARD S COOKE & CO (HOLDINGS) LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 3 -

The directors present their annual report and financial statements for the year ended 31 March 2025.

PRINCIPAL ACTIVITIES

The objective of the group is to design and manufacture in the UK our own proprietary range of the best quality industrial latches, handles and bandclamps and supply these direct to original equipment manufacturers (OEMs) throughout the world from stock, while remaining profitable and maintaining controlled and sustainable growth.

The company's principal activities are property ownership, investment management and the provision of management services to group companies.

RESULTS AND DIVIDENDS

The results for the year are set out on page 9.

FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

The group utilises forward contracts to mitigate against the group's foreign exchange risk. The group is not considered to have any material exposure to price risk, credit risk, liquidity risk or cash flow risk.

Ordinary dividends were paid amounting to £650,944. The directors do not recommend payment of a further dividend.

DIRECTORS

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

H R S Cooke
J A Cummings
DIRECTORS' INSURANCE

The group maintains professional indemnity insurance covering directors, officers and senior managerial staff.

RESEARCH AND DEVELOPMENT

Research and Development is of utmost importance to the long-term future of our business and we therefore invest a great deal of resources into both the improvement of existing products and the design and production of new lines. We have invested a great deal of resources in the last 12 months on continued development of the websites and new electronic brochures, which launched early 2024.

We have also continued the development of our new product line, the SuproClamp®, which we have successfully patented and launched in August 2024. To begin with we only sold the range of SuproClamp® to our largest customer McMaster-Carr, to ensure that we were able satisfy their demand. We then rolled out the product line on a general basis through our website in April 2025.

The criteria for assessing the R&D Tax Credit for various projects is becoming significantly stricter; although we don’t mind this change as we feel that we can fully justify our claims.

AUDITOR

In accordance with the company's articles, a resolution proposing that JW Hinks LLP be reappointed as auditor of the group will be put at a General Meeting.

STATEMENT OF DISCLOSURE TO AUDITOR

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

HOWARD S COOKE & CO (HOLDINGS) LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 4 -
On behalf of the board
H R S Cooke
DIRECTOR
16 October 2025
HOWARD S COOKE & CO (HOLDINGS) LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2025
- 5 -

The directors are responsible for preparing the Annual 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 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 group and company, and of the profit or loss of the group 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;

- state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

HOWARD S COOKE & CO (HOLDINGS) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF HOWARD S COOKE & CO (HOLDINGS) LIMITED
- 6 -
OPINION

We have audited the financial statements of Howard S. Cooke & Co. (Holdings) Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2025 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including 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 group's and the parent company's affairs as at 31 March 2025 and of the group's 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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 group's and parent 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 other information comprises the information included in the annual report other than the financial statements and our auditor's 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.

OPINIONS ON OTHER MATTERS PRESCRIBED BY THE COMPANIES ACT 2006

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

- T he information given in the strategic report and the directors' r eport 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.

HOWARD S COOKE & CO (HOLDINGS) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF HOWARD S COOKE & CO (HOLDINGS) LIMITED
- 7 -
MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTION

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

- the parent company 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' r esponsibilities s tatement, 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 parent 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 parent company or to cease operations, or have no realistic alternative but to do so.

AUDITOR'S 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 auditor's 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.

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements and discussed the policies and procedures regarding compliance.

Specific areas considered were as follows:

- Enquiring with management and others to gain an understanding of the organisation itself including operations, financial reporting and known fraud or error.

- Evaluating and understanding the internal control system.

- Performing analytical procedures as expected or unexpected variances in account balances or classes of transactions appear.

- Testing documentation supporting account balances or classes of transactions.

- Observing the physical stock count.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected all irregularities including those leading to material misstatements in the financial statements or non-compliance with regulation, even though we have properly planned and performed our audit in accordance with auditing standards.

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 is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

HOWARD S COOKE & CO (HOLDINGS) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF HOWARD S COOKE & CO (HOLDINGS) LIMITED
- 8 -
USE OF OUR REPORT

This report is made solely to the parent 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 parent company’s members those matters we are required to state to them in an auditor's 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

