REGISTERED NUMBER: 06052968 (England and Wales)

GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31ST JANUARY 2025

FOR

REKAB LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Consolidated Statement of 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

DIRECTORS:

Mr P Baker

Mrs L K Baker

Mr J C Baker

Mrs C L Knight

SECRETARY:

Mrs C L Knight

REGISTERED OFFICE:

Display House

Hortonwood 7

Telford

Shropshire

TF1 7GP

REGISTERED NUMBER:

06052968 (England and Wales)

AUDITORS:

Stanton Ralph & Co Limited

Chartered Accountants

Statutory Auditor

The Old Police Station

Whitburn Street

Bridgnorth

Shropshire

WV16 4QP

The directors present their strategic report of the company and the group for the year ended 31st January 2025.

REVIEW OF BUSINESS

The 2024 and 2025 periods have continued to be a challenging period for the company as reflected in the financial statements. The group has continued to navigate through some tough trading conditions resulting in periods of cashflow constraints. Turnover has shown improvement largely as a result of the efforts over the last year to ensure jobs are delivered in a timely manner. The group was impacted by rising material, and labour, costs on long term projects where no price escalations were contracted, and was also impacted by extended shipping periods for products destined for Europe and North America.

There were gradual improvements throughout 2024 which have continued into 2025 with the financial position steadily improving. In addition, working capital has been supported by the asset based lending facility, providing the necessary head room and flexibility to manage ongoing and upcoming projects.

With its focus on specialised engineered interior product for the Rail and Airport sectors, the group has continued to build on its forward order book, with projects now secured up to and including 2029. The addition of a US manufacturing site has enabled it to broaden its customer portfolio, and it now targets projects for the US railroad market, as well as continuing to support its existing UK and European customers.

PRINCIPAL RISKS AND UNCERTAINTIES

Credit risk

The group's main credit risk is associated with trade debtors. Amounts recorded in the balance sheet are stated net of allowances for doubtful accounts. The group has long standing relationships with significant customers and credit checks are performed on new customers.

Liquidity risk

At the end of 2024 the group ceased use of an invoice discounting facility that was used to minimise its credit risk from slow paying customers. In 2025 the group sourced funds from a commercial financing company. Where short term funding is required funds are advanced from shareholders.

FINANCIAL KEY PERFORMANCE INDICATORS

The directors considers turnover, earnings before interest, tax and depreciation (EBITDA), net movement in cash and room occupancy to be the key financial performance indicators of the group. The results for the year were as follows:

2025

2024

£

£

Turnover

8,256,349

6,821,284

EBITDA

1,143,119

487,107

Net movement in cash

760,788

(194,834)

ON BEHALF OF THE BOARD:

Mrs C L Knight - Director

29th October 2025

The directors present their report with the financial statements of the company and the group for the year ended 31st January 2025.

PRINCIPAL ACTIVITY

The principal activity of the company is that of a holding company, and the principal activity of the group is the manufacture and sale of commercial interior solutions.

DIVIDENDS

No dividends will be distributed for the year ended 31st January 2025.

RESEARCH AND DEVELOPMENT

The Group continues to work alongside customer requirements and develop new products that meet safety regulations and customer design specifications.

FUTURE DEVELOPMENTS

The directors anticipate the business environment will remain competitive. They believe that the Group is in a reasonable financial position and that the risks that have been identified are being well managed. With careful focus on appropriate diversification and development of new products, as well as continuing review of the state of the market and the activities of competitors, the directors are confident in the Group's ability to maintain and build on this position, albeit with cautious growth expectations.

DIRECTORS

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

Mr P Baker

Mrs L K Baker

Mr J C Baker

Mrs C L Knight

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.

ON BEHALF OF THE BOARD:

Mrs C L Knight - Director

29th October 2025

Opinion

We have audited the financial statements of Rekab Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31st January 2025 which comprise the Consolidated Statement of 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 31st January 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 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.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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:

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, as outlined above, to detect material misstatements in respect of irregularities, including fraud.

