| REGISTERED NUMBER: 15449578 (England and Wales) |
| Group Strategic Report, |
| Report of the Directors and |
| Consolidated Financial Statements |
| for the Period |
| 29 January 2024 to 31 March 2025 |
| for |
| Vale Group Holdings Limited |
| REGISTERED NUMBER: 15449578 (England and Wales) |
| Group Strategic Report, |
| Report of the Directors and |
| Consolidated Financial Statements |
| for the Period |
| 29 January 2024 to 31 March 2025 |
| for |
| Vale Group Holdings Limited |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Contents of the Consolidated Financial Statements |
| for the Period 29 January 2024 to 31 March 2025 |
| Page |
| Company Information | 1 |
| Group Strategic Report | 2 |
| Report of the Directors | 4 |
| Report of the Independent Auditors | 6 |
| Consolidated Income Statement | 8 |
| Consolidated Other Comprehensive Income | 9 |
| Consolidated Balance Sheet | 10 |
| Company Balance Sheet | 11 |
| Consolidated Statement of Changes in Equity | 12 |
| Company Statement of Changes in Equity | 13 |
| Consolidated Cash Flow Statement | 14 |
| Notes to the Consolidated Cash Flow Statement | 15 |
| Notes to the Consolidated Financial Statements | 17 |
| Vale Group Holdings Limited |
| Company Information |
| for the Period 29 January 2024 to 31 March 2025 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| SENIOR STATUTORY AUDITOR: | Matthew Chadwick (BA) Hons FCA |
| AUDITORS: |
| Statutory Auditors |
| Chartered Accountants & Business Advisers |
| 15 Newland |
| Lincoln |
| Lincolnshire |
| LN1 1XG |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Group Strategic Report |
| for the Period 29 January 2024 to 31 March 2025 |
| The directors present their strategic report of the company and the group for the period 29 January 2024 to 31 March 2025. |
| REVIEW OF BUSINESS |
| The Vale Group was formed at the beginning of April 2024 as part of a corporate restructure of existing businesses bringing them under the umbrella of a single parent company, Vale Group Holdings Limited. |
| The four key operating companies in the Group are as follows: |
| 1. | Vale Garden Houses Limited - primary activity is the design, manufacture and installation of traditional conservatories and orangeries. |
| 2. | Architectural Bronze Limited - primary activity is the design and manufacture of bespoke bronze windows, doors, screens and secondary glazing. |
| 3. | Vale Group Finance Limited - primary activity is acting as a commercial lender. |
| 4. | Vale Group Investment Limited - primary activity is the holding of investments. |
| The aim of the restructure was to create a group which allowed each of the operating entities within it to focus on their core activities. Vale Garden Houses, Architectural Bronze and Vale Group Finance are trading companies while Vale Group Investment is an investment company. Vale Garden Houses and Architectural Bronze were existing companies while Vale Group Finance and Vale Group Investment were newly formed as part of the restructure. All non-trading assets in Vale Garden Houses and Architectural Bronze were transferred to the other group companies as part of the restructure. |
| Market Conditions in 2024/25 |
| Inflation in the UK economy, as measured by the Consumer Price Index, continued to fall from the previous year's figure of 3.2% to 2.6% for the 12 months to March 2025, which allowed the Bank of England to cut its base rate from 5.25% to 4.5% by March 2025. Nonetheless, economic growth in the UK in that period remained sluggish at 1.1%. |
| Lower inflation meant that raw material prices and labour costs were more predictable in the year, which in turn has given us more certainty in our future trading margins for our trading companies. Consumer confidence in the economy improved marginally compared to the previous year but overall it remained weak. We expect confidence in the economy to remain subdued for some time nonetheless, despite these challenges, we remain well placed to deal with the coming year. |
| Results |
| Vale Garden Houses Limited |
| The company secured orders in year worth £9.5m, up from £8.5m in the previous year. This gave the company a significant pipeline of work to occupy the factory, although ongoing delays in Local Authority Planning Departments and difficulties faced by clients in scheduling building work prior to installation caused some disruption to the work schedule. Nonetheless the company still achieved turnover of £9.24m, up from £8.05m in the previous year. |
| The effects of previous high inflation rates on the cost of raw materials and labour had an impact in the year and although gross profits increased from £5.36m to £5.73, margins were squeezed. Overheads were well controlled and the company achieved overall trading profits of £1.38m, up from £0.87m in the previous year. |