NEAL ASTON, ACA, ACCA (SENIOR STATUTORY AUDITOR)
FOR AND ON BEHALF OF JW HINKS LLP
CHARTERED ACCOUNTANTS
STATUTORY AUDITOR
19 Highfield Road
Edgbaston
Birmingham
B15 3BH
16 October 2025
HOWARD S COOKE & CO (HOLDINGS) LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 MARCH 2025
- 9 -
2025
2024
Notes
£
£
TURNOVER
3
7,402,209
7,035,032
Cost of sales
(3,740,354)
(3,309,558)
GROSS PROFIT
3,661,855
3,725,474
Distribution costs
(811,529)
(720,269)
Administrative expenses
(1,675,497)
(1,872,323)
Other operating income
138,144
136,807
OPERATING PROFIT
4
1,312,973
1,269,689
Interest receivable and similar income
8
76,226
149,995
Interest payable and similar expenses
9
(133,843)
(120,777)
Amounts written back/(off) on investments
10
187,311
319,877
Fair value gains and losses on foreign exchange contracts
-
0
41,236
PROFIT BEFORE TAXATION
1,442,667
1,660,020
Tax on profit
11
(415,477)
(358,132)
PROFIT FOR THE FINANCIAL YEAR
26
1,027,190
1,301,888
Profit for the financial year is attributable to:
- Owners of the parent company
1,046,772
1,339,416
- Non-controlling interests
(19,582)
(37,528)
1,027,190
1,301,888
HOWARD S COOKE & CO (HOLDINGS) LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2025
- 10 -
2025
2024
£
£
PROFIT FOR THE YEAR
1,027,190
1,301,888
OTHER COMPREHENSIVE INCOME
Actuarial (loss)/gain on defined benefit pension schemes
(121,000)
15,000
Pension scheme surplus not recognised
121,000
(175,000)
Tax relating to other comprehensive income
-
0
(1,000)
OTHER COMPREHENSIVE INCOME FOR THE YEAR
-
0
(161,000)
TOTAL COMPREHENSIVE INCOME FOR THE YEAR
1,027,190
1,140,888
Total comprehensive income for the year is attributable to:
- Owners of the parent company
1,046,772
1,178,416
- Non-controlling interests
(19,582)
(37,528)
1,027,190
1,140,888
HOWARD S COOKE & CO (HOLDINGS) LIMITED
GROUP BALANCE SHEET
AS AT
31 MARCH 2025
31 March 2025
- 11 -
2025
2024
Notes
£
£
£
£
FIXED ASSETS
Intangible assets
13
27,001
49,668
Tangible assets
14
3,591,786
3,663,240
Investment properties
15
2,715,949
1,980,875
6,334,736
5,693,783
CURRENT ASSETS
Stocks
19
1,388,817
1,455,830
Debtors
20
901,530
1,017,848
Investments
21
3,249,744
3,135,808
Cash at bank and in hand
2,558,604
2,681,765
8,098,695
8,291,251
CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
22
(1,457,797)
(1,295,891)
NET CURRENT ASSETS
6,640,898
6,995,360
TOTAL ASSETS LESS CURRENT LIABILITIES
12,975,634
12,689,143
PROVISIONS FOR LIABILITIES
23
(231,587)
(259,703)
NET ASSETS
12,744,047
12,429,440
CAPITAL AND RESERVES
Called up share capital
25
200,000
200,000
Property revaluation reserve
26
944,862
944,862
Capital redemption reserve
26
30,427
30,427
Profit and loss reserves
26
11,802,611
11,468,422
EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT COMPANY
12,977,900
12,643,711
NON-CONTROLLING INTERESTS
(233,853)
(214,271)
12,744,047
12,429,440
The financial statements were approved by the board of directors and authorised for issue on 16 October 2025 and are signed on its behalf by:
16 October 2025
H R S Cooke
DIRECTOR
COMPANY REGISTRATION NO. 00371167
HOWARD S COOKE & CO (HOLDINGS) LIMITED
COMPANY BALANCE SHEET
AS AT 31 MARCH 2025
31 March 2025
- 12 -
2025
2024
Notes
£
£
£
£
FIXED ASSETS
Tangible assets
14
70,553
97,641
Investment properties
15
5,907,235
5,030,908
Investments
16
358,607
358,607
6,336,395
5,487,156
CURRENT ASSETS
Debtors
20
935,550
881,223
Investments
21
2,606,015
2,486,804
Cash at bank and in hand
996,616
1,301,939
4,538,181
4,669,966
CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
22
(1,095,315)
(596,987)
NET CURRENT ASSETS
3,442,866
4,072,979
TOTAL ASSETS LESS CURRENT LIABILITIES
9,779,261
9,560,135
PROVISIONS FOR LIABILITIES
23
(88,670)
(95,670)
NET ASSETS
9,690,591
9,464,465
CAPITAL AND RESERVES
Called up share capital
25
200,000
200,000
Property revaluation reserve
26
944,862
944,862
Profit and loss reserves
26
8,545,729
8,319,603
TOTAL EQUITY
9,690,591
9,464,465

As permitted by section 408 of the Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s profit for the year was £877,070 (2024 - £1,522,571 profit).

The financial statements were approved by the board of directors and authorised for issue on 16 October 2025 and are signed on its behalf by:
16 October 2025
H R S Cooke
DIRECTOR
COMPANY REGISTRATION NO. 00371167
HOWARD S COOKE & CO (HOLDINGS) LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
- 13 -
Share capital
Revaluation reserve
Capital redemption reserve
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
£
£
BALANCE AT 1 APRIL 2023
200,000
944,862
30,427
11,152,952
12,328,241
(176,743)
12,151,498
YEAR ENDED 31 MARCH 2024:
Profit for the year
-
-
-
1,339,416
1,339,416
(37,528)
1,301,888
Other comprehensive income:
Actuarial gains on defined benefit plans
-
-
-
15,000
15,000
-
15,000
Pensions scheme surplus not recognised
-
-
-
(175,000)
(175,000)
-
(175,000)
Tax relating to other comprehensive income
-
-
0
-
(1,000)
(1,000)
-
(1,000)
Total comprehensive income
-
-
-
1,178,416
1,178,416
(37,528)
1,140,888
Dividends
12
-
-
-
(804,022)
(804,022)
-
(804,022)
Other movements
-
-
-
(58,924)
(58,924)
-
(58,924)
BALANCE AT 31 MARCH 2024
200,000
944,862
30,427
11,468,422
12,643,711
(214,271)
12,429,440
YEAR ENDED 31 MARCH 2025:
Profit for the year
-
-
-
1,046,772
1,046,772
(19,582)
1,027,190
Other comprehensive income:
Actuarial gains on defined benefit plans
-
-
-
(121,000)
(121,000)
-
(121,000)
Pensions scheme surplus not recognised
-
-
-
121,000
121,000
-
121,000
Total comprehensive income
-
-
-
1,046,772
1,046,772
(19,582)
1,027,190
Dividends
12
-
-
-
(650,944)
(650,944)
-
(650,944)
Other movements
-
-
-
(61,639)
(61,639)
-
(61,639)
BALANCE AT 31 MARCH 2025
200,000
944,862
30,427
11,802,611
12,977,900
(233,853)
12,744,047
HOWARD S COOKE & CO (HOLDINGS) LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
- 14 -
Share capital
Property revaluation reserve
Profit and loss reserves
Total
Notes
£
£
£
£
BALANCE AT 1 APRIL 2023
200,000
944,862
7,601,054
8,745,916
YEAR ENDED 31 MARCH 2024:
Profit and total comprehensive income for the year
-
-
1,522,571
1,522,571
Dividends
12
-
-
(804,022)
(804,022)
BALANCE AT 31 MARCH 2024
200,000
944,862
8,319,603
9,464,465
YEAR ENDED 31 MARCH 2025:
Profit and total comprehensive income for the year
-
-
877,070
877,070
Dividends
12
-
-
(650,944)
(650,944)
BALANCE AT 31 MARCH 2025
200,000
944,862
8,545,729
9,690,591
HOWARD S COOKE & CO (HOLDINGS) LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2025
- 15 -
2025
2024
Notes
£
£
£
£
CASH FLOWS FROM OPERATING ACTIVITIES
Cash generated from operations
34
1,595,075
1,608,359
Income taxes paid
(295,366)
(163,358)
Net cash inflow from operating activities
1,299,709
1,445,001
INVESTING ACTIVITIES
Purchase of intangible assets
-
(21,350)
Purchase of tangible fixed assets
(241,468)
(109,736)
Proceeds from disposal of tangible fixed assets
1,748
-
Purchase of investment property
(735,074)
-
Sale / (purchase) of other investments
73,374
(472,955)
Interest received
15,471
49,461
Dividends received
15,801
6,334
Other income received from investments
44,954
94,200
Net cash used in investing activities
(825,194)
(454,046)
FINANCING ACTIVITIES
Sale / (purchase) of derivatives
53,268
(41,238)
Dividends paid to equity shareholders
(650,944)
(804,022)
Net cash used in financing activities
(597,676)
(845,260)
NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS
(123,161)
145,695
Cash and cash equivalents at beginning of year
2,681,765
2,536,070
CASH AND CASH EQUIVALENTS AT END OF YEAR
2,558,604
2,681,765
HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
- 16 -
1
ACCOUNTING POLICIES
COMPANY INFORMATION

Howard S. Cooke & Co. (Holdings) Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Arrow Road, Redditch, Worcestershire, B98 8PA.

The group consists of Howard S. Cooke & Co. (Holdings) Limited and all of its subsidiaries.

1.1
BASIS OF PREPARATION

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, [modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value]. The principal accounting policies adopted are set out below.

1.2
BUSINESS COMBINATIONS

In the parent company financial statements, t he cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. I nvestments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

1.3
BASIS OF CONSOLIDATION

The consolidated group financial statements consist of the financial statements of the parent company Howard S. Cooke & Co. (Holdings) Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 31 March 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the g roup.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.

HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
ACCOUNTING POLICIES
(Continued)
- 17 -

Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.

If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.

Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.

1.4
GOING CONCERN

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.5
TURNOVER

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.6
RESEARCH AND DEVELOPMENT EXPENDITURE

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.7
INTANGIBLE FIXED ASSETS - GOODWILL

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 8 years.