| The company carries no debt and, despite the restructure, overall liquidity remains strong with cash and liquid deposits at the year-end of £5.21m (2024: £5.78m). |
| Architectural Bronze Limited |
| Despite the sluggishness in the UK economy the company secured orders in the year of £5.6m (2024: £5.9m) and increased its turnover from £5.3m in 2024 to £6.2m in 2025, an 11.6% improvement. |
| Inflation had an impact on trading margins but the company's focus on efficient manufacturing and installation countered this so that overall gross margins were maintained. As a result gross profits increased from £2.68m in 2024 to £2.96m in 2025. Overheads were well controlled and the company achieved overall trading profits of £1.08m, up from £0.91m in the previous year. |
| The company carries no debt and, despite the restructure and paying for the purchase of its own manufacturing facility in the year, overall liquidity remains strong with cash and liquid deposits at the year-end of £2.54m (2024: £4.24m). |
| The company has undertaken a considerable amount of research and development into new products in the year, in particular on the design of a new thermal door and a fire rated door, both of which it believes will meet a growing need in the marketplace. The new thermal door will meet Building Regulation requirements on thermal efficiency and the fire rated door will respond to the growing number of enquires the company has for such a product. The company is aiming for both products to be available to clients in early 2026. |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Group Strategic Report |
| for the Period 29 January 2024 to 31 March 2025 |
| Vale Group Finance Limited |
| Using assets acquired as part of the restructure, the company had £13.8m on its lending book at the year end. It will continue to increase its lending book as resources allow. |
| The company's sole source of earnings is the interest charged on its loans but with minimal overheads, most of this translates into profit for the company which it can use to make further loans. |
| Vale Group Investment Limited |
| The company has a diversified portfolio of investments including commercial and residential property, equities and bonds and liquid deposits in UK Government Treasury bills. The portfolio generates a regular income but is also structured with long term growth in mind. |
| Investment in our businesses |
| The Group has a policy of investing in state-of-the-art technology, machinery and equipment and remain focused on improving systems, manufacturing processes and streamlining production, to create greater efficiencies in its manufacturing businesses. |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| Group companies have mitigated risks of supply chain disruption by making sure stock levels are sufficiently high and that more than one supplier is in place for each key material. |
| Group companies continually monitor the market and, where appropriate, undertake forward buying to take advantage of favourable market conditions and minimise the risk posed by adverse swings in the exchange rate. |
| The group has invested heavily in IT security infrastructure to ensure that resilient systems are in place in the face of any IT failures or cyber attacks, including a full disaster recovery plan and off site back up processes. |
| ON BEHALF OF THE BOARD: |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Report of the Directors |
| for the Period 29 January 2024 to 31 March 2025 |
| The directors present their report with the financial statements of the company and the group for the period 29 January 2024 to 31 March 2025. |
| INCORPORATION |
| The group was incorporated on 29 January 2024 and commenced trading on 1 April 2024. |
| PRINCIPAL ACTIVITIES |
| The principal activities of the group in the period under review are set out in the Strategic Report. The principal activity of Vale Group Holdings Limited was that of a holding company. |
| DIVIDENDS |
| During the period interim dividends of £657,151 were paid by the company. |
| DIRECTORS |
| The directors who have held office during the period from 29 January 2024 to the date of this report are as follows: |
| All the directors who are eligible offer themselves for election at the forthcoming first Annual General Meeting. |
| CHARITABLE DONATIONS |
| During the year, the Group made charitable donations of £3,273. |
| DISCLOSURE IN THE STRATEGIC REPORT |
| As permitted by Paragraph 1A of Schedule 7 to the large and medium sized Companies and Groups (Accounts & Reports) Regulations 2008, certain matters which are required to be disclosed in the Director's Report have been omitted as they are included in the Strategic Report. These matters include a fair review of the business and a description of the principal risks and uncertainties facing the group. |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Group 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 the group 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; |
| - | 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group 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 group'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 group's auditors are aware of that information. |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Report of the Directors |
| for the Period 29 January 2024 to 31 March 2025 |
| AUDITORS |
| The auditors, Wright Vigar Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| Report of the Independent Auditors to the Members of |
| Vale Group Holdings Limited |
| Opinion |
| We have audited the financial statements of Vale Group Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 March 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
| In our opinion the financial statements: |
| - | give a true and fair view of the state of the group's and of the parent company affairs as at 31 March 2025 and of the group's profit for the period 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 group 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 the 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 directors are responsible for the other information. The other information comprises the information in the Group 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 Group 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 Group 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 group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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 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. |
| Report of the Independent Auditors to the Members of |
| Vale Group Holdings Limited |
| 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 group's and 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 group or the parent 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: |
| Our work is performed to include an assessment of the susceptibility of the entity's financial statements to material misstatement, including the risk of fraud. Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK). |
| In identifying and assessing risk of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following: |
| - | We plan our work to gain an understanding of the significant laws and regulations that are of significance to the entity and the sector in which they operate. We perform our work to ensure that the entity is complying with its legal and regulatory framework. |
| - | We obtained an understanding of how the company is complying with those legal and regulatory frameworks by making inquiries to the management and people charged with governance. |
| We assessed the susceptibility of the Company's financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included: |
| - | Substantive procedures performed in accordance with the ISAs (UK). |
| - | Challenging assumptions and judgments made by management in its significant accounting estimates. |
| - | Identifying and testing journal entries, in particular material journal entries and an assessment of year end journals. |
| - | Assessing the extent of compliance with the relevant laws and regulations. |
| 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. |
| for and on behalf of |
| Statutory Auditors |
| Chartered Accountants & Business Advisers |
| 15 Newland |
| Lincoln |
| Lincolnshire |
| LN1 1XG |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Consolidated |
| Income Statement |
| for the Period 29 January 2024 to 31 March 2025 |
| Notes | £ | £ |
| TURNOVER | 3 | 15,933,737 |
| Cost of sales | 6,827,539 |
| GROSS PROFIT | 9,106,198 |
| Distribution costs | 1,055,175 |
| Administrative expenses | 5,354,327 |
| 6,409,502 |
| 2,696,696 |
| Other operating income | 272,297 |
| Gain/loss on revaluation of assets | (25,578 | ) |
| OPERATING PROFIT | 5 | 2,943,415 |
| Income from fixed asset investments | 99 |
| Interest receivable and similar income | 559,230 |
| 559,329 |
| PROFIT BEFORE TAXATION | 3,502,744 |
| Tax on profit | 6 | 909,438 |
| PROFIT FOR THE FINANCIAL PERIOD |
| Profit attributable to: |
| Owners of the parent | 2,593,306 |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Consolidated |
| Other Comprehensive Income |
| for the Period 29 January 2024 to 31 March 2025 |
| Notes | £ |
| PROFIT FOR THE PERIOD | 2,593,306 |
| OTHER COMPREHENSIVE INCOME | - |
| TOTAL COMPREHENSIVE INCOME FOR THE PERIOD |
2,593,306 |
| Total comprehensive income attributable to: |
| Owners of the parent | 2,593,306 |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Consolidated Balance Sheet |