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.8
INTANGIBLE FIXED ASSETS OTHER THAN GOODWILL

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
ACCOUNTING POLICIES
(Continued)
- 18 -

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Website costs
straight line over 3 years
1.9
TANGIBLE FIXED ASSETS

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold land and buildings
straight line over 50 years
Plant and machinery
straight line over 8 years
Fixtures and fittings
straight line over 8 years
Motor vehicles
straight line over 4 years

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

1.10
INVESTMENT PROPERTY

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value a t the reporting end date. Changes in fair value are recognised in profit or loss.

Property rented to a group entity is accounted for as tangible fixed assets.

1.11
FIXED ASSET INVESTMENTS

Equity in vest ments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

I n the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the g roup’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

In the parent c ompany financial statements, investments in associates are accounted for at cost less impairment.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
ACCOUNTING POLICIES
(Continued)
- 19 -
1.12
IMPAIRMENT OF FIXED ASSETS

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.13
STOCKS

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.14
CASH AND CASH EQUIVALENTS

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.15
FINANCIAL INSTRUMENTS

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
ACCOUNTING POLICIES
(Continued)
- 20 -
Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest m ethod unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future paymen ts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
ACCOUNTING POLICIES
(Continued)
- 21 -
Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value th r ough profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.16
EQUITY INSTRUMENTS

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.17
TAXATION

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.18
EMPLOYEE BENEFITS

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.19
RETIREMENT BENEFITS

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
ACCOUNTING POLICIES
(Continued)
- 22 -

The cost of providing benefits under defined benefit plans is determined separately for each plan using the projected unit credit method, and is based on actuarial advice.

The change in the net defined benefit liability arising from employee service during the year is recognised as an employee cost. The cost of plan introductions, benefit changes, settlements and curtailments are recognised as an expense in measuring profit or loss in the period in which they arise.

The net interest element is determined by multiplying the net defined benefit liability by the discount rate, taking into account any changes in the net defined benefit liability during the period as a result of contribution and benefit payments. The net interest is recognised in profit or loss as other finance revenue or cost.

Remeasurement changes comprise actuarial gains and losses, the effect of the asset ceiling and the return on the net defined benefit liability excluding amounts included in net interest. These are recognised immediately in other comprehensive income in the period in which they occur and are not reclassified to profit and loss in subsequent periods.

The net defined benefit pension asset or liability in the balance sheet comprises the total for each plan of the present value of the defined benefit obligation (using a discount rate based on high quality corporate bonds), less the fair value of plan assets out of which the obligations are to be settled directly. Fair value is based on market price information, and in the case of quoted securities is the published bid price. The value of a net pension benefit asset is limited to the amount that may be recovered either through reduced contributions or agreed refunds from the scheme.

1.20
LEASES

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease d asset are consumed.

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

1.21
FOREIGN EXCHANGE

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical 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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

3
TURNOVER AND OTHER REVENUE
2025
2024
£
£
TURNOVER ANALYSED BY CLASS OF BUSINESS
Manufacture and distribution of industrial latches, handles and bandclamps
7,402,209
7,035,032
HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
3
TURNOVER AND OTHER REVENUE
(Continued)
- 23 -
2025
2024
£
£
TURNOVER ANALYSED BY GEOGRAPHICAL MARKET
United Kingdom
2,647,230
2,506,704
Europe
2,216,933
2,140,525
USA
1,886,782
1,918,275
Rest of World
651,264
469,528
7,402,209
7,035,032
2025
2024
£
£
OTHER REVENUE
Interest income
15,471
49,461
Dividends received
15,801
6,334
4
OPERATING PROFIT
2025
2024
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange gains
-
(9)
Depreciation of owned tangible fixed assets
311,928
329,191
Profit on disposal of tangible fixed assets
(1,748)
-
Amortisation of intangible assets
22,667
18,923
Operating lease charges
5,681
7,211
5
AUDITOR'S REMUNERATION
2025
2024
Fees payable to the company's auditor and associates:
£
£
FOR AUDIT SERVICES
Audit of the financial statements of the group and company
10,225
9,225
Audit of the financial statements of the company's subsidiaries
21,359
24,253
31,584
33,478
HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 24 -
6
EMPLOYEES

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Office and management
8
10
2
2
Manufacturing
42
49
-
-
Sales and distribution
12
12
-
-
Directors
2
2
2
2
64
73
4
4

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
2,430,239
2,245,408
247,764
246,266
Social security costs
151,950
160,331
27,754
27,939
Pension costs
330,895
427,918
120,000
200,000
2,913,084
2,833,657
395,518
474,205
7
DIRECTORS' REMUNERATION
2025
2024
£
£
Remuneration for qualifying services
201,109
203,719
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
173,529
163,924
HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 25 -
8
INTEREST RECEIVABLE AND SIMILAR INCOME
2025
2024
£
£
INTEREST INCOME
Interest on bank deposits
12,255
28,950
Other interest income
3,216
20,511
Total interest revenue
15,471
49,461
OTHER INCOME FROM INVESTMENTS
Dividends received
15,801
6,334
31,272
55,795
INCOME FROM FIXED ASSET INVESTMENTS
Income from other fixed asset investments
44,954
94,200
Total income
76,226
149,995
2025
2024
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
12,255
28,950
9
INTEREST PAYABLE AND SIMILAR EXPENSES
2025
2024
£
£
OTHER FINANCE COSTS:
Net interest on the net defined benefit liability
-
0
(4,000)
Exchange differences on financing transactions
133,843
124,777
Total finance costs
133,843
120,777
10
AMOUNTS WRITTEN BACK/(OFF) ON INVESTMENTS
2025
2024
£
£
Other gains and losses
187,311
319,877
HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 26 -
11
TAXATION
2025
2024
£
£
CURRENT TAX
UK corporation tax on profits for the current period
414,932
392,078
Adjustments in respect of prior periods
18,523
(61,931)
Total UK current tax
433,455
330,147
Foreign current tax on profits for the current period
10,138
9,402
Total current tax
443,593
339,549
DEFERRED TAX
Origination and reversal of timing differences
(28,116)
18,583
Total tax charge
415,477
358,132

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
Profit before taxation
1,442,667
1,660,020
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
360,667
415,005
Tax effect of expenses that are not deductible in determining taxable profit
50,503
(33,417)
Tax effect of income not taxable in determining taxable profit
(40,010)
(81,514)
Adjustments in respect of prior years
18,523
(61,930)
Permanent capital allowances in excess of depreciation
43,772
45,549
Tax at marginal rate
-
0
(456)
Deferred tax movement
(28,116)
18,583
Unutilised overseas losses
-
0
46,910
Overseas taxation
10,138
9,402
Taxation charge
415,477
358,132

In addition to the amount charged to the profit and loss account, the following amounts relating to tax have been recognised directly in other comprehensive income:

2025
2024
£
£
Current tax arising on:
Actuarial differences recognised as other comprehensive income
-
1,000
HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 27 -
12
DIVIDENDS
RECOGNISED AS DISTRIBUTIONS TO EQUITY HOLDERS:
2025
2024
2025
2024
Per share
Per share
Total
Total
£
£
£
£
ORDINARY SHARES
Final paid
3.25
4.02
390,566
482,413
3.25
4.02
390,566
482,413
'A' ORDINARY SHARES
Final paid
3.25
4.02
195,283
241,207
3.25
4.02
195,283
241,207
'B' ORDINARY SHARES
Final paid
3.25
4.02
65,095
80,402
3.25
4.02
65,095
80,402
Final paid
650,944
804,022
HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 28 -
13
INTANGIBLE FIXED ASSETS
GROUP
Goodwill
Website
Total
costs
£
£
£
COST
At 1 April 2024 and 31 March 2025
20,233
169,056
189,289
AMORTISATION AND IMPAIRMENT
At 1 April 2024
20,233
119,388
139,621
Amortisation charged for the year
-
0
22,667
22,667
At 31 March 2025
20,233
142,055
162,288
CARRYING AMOUNT
At 31 March 2025
-
0
27,001
27,001
At 31 March 2024
-
0
49,668
49,668
The company had no intangible fixed assets at 31 March 2025 or 31 March 2024.
14
TANGIBLE FIXED ASSETS
GROUP
F/hold land
Plant and
Fixtures
Motor
and buildings
machinery
and fittings
vehicles
Total
£
£
£
£
£
COST
At 1 April 2024
3,408,253
4,815,501
335,446
175,557
8,734,757
Additions
141,253
41,950
6,980
51,285
241,468
Disposals
-
0
-
0
(19,676)
-
0
(19,676)
Exchange adjustments
-
0
(1,325)
-
0
(62)
(1,387)
At 31 March 2025
3,549,506
4,856,126
322,750
226,780
8,955,162
DEPRECIATION AND IMPAIRMENT
At 1 April 2024
718,123
3,911,059
300,902
141,433
5,071,517
Depreciation charged in the year
63,942
215,590
10,673
21,723
311,928
Eliminated in respect of disposals
-
0
-
0
(19,676)
-
0
(19,676)
Exchange adjustments
-
0
(331)
-
0
(62)
(393)
At 31 March 2025
782,065
4,126,318
291,899
163,094
5,363,376
CARRYING AMOUNT
At 31 March 2025
2,767,441
729,808
30,851
63,686
3,591,786
At 31 March 2024
2,690,130
904,442
34,544
34,124
3,663,240
HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
14
TANGIBLE FIXED ASSETS
(Continued)
- 29 -
COMPANY
Plant and
Motor
machinery
vehicles
Total
£
£
£
COST
At 1 April 2024 and 31 March 2025
216,701
23,000
239,701
DEPRECIATION AND IMPAIRMENT
At 1 April 2024
119,061
22,999
142,060
Depreciation charged in the year
27,088
-
0
27,088
At 31 March 2025
146,149
22,999
169,148
CARRYING AMOUNT
At 31 March 2025
70,552
1
70,553
At 31 March 2024
97,640
1
97,641
15
INVESTMENT PROPERTY
Group
Company
2025
2025
£
£
FAIR VALUE
At 1 April 2024
1,980,875
5,030,908
Additions through external acquisition
735,074
876,327
At 31 March 2025
2,715,949
5,907,235