| 31 March 2025 |
| Notes | £ | £ |
| FIXED ASSETS |
| Intangible assets | 9 | 57,332 |
| Tangible assets | 10 | 4,784,679 |
| Investments | 11 | 1,346,780 |
| Investment property | 12 | 8,126,851 |
| 14,315,642 |
| CURRENT ASSETS |
| Stocks | 13 | 2,751,582 |
| Debtors | 14 | 4,279,569 |
| Cash at bank and in hand | 10,503,938 |
| 17,535,089 |
| CREDITORS |
| Amounts falling due within one year | 15 | 5,767,710 |
| NET CURRENT ASSETS | 11,767,379 |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
26,083,021 |
| PROVISIONS FOR LIABILITIES | 16 | 632,964 |
| NET ASSETS | 25,450,057 |
| CAPITAL AND RESERVES |
| Called up share capital | 17 | 2,056 |
| Consolidation reserve | 18 | 23,511,846 |
| Retained earnings | 18 | 1,936,155 |
| SHAREHOLDERS' FUNDS | 25,450,057 |
| The financial statements were approved by the Board of Directors and authorised for issue on 29 October 2025 and were signed on its behalf by: |
| S A C Morton - Director |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Company Balance Sheet |
| 31 March 2025 |
| Notes | £ | £ |
| FIXED ASSETS |
| Intangible assets | 9 |
| Tangible assets | 10 |
| Investments | 11 |
| Investment property | 12 |
| CURRENT ASSETS |
| Cash at bank |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CAPITAL AND RESERVES |
| Called up share capital | 17 |
| Retained earnings |
| SHAREHOLDERS' FUNDS |
| Company's profit for the financial year | 14,390,270 |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Consolidated Statement of Changes in Equity |
| for the Period 29 January 2024 to 31 March 2025 |
| Called up |
| share | Retained | Consolidation | Total |
| capital | earnings | reserve | equity |
| £ | £ | £ | £ |
| Changes in equity |
| Issue of share capital | 2,056 | - | - | 2,056 |
| Dividends | - | (657,151 | ) | - | (657,151 | ) |
| Total comprehensive income | - | 2,593,306 | - | 2,593,306 |
| Share for share exchange | - | - | 23,511,846 | 23,511,846 |
| Balance at 31 March 2025 | 2,056 | 1,936,155 | 23,511,846 | 25,450,057 |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Company Statement of Changes in Equity |
| for the Period 29 January 2024 to 31 March 2025 |
| Called up |
| share | Retained | Total |
| capital | earnings | equity |
| £ | £ | £ |
| Changes in equity |
| Issue of share capital | - |
| Dividends | - | ( |
) | ( |
) |
| Total comprehensive income | - |
| Balance at 31 March 2025 |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Consolidated Cash Flow Statement |
| for the Period 29 January 2024 to 31 March 2025 |
| Notes | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | 2,741,855 |
| Tax paid | (1,164,459 | ) |
| Net cash from operating activities | 1,577,396 |
| Cash flows from investing activities |
| Purchase of intangible fixed assets | (46,787 | ) |
| Purchase of tangible fixed assets | (295,429 | ) |
| Purchase of fixed asset investments | (1,444,846 | ) |
| Sale of tangible fixed assets | 29,492 |
| Sale of fixed asset investments | 99,768 |
| Sale of investment property | 34,698 |
| Interest received | 559,230 |
| Dividends received | 99 |
| Net cash inflow from acquisitions | 10,092,022 |
| Net cash from investing activities | 9,028,247 |
| Cash flows from financing activities |
| Amount introduced by directors | 875,892 |
| Amount withdrawn by directors | (322,202 | ) |
| Share issue | 1,756 |
| Equity dividends paid | (657,151 | ) |
| Net cash from financing activities | (101,705 | ) |
| Increase in cash and cash equivalents | 10,503,938 |
| Cash and cash equivalents at beginning of period |
2 |
- |
| Cash and cash equivalents at end of period |
2 |
10,503,938 |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Notes to the Consolidated Cash Flow Statement |
| for the Period 29 January 2024 to 31 March 2025 |
| 1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
| £ |
| Profit before taxation | 3,502,744 |
| Depreciation charges | 378,248 |
| Profit on disposal of fixed assets | (23,666 | ) |
| Loss on revaluation of fixed assets | 25,578 |
| Finance income | (559,329 | ) |
| 3,323,575 |
| Increase in stocks | (265,100 | ) |
| Decrease in trade and other debtors | 1,699,261 |
| Decrease in trade and other creditors | (2,015,881 | ) |
| Cash generated from operations | 2,741,855 |
| 2. | CASH AND CASH EQUIVALENTS |
| The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
| Period ended 31 March 2025 |
| 31.3.25 | 29.1.24 |
| £ | £ |
| Cash and cash equivalents | 10,503,938 | - |
| 3. | ANALYSIS OF CHANGES IN NET FUNDS |
| Acquisition |
| of |
| subsidiary |
| At 29.1.24 | Cash flow | companies | At 31.3.25 |
| £ | £ | £ | £ |
| Net cash |
| Cash at bank |
| and in hand | - | 411,916 | 10,092,022 | 10,503,938 |
| - | 411,916 | 10,092,022 | 10,503,938 |
| Total | - | 411,916 | 10,092,022 | 10,503,938 |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Notes to the Consolidated Cash Flow Statement |
| for the Period 29 January 2024 to 31 March 2025 |
| 4. | ACQUISITION OF BUSINESSES |
| During the period, the Group acquired 100% of the share capital of following companies engaged in principal activities listed below through a share for share exchange. The transaction did not involve any cash consideration and is therefore excluded from the cashflow statement. |
| Company | Acquisition date | Principal activity |
| Vale Garden Houses Limited | 01/04/2024 | Manufacture of conservatories |
| Architectural Bronze Limited | 01/04/2024 | Manufacture of bronze doors and windows |
| Vale Finance and Investment Group Limited |
01/04/2024 | Property letting |
| Vale Group Finance Limited | 01/04/2024 | Financial intermediation |
| Vale Group Investment Limited | 01/04/2024 | Holding of investments |
| Vale Trading Group Limited | 01/09/2024 | Intermediate holding company |
| Non-cash transactions |
| The acquisitions were completed by way of share for share exchange. A consolidation reserve of £23,511,846 was created. |
| The consolidation reserve reflects the excess of the net assets acquired over the nominal value of the shares issued. This reserve has been recognised within equity in the consolidated balance sheet. |
| £ |
| Shares exchanged (par value) | 300 |
| Consolidation reserve | 23,511,846 |
| Fair value of equity instruments issued | 23,512,146 |
| Assets and liabilities acquired | £ |
| Intangible assets | 22,609 |
| Tangible fixed assets | 4,607,072 |
| Fixed asset investments | 94,876 |
| Investment property | 8,098,141 |
| Stocks | 2,736,482 |
| Trade and other debtors | 5,978,830 |
| Cash and cash equivalents | 10,092,022 |
| Trade and other creditors | (7,560,069 | ) |
| Provisions for liabilities and charges | (557,817 | ) |
| Fair value of net assets acquired | 23,512,146 |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Notes to the Consolidated Financial Statements |
| for the Period 29 January 2024 to 31 March 2025 |
| 1. | STATUTORY INFORMATION |
| Vale Group Holdings Limited is a |
| The presentational currency of the financial statements is the Pound sterling (£). |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| Basis of consolidation |
| In the parent company financial statements, the 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. Investments in subsidiaries are accounted for at cost less impairment. |
| The consolidated financial statements incorporate those of Vale Group Holdings Limited and all of its subsidiaries (ie entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits). Subsidiaries acquired during the year are consolidated using the purchase method. Their results are incorporated from the date that control passes. |
| 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 group. |
| 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. |
| Turnover |
| Turnover represents the value of conservatories manufactured and installed, related building work, ancillary products, and properties sold during the year, excluding value added tax. Turnover on conservatories and building work is represented by the value of work done on contracts during the year, where the value includes both direct costs and overheads absorbed into contracts. No profit is taken on contracts until they are complete but if a contract is showing a loss then it is recognised immediately. |
| Intangible assets |
| Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
| Computer software is being amortised evenly over its estimated useful life of 3-5 years. |
| Tangible fixed assets |
| Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life. |
| Land and buildings | - Land not depreciated. Buildings 1% - 2% on cost |
| Plant and machinery | - 20% on cost and 6.7% - 20% on cost |
| Fixtures and fittings | - 6.7% - 50% on cost and 25% - 33% on cost |
| Motor vehicles | - 20% on cost |
| Land and buildings are revalued to fair value less any subsequent accumulated depreciation and subsequent impairment losses. |
| Investment property |
| Investment property is shown at most recent valuation. Any aggregate surplus or deficit arising from changes in fair value is recognised in profit or loss. |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Notes to the Consolidated Financial Statements - continued |
| for the Period 29 January 2024 to 31 March 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Stocks and work in progress |
| Work in progress is valued at the lower of cost and net realisable value and stock is valued at the average cost, after making due allowance for obsolete and slow moving items. |