Group

The investment propert y w as re valued on 12 May 2021 by John Truslove Chartered Surveyors on an existing use open market value basis. In the opinion of the directors, there has been no material change in value since this date. The historical cost of investment property i s £1,517,311 (202 4: £782,237).

Company

The company's investment properties include properties let to group companies. Under FRS102, these properties are treated as investment properties (carried at fair value) for the purposes of the company's individual financial statements and as freehold properties (carried at revalued cost less depreciation) for the purposes of the consolidated financial statements.

The properties were valued on 12 May 2021 by John Truslove Chartered Surveyors on an existing use open market value basis. In the opinion of the directors, there has been no material change in value (other than additions cost) since this date. The historical cost of investment properties is £4,078,925 (202 4: £3,343,851).

16
FIXED ASSET INVESTMENTS
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
17
-
0
-
0
358,607
358,607
HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
16
FIXED ASSET INVESTMENTS
(Continued)
- 30 -
MOVEMENTS IN FIXED ASSET INVESTMENTS
COMPANY
Shares in subsidiaries
£
COST OR VALUATION
At 1 April 2024 and 31 March 2025
358,607
CARRYING AMOUNT
At 31 March 2025
358,607
At 31 March 2024
358,607
17
SUBSIDIARIES

Details of the company's subsidiaries at 31 March 2025 are as follows:

Name of undertaking
Registered
Class of
% Held
office
shares held
Direct
Indirect
Howard S. Cooke & Co Limited
England
Ordinary
100.00
0
Protex Fasteners Limited
England
Ordinary
100.00
0
Rangewide Limited
England
Ordinary
100.00
0
Protex Latches LLC
USA
Ordinary
100.00
0
SG Springs Limited
England
Ordinary
100.00
0
Protex Verschlusstechnik AG
Switzerland
Ordinary
0
100.00
Protex Verschlusstechnik GmbH
Germany
Ordinary
80.00
0

The registered office of Howard S. Cooke & Co Limited, Protex Fasteners Limited, SG Springs Limited, Rangewide Limited and Protex Latches LLC is Arrow Road, Redditch, Worcestershire, B98 8PA.

The registered office of Protex Verschlusstechnik AG is 8700 Kusnacht, Switzerland and the registered office of Protex Verschlusstechnik GmbH is Lintgesfuhr 17, 53332 Bornheim, Germany.

The principal activity of Howard S. Cooke & Co Limited is the manufacture of springs, pressings and the Protex range of fastening devices. The principal activity of Protex Fasteners Limited is the distribution of fastening devices. The principal activity of SG Springs Limited is the manufacture of springs, pressings, wirework and assemblies. The principal activity of Protex Verschlusstechnik AG is that of a European sales agent. The principal activity of Protex Verschlusstechnik GmbH is that of the distribution of fastening devices. Rangewide Limited and Protex Latches LLC are dormant.

All of these companies are included in the consolidated financial statements and treated as subsidiary undertakings. All active subsidiaries are audited other than SG Springs Limited which has taken advantage of the audit exemption provisions under section 479A of the Companies Act 2006 relating to subsidiary companies.

HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 31 -
18
FINANCIAL INSTRUMENTS
Group
Company
2025
2024
2025
2024
£
£
£
£
CARRYING AMOUNT OF FINANCIAL ASSETS INCLUDE:
Instruments measured at fair value through profit or loss
3,249,744
3,189,076
2,606,015
2,540,072
19
STOCKS
Group
Company
2025
2024
2025
2024
£
£
£
£
Raw materials and consumables
345,807
397,258
-
-
Work in progress
106,274
113,520
-
-
Finished goods and goods for resale
936,736
945,052
-
0
-
0
1,388,817
1,455,830
-
-
20
DEBTORS
Group
Company
2025
2024
2025
2024
AMOUNTS FALLING DUE WITHIN ONE YEAR:
£
£
£
£
Trade debtors
682,229
683,708
-
0
-
0
Amounts owed by group undertakings
-
-
911,754
823,630
Derivative financial instruments
-
53,268
-
53,268
Other debtors
141,869
201,075
23,796
4,325
Prepayments and accrued income
77,432
79,797
-
0
-
0
901,530
1,017,848
935,550
881,223
21
CURRENT ASSET INVESTMENTS
Group
Company
2025
2024
2025
2024
£
£
£
£
Listed investments
3,249,744
3,135,808
2,606,015
2,486,804
HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 32 -
22
CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
Group
Company
2025
2024
2025
2024
£
£
£
£
Trade creditors
454,453
371,435
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
910,621
439,974
Corporation tax payable
455,911
307,684
30,017
14,648
Other taxation and social security
207,318
263,913
38,478
26,166
Other creditors
358
11,867
-
0
-
0
Accruals and deferred income
339,757
340,992
116,199
116,199
1,457,797
1,295,891
1,095,315
596,987
23
DEFERRED TAXATION