| Cost includes all direct expenditure and an appropriate proportion of production overheads. Cost includes all purchase, transport, and handling costs in bringing stocks to their present location and condition. |
| Financial instruments |
| Only basic financial instruments as defined in FRS 102 are held. Financial assets and financial liabilities are recognised in the accounts only when the entity becomes party to the contractual provisions of the instrument and their measurement basis is as follows: |
| Financial assets - trade and other debtors are basic financial instruments and are debt instruments measured at amortised cost. Prepayments are not financial instruments. |
| Cash at bank is classified as a basic financial instrument and is measured at transaction price. |
| Financial liabilities - trade creditors, accruals and other creditors are basic financial instruments, and are measured at amortised cost. Where a financial liability constitutes a financing transaction it is initially and subsequently measured at the present value of future payments, discounted at a market rate of interest. |
| Taxation |
| Taxation for the period comprises current and deferred tax. Tax is recognised in the Consolidated 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 period 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. |
| Pension costs and other post-retirement benefits |
| The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
| Investments |
| Investments are shown at the lower of cost or net realisable value and any impairment of value will be recognised in the income statement. The difference between the fair value of the investments and their cost is not considered material. |
| Amounts recoverable on contracts |
| The amount by which recorded turnover on long term contracts is in excess of payments on account is classified as amounts recoverable on contracts under debtors. |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Notes to the Consolidated Financial Statements - continued |
| for the Period 29 January 2024 to 31 March 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Payments on account |
| The balance on payments on account in excess of amounts offset against amounts recoverable on contracts and long term contract balances is classified as payments received on account under creditors, where applicable. |
| 3. | TURNOVER |
| The turnover and profit before taxation are attributable to the principal activities of the group. |
| An analysis of turnover by class of business is given below: |
| £ |
| Conservatories and orangeries | 9,207,653 |
| Bronze windows and doors | 6,192,713 |
| Interiors | 31,288 |
| Property letting rents | 349,815 |
| Commercial interest received | 152,268 |
| 15,933,737 |
| An analysis of turnover by geographical market is given below: |
| £ |
| United Kingdom | 15,801,083 |
| Europe | 105,708 |
| Rest of World | 26,946 |
| 15,933,737 |
| 4. | EMPLOYEES AND DIRECTORS |
| £ |
| Wages and salaries | 5,534,687 |
| Social security costs | 455,448 |
| Other pension costs | 257,183 |
| 6,247,318 |
| The average number of employees during the period was as follows: |
| Administration | 63 |
| Production | 82 |
| Directors | 7 |
| The average number of employees by undertakings that were proportionately consolidated during the period was NIL. |
| £ |
| Directors' remuneration | 742,470 |
| Directors' pension contributions to money purchase schemes | 88,492 |
| Information regarding the highest paid director is as follows: |
| £ |
| Emoluments etc | 107,143 |
| Pension contributions to money purchase schemes | 58,300 |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Notes to the Consolidated Financial Statements - continued |
| for the Period 29 January 2024 to 31 March 2025 |
| 5. | OPERATING PROFIT |
| The operating profit is stated after charging/(crediting): |
| £ |
| Hire of plant and machinery | 13,831 |
| Depreciation - owned assets | 366,185 |
| Profit on disposal of fixed assets | (23,666 | ) |
| Computer software amortisation | 12,064 |
| Auditors' remuneration | 39,265 |
| Foreign exchange differences | 2,313 |
| 6. | TAXATION |
| Analysis of the tax charge |
| The tax charge on the profit for the period was as follows: |
| £ |
| Current tax: |
| UK corporation tax | 834,291 |
| Deferred tax | 75,147 |
| Tax on profit | 909,438 |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the period is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
| £ |
| Profit before tax | 3,502,744 |
| Profit multiplied by the standard rate of corporation tax in the UK of 25 % | 875,686 |
| Effects of: |
| Expenses not deductible for tax purposes | 21,197 |
| Income not taxable for tax purposes | (512 | ) |
| Depreciation in excess of capital allowances | 4,934 |
| Research and development credit adjustment | (6,419 | ) |
| Fair value movements on investment property | 11,439 |
| Chargeable gains | 3,261 |
| Difference resulting from tax charged at non-standard rate | (148 | ) |
| Total tax charge | 909,438 |
| 7. | INDIVIDUAL INCOME STATEMENT |
| As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
| 8. | DIVIDENDS |
| £ |
| Ordinary A shares of £1 each |
| Interim | 657,151 |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Notes to the Consolidated Financial Statements - continued |
| for the Period 29 January 2024 to 31 March 2025 |
| 9. | INTANGIBLE FIXED ASSETS |
| Group |
| Computer |
| software |
| £ |
| COST |
| Additions | 69,396 |
| At 31 March 2025 | 69,396 |
| AMORTISATION |
| Amortisation for period | 12,064 |
| At 31 March 2025 | 12,064 |
| NET BOOK VALUE |
| At 31 March 2025 | 57,332 |
| 10. | TANGIBLE FIXED ASSETS |
| Group |
| Fixtures |
| Land and | Plant and | and | Motor |
| buildings | machinery | fittings | vehicles | Totals |
| £ | £ | £ | £ | £ |
| COST |
| Additions | 3,615,755 | 760,100 | 143,577 | 633,069 | 5,152,501 |
| Disposals | - | - | (1,743 | ) | (129,548 | ) | (131,291 | ) |
| At 31 March 2025 | 3,615,755 | 760,100 | 141,834 | 503,521 | 5,021,210 |
| DEPRECIATION |
| Charge for period | 36,948 | 134,199 | 57,898 | 137,140 | 366,185 |
| Eliminated on disposal | - | - | (107 | ) | (129,547 | ) | (129,654 | ) |
| At 31 March 2025 | 36,948 | 134,199 | 57,791 | 7,593 | 236,531 |
| NET BOOK VALUE |
| At 31 March 2025 | 3,578,807 | 625,901 | 84,043 | 495,928 | 4,784,679 |
| Included in cost or valuation of land and buildings is freehold land of £891,397 which is not depreciated. |
| 11. | FIXED ASSET INVESTMENTS |
| Group |
| Listed | Unlisted |
| investments | investments | Totals |
| £ | £ | £ |
| COST OR VALUATION |
| Additions | 1,444,846 | 94,876 | 1,539,722 |
| Disposals | (6,779 | ) | (94,876 | ) | (101,655 | ) |
| Revaluations | (91,287 | ) | - | (91,287 | ) |
| At 31 March 2025 | 1,346,780 | - | 1,346,780 |
| NET BOOK VALUE |
| At 31 March 2025 | 1,346,780 | - | 1,346,780 |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Notes to the Consolidated Financial Statements - continued |
| for the Period 29 January 2024 to 31 March 2025 |
| 11. | FIXED ASSET INVESTMENTS - continued |
| Group |
| Cost or valuation at 31 March 2025 is represented by: |
| Listed |
| investments |
| £ |
| Valuation in 2025 | (91,287 | ) |
| Cost | 1,438,067 |
| 1,346,780 |
| Company |
| Shares in |
| group |
| undertakings |
| £ |
| COST |
| Additions |
| At 31 March 2025 |
| NET BOOK VALUE |
| At 31 March 2025 |
| The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
| Subsidiaries |
| Vale Trading Group Limited |
| Registered office: Belton Park, Londonthorpe Road, Grantham, Lincolnshire, NG31 9SJ |
| Nature of business: Intermediate holding company |
| % |
| Class of shares: | holding |
| Ordinary voting | 100.00 |
| 2025 |
| £ |
| Aggregate capital and reserves | 200 |
| Profit for the period | 3,000,000 |
| Vale Finance and Investment Group Limited |
| Registered office: Belton Park, Londonthorpe Road, Grantham, Lincolnshire, NG31 9SJ |
| Nature of business: Property letting |
| % |
| Class of shares: | holding |
| Ordinary voting | 100.00 |
| 2025 |
| £ |
| Aggregate capital and reserves | 13,738,410 |
| Profit for the period | 87,569 |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Notes to the Consolidated Financial Statements - continued |
| for the Period 29 January 2024 to 31 March 2025 |
| 11. | FIXED ASSET INVESTMENTS - continued |
| Vale Garden Houses Limited |
| Registered office: Belton Park, Londonthorpe Road, Grantham, Lincolnshire, NG31 9SJ |
| Nature of business: Manufacture of conservatories |
| % |
| Class of shares: | holding |
| Ordinary voting | 100.00 |
| 2025 |
| £ |
| Aggregate capital and reserves | 7,940,623 |
| Profit for the period | 1,333,793 |
| This investment is held by Vale Trading Group Limited. |
| Architectural Bronze Limited |
| Registered office: Belton Park, Londonthorpe Road, Grantham, Lincolnshire, NG31 9SJ |
| Nature of business: Manufacture of bronze windows and doors |
| % |
| Class of shares: | holding |
| Ordinary voting | 100.00 |
| 2025 |
| £ |
| Aggregate capital and reserves | 3,524,773 |
| Profit for the period | 927,449 |
| This investment is held by Vale Trading Group Limited. |
| Vale Group Finance Limited |
| Registered office: Belton Park, Londonthorpe Road, Grantham, Lincolnshire, NG31 9SJ |
| Nature of business: Financial intermediation |
| % |
| Class of shares: | holding |
| Ordinary voting | 100.00 |
| 2025 |
| £ |
| Aggregate capital and reserves | 14,038,816 |
| Profit for the period | 365,579 |
| This investment is held by Vale Finance and Investment Group Limited. |
| Vale Group Investment Limited |
| Registered office: Belton Park, Londonthorpe Road, Grantham, Lincolnshire, NG31 9SJ |