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2025
2024
GROUP
£
£
Accelerated capital allowances
156,917
185,033
Revaluations
74,670
74,670
231,587
259,703
Liabilities
Liabilities
2025
2024
COMPANY
£
£
Accelerated capital allowances
14,000
21,000
Revaluations
74,670
74,670
88,670
95,670
Group
Company
2025
2025
MOVEMENTS IN THE YEAR:
£
£
Liability at 1 April 2024
259,703
95,670
Credit to profit or loss
(28,116)
(7,000)
Liability at 31 March 2025
231,587
88,670

It is not possible to estimate with any degree of reliability the extent to which the deferred tax liability relating to an excess of taxation allowances over depreciation will reverse within the next 12 months. The deferred tax asset relating to retirement benefit obligations will only fully reverse when the defined benefit pension liability is reduced to £nil.

HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 33 -
24
RETIREMENT BENEFIT SCHEMES
2025
2024
DEFINED CONTRIBUTION SCHEMES
£
£
Charge to profit or loss in respect of defined contribution schemes
330,895
427,918

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

DEFINED BENEFIT SCHEMES

The group operates a defined benefit scheme for qualifying employees.

The most recent actuarial valuations of plan assets and the present value of the defined benefit obligation were carried out to 5 April 2021 by a qualified independent actuary. The present value of the defined benefit obligation, the related current service cost and past service cost were measured using the projected unit credit method.

The valuation has been updated to 31 March 2025.

Other information

On 6 April 2006 the pension scheme closed to future accruals and as such increases in salary no longer affect the pension scheme surplus/deficit.

During the year ended 31 March 2015, the group and pension trustees took legal advice regarding the application of inflation measures to the defined benefit scheme. This advice was that there is no legal obligation to increase pensions in payment in line with RPI, and has been assumed in the past, and consequently it is now assumed that future increases in pensions in payment will be limited to the CPI inflation measure. Pension increases prior to retirement continue to be measured by reference to the RPI inflation measure. This change in assumptions reduced the scheme deficit at 31 March 2015 and reduced the actuarial loss in that period by £205,000.

2025
2024
Key assumptions
%
%
Discount rate
5.5
4.9
Inflation assumption (RPI post retirement)
3.3
3.3
Inflation assumption (CPI post retirement)
2.9
2.9
Mortality assumptions
2025
2024

Assumed life expectations on retirement at age 65:

Years
Years
Retiring today
- Males
86
86
- Females
89
89
Retiring in 20 years
- Males
87
87
- Females
90
90
HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
24
RETIREMENT BENEFIT SCHEMES
(Continued)
- 34 -

The amounts arising from obligations in respect of defined benefit plans are as follows:

2025
2024
GROUP
£
£
Present value of defined benefit obligations
3,669,000
4,034,000
Fair value of plan assets
(3,975,000)
(4,209,000)
Deficit in scheme
(306,000)
(175,000)
Restriction on scheme assets
306,000
175,000
Total liability recognised
-
-
The company had no post employment benefits at 31 March 2025 or 1 April 2024.
GROUP
2025
2024
Amounts recognised in the profit and loss account
£
£
Costs/(income):
Net interest on net defined benefit liability/(asset)
(10,000)
(4,000)
GROUP
2025
2024
Amounts recognised in other comprehensive income
£
£
Costs/(income):
Actual return on scheme assets
5,000
(303,000)
Less: calculated interest element
201,000
195,000
Return on scheme assets excluding interest income
206,000
(108,000)
Actuarial changes related to obligations
(206,000)
93,000
Effect of changes in the amount of surplus that is not recoverable
131,000
175,000
Total costs
131,000
160,000
Group
2025
Movements in the present value of defined benefit obligations
Liabilities at 1 April 2024
4,034,000
Benefits paid
(229,000)
Actuarial gains and losses
(206,000)
Interest cost
191,000
Other
(121,000)
At 31 March 2025
3,669,000

The defined benefit obligations arise from plans which are wholly or partly funded.

HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
24
RETIREMENT BENEFIT SCHEMES
(Continued)
- 35 -
Group
2025
Movements in the fair value of plan assets
£
Fair value of assets at 1 April 2024
4,209,000
Interest income
201,000
Return on plan assets (excluding amounts included in net interest)
(206,000)
Benefits paid
(229,000)
At 31 March 2025
3,975,000
Group
2025
2024
Fair value of plan assets
£
£
Equity instruments
987,000
1,145,000
Bonds and gilts
2,572,000
2,592,000
Cash
77,000
83,000
Annuities
339,000
389,000
3,975,000
4,209,000
Other long term benefits

As the scheme is now in a surplus position, it has been agreed that no further contributions will be made for the foreseeable future.

25
SHARE CAPITAL
Group and company
2025
2024
ORDINARY SHARE CAPITAL
£
£
ISSUED AND FULLY PAID
120,000 Ordinary shares of £1 each
120,000
120,000
60,000 'A' Ordinary shares of £1 each
60,000
60,000
20,000 'B' Ordinary shares of £1 each
20,000
20,000
200,000
200,000

The Ordinary, 'A' Ordinary and 'B' Ordinary shares rank pari passu in all respects.

HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 36 -
26
RESERVES
PROPERTY REVALUATION RESERVE

The property revaluation reserve reflects cumulative gains and losses in respect of investment properties.

CAPITAL RESERVE ON CONSOLIDATION

The capital reserve on consolidation reflects balances arising on a previous group reorganisation.

PROFIT AND LOSS RESERVES

Profit and loss reserves reflect cumulative profits and losses of distributions to shareholders.

27
MINORITY INTEREST

The minority interest relates to a 20% shareholding in Protex Verschlusstechnik GmbH.

28
OPERATING LEASE COMMITMENTS
LESSOR

At the reporting end date the group had contracted with tenants for the following minimum lease payments:

Group
Company
2025
2024
2025
2024
£
£
£
£
Within one year
91,500
116,500
91,500
116,500
Between two and five years
14,417
105,917
14,417
105,917
In over five years
-
-
-
-
105,917
222,417
105,917
222,417
29
FINANCIAL COMMITMENTS, GUARANTEES AND CONTINGENT LIABILITIES

The group utilises forward contracts to mitigate against foreign exchange risk. At the year end the group was party to forward contracts to sell Euros totalling €nil (202 4: €60 0,000) and US Dollars totalling $nil (202 4: $900,000). The fair value adjustments relating to these contracts are dealt with in the parent company which manages the central treasury function.

The group is party to a group VAT registration. As at 31 March 2025 the group VAT liability was £21,589 (20 2 4: £33,199).

The group has also given a guarantee in respect of the defined benefit pension commitments of Howard S. Cooke & Co. Limited. As at 31 March 2025 the pension liability shown in the balance sheet of Howard S. Cooke & Co. Limited was £nil (2024: £nil).

30
CAPITAL COMMITMENTS

Amounts contracted for but not provided in the financial statements:

Group
Company
2025
2024
2025
2024
£
£
£
£
Acquisition of tangible fixed assets
21,901
61,262
16,835
-
HOWARD S COOKE & CO (HOLDINGS) LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 37 -
31
RELATED PARTY TRANSACTIONS
REMUNERATION OF KEY MANAGEMENT PERSONNEL

The remuneration of key management personnel is as follows.

2025
2024
£
£
Aggregate compensation
508,483
512,370
32
CONTROLLING PARTY

The ultimate controlling party is H R S Cooke by virtue of his majority shareholding.

33
DIRECTORS' TRANSACTIONS

During the year dividends of £488,208 (2024: £603,017) were paid to the director H R S Cooke and his wife.

34
CASH GENERATED FROM GROUP OPERATIONS
2025
2024
£
£
Profit after taxation
1,027,190
1,301,888
ADJUSTMENTS FOR:
Taxation charged
415,477
358,132
Finance costs
-
120,777
Investment income
(76,226)
(149,995)
Gain on disposal of tangible fixed assets
(1,748)
-
Fair value gain on foreign exchange contracts
(60,645)
(41,236)
Amortisation and impairment of intangible assets
22,667
18,923
Depreciation and impairment of tangible fixed assets
311,928
329,191
Surplus restriction on pension scheme
121,000
(175,000)
Other gains and losses
(187,311)
(319,877)
Pension scheme non-cash movement
(121,000)
194,000
MOVEMENTS IN WORKING CAPITAL:
Decrease/(increase) in stocks
67,014
(2,285)
Decrease in debtors
63,050
11,358
Increase/(decrease) in creditors
13,679
(37,517)
CASH GENERATED FROM OPERATIONS
1,595,075
1,608,359
35
ANALYSIS OF CHANGES IN NET FUNDS - GROUP
1 April 2024
Cash flows
31 March 2025
£
£
£
Cash at bank and in hand
2,681,765
(123,161)
2,558,604
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