| Nature of business: Holding of investments |
| % |
| Class of shares: | holding |
| Ordinary voting | 100.00 |
| 2025 |
| £ |
| Aggregate capital and reserves | (61,001 | ) |
| Loss for the period | (61,101 | ) |
| This investment is held by Vale Finance and Investment Group Limited. |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Notes to the Consolidated Financial Statements - continued |
| for the Period 29 January 2024 to 31 March 2025 |
| 12. | INVESTMENT PROPERTY |
| Group |
| Total |
| £ |
| FAIR VALUE |
| Additions | 8,098,142 |
| Disposals | (37,000 | ) |
| Revaluations | 65,709 |
| At 31 March 2025 | 8,126,851 |
| NET BOOK VALUE |
| At 31 March 2025 | 8,126,851 |
| Fair value at 31 March 2025 is represented by: |
| £ |
| Valuation in 2025 | 65,709 |
| Cost | 8,061,142 |
| 8,126,851 |
| The investment properties held by the Group at the reporting date have been measured at fair value in accordance with Section 16 of FRS 102. |
| Winkworth has valued the investment properties on an open market basis where the firm has relevant professional qualifications and recent experience in the location and category of the investment property. |
| Bickford Limited has valued the investment properties on an open market basis where the individual has no relevant professional qualification but has recent and long term experience of the geographical location where the properties are held and in the type of properties held. |
| Just Lettings has valued the investment properties on an open market basis where the firm has relevant professional qualifications and recent experience in the location and category of the investment property. |
| Poyntons has valued the investment properties on an open market basis where the firm has relevant professional qualifications and recent experience in the location and category of the investment property. |
| The valuation of one of the investment properties were performed by the directors using market data and comparable property transactions, with reference to external sources where available. No independent valuation was obtained. The directors consider that the fair value reflects the current market conditions and the characteristics of the property. |
| 13. | STOCKS |
| Group |
| £ |
| Stocks | 2,253,008 |
| Work-in-progress | 498,574 |
| 2,751,582 |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Notes to the Consolidated Financial Statements - continued |
| for the Period 29 January 2024 to 31 March 2025 |
| 14. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| Group |
| £ |
| Trade debtors | 527,987 |
| Amounts recoverable on contracts | 105,731 |
| Other debtors | 3,197,531 |
| Prepayments and accrued income | 448,320 |
| 4,279,569 |
| 15. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| Group |
| £ |
| Trade creditors | 547,558 |
| Tax | 324,208 |
| Social security and other taxes | 137,519 |
| VAT | 326,398 |
| Other creditors | 316,219 |
| Payments on account | 2,715,735 |
| Directors' loan accounts | 581,183 |
| Accrued expenses | 818,890 |
| 5,767,710 |
| 16. | PROVISIONS FOR LIABILITIES |
| Group |
| £ |
| Deferred tax | 632,964 |
| Group |
| Deferred |
| tax |
| £ |
| Balance on group restructure | 557,818 |
| Accelerated capital allowances | 63,708 |
| Property valuation | 15,272 |
| Released to profit and loss | (3,834 | ) |
| Balance at 31 March 2025 | 632,964 |
| 17. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal |
| value: | £ |
| Ordinary A | £1 | 700 |
| Ordinary B | £1 | 828 |
| Ordinary C | £1 | 528 |
| 2,056 |
| The following shares were allotted and fully paid for cash at par during the period: |
| 700 Ordinary A shares of £1 each |
| 828 Ordinary B shares of £1 each |
| 528 Ordinary C shares of £1 each |
| Vale Group Holdings Limited (Registered number: 15449578) |
| Notes to the Consolidated Financial Statements - continued |
| for the Period 29 January 2024 to 31 March 2025 |
| 17. | CALLED UP SHARE CAPITAL - continued |
| Each ordinary share carries the right to one vote at general meetings of the company. Holders of ordinary shares are entitled to receive dividends as and when declared by the board of directors, subject to the availability of distributable profits. |
| 18. | RESERVES |
| Group |
| Retained | Consolidation |
| earnings | reserve | Totals |
| £ | £ | £ |
| Profit for the period | 2,593,306 | 2,593,306 |
| Dividends | (657,151 | ) | (657,151 | ) |
| Share for share exchange | - | 23,511,846 | 23,511,846 |
| At 31 March 2025 | 1,936,155 | 23,511,846 | 25,448,001 |
| The consolidation reserve reflects the excess of the net assets acquired over the nominal value of the shares issued. This reserve has been recognised within equity in the consolidated balance sheet. |
| 19. | ULTIMATE CONTROLLING PARTY |