We obtain and update our understanding of the entity, its activities, its control environment, and its likely future developments, including in relation to the legal and regulatory framework applicable and how the entity and is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

- enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;

- reviewing minutes of meetings of those charged with governance;

- assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the entity through enquiry and inspection;

- reviewing financial statement disclosures and testing to supporting documentation to assess compliance with laws and regulations; and

- performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Darren Foot FCA (Senior Statutory Auditor)

for and on behalf of Stanton Ralph & Co Limited

Chartered Accountants

Statutory Auditor

The Old Police Station

Whitburn Street

Bridgnorth

Shropshire

WV16 4QP

29th October 2025

6,821,284

TURNOVER

3

8,256,349

4,242,341

Cost of sales

5,405,904

2,578,943

GROSS PROFIT

2,850,445

2,208,672

Administrative expenses

1,809,611

370,271

OPERATING PROFIT

5

1,040,834

1,706

Interest receivable and similar income

726

371,977

1,041,560

141,748

Interest payable and similar expenses

6

513,553

230,229

PROFIT BEFORE TAXATION

528,007

48,270

Tax on profit

7

8,422

181,959

PROFIT FOR THE FINANCIAL YEAR

519,585

OTHER COMPREHENSIVE INCOME

1,400,000

Freehold property revaluation

-

(250,820

)

Income tax relating to other comprehensive income

-

1,149,180

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

-

1,331,139

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

519,585

Prior year adjustment

9

(213,144

)

TOTAL COMPREHENSIVE INCOME SINCE LAST ANNUAL REPORT

306,441

Profit attributable to:

170,720

Owners of the parent

327,996

11,239

Non-controlling interests

191,589

181,959

519,585

Total comprehensive income attributable to:

1,319,900

Owners of the parent

(98,292

)

11,239

Non-controlling interests

191,589

1,331,139

93,297

FIXED ASSETS

5,434,214

Tangible assets

10

5,512,182

-

Investments

11

-

5,434,214

5,512,182

CURRENT ASSETS

1,627,920

Stocks

12

1,605,722

4,476,639

Debtors

13

4,631,090

16,475

Cash at bank

756,821

6,121,034

6,993,633

CREDITORS

5,557,840

Amounts falling due within one year

14

3,112,654

563,194

NET CURRENT ASSETS

3,880,979

5,997,408

TOTAL ASSETS LESS CURRENT LIABILITIES

9,393,161

CREDITORS

-

Amounts falling due after more than one year

15

(2,902,986

)

(511,484

)

PROVISIONS FOR LIABILITIES

19

(484,666

)

5,485,924

NET ASSETS

6,005,509

CAPITAL AND RESERVES

3,700,100

Called up share capital

20

3,700,100

1,149,180

Revaluation reserve

21

1,149,180

1,418,021

Retained earnings

21

1,746,017

6,267,301

SHAREHOLDERS' FUNDS

6,595,297

(781,377

)

NON-CONTROLLING INTERESTS

(589,788

)

5,485,924

TOTAL EQUITY

6,005,509

The financial statements were approved by the Board of Directors and authorised for issue on 29th October 2025 and were signed on its behalf by:

Mrs C L Knight - Director

FIXED ASSETS

4,600,000

Tangible assets

10

4,600,000

3,700,050

Investments

11

3,700,050

8,300,050

8,300,050

CURRENT ASSETS

1,078,382

Debtors

13

3,366,713

15,084

Cash at bank

207,635

1,093,466

3,574,348

CREDITORS

829,135

Amounts falling due within one year

14

738,236

264,331

NET CURRENT ASSETS

2,836,112

8,564,381

TOTAL ASSETS LESS CURRENT LIABILITIES

11,136,162

CREDITORS

-

Amounts falling due after more than one year

15

(2,799,745

)

(245,428

)

PROVISIONS FOR LIABILITIES

19

(245,428

)

8,318,953

NET ASSETS

8,090,989

CAPITAL AND RESERVES

3,700,100

Called up share capital

20

3,700,100

1,252,459

Revaluation reserve

1,252,459

3,366,394

Retained earnings

3,138,430

8,318,953

SHAREHOLDERS' FUNDS

8,090,989

191,335

Company's (loss)/profit for the financial year

(227,964

)

The financial statements were approved by the Board of Directors and authorised for issue on 29th October 2025 and were signed on its behalf by:

Mrs C L Knight - Director

Called up

share

Retained

Revaluation

capital

earnings

reserve

£

£

£

Balance at 1st February 2023

3,700,100

1,247,301

-

Changes in equity

Total comprehensive income

-

383,864

1,149,180

Balance at 31st January 2024

3,700,100

1,631,165

1,149,180

Prior year adjustment

-

(213,144

)

-

As restated

3,700,100

1,418,021

1,149,180

Changes in equity

Total comprehensive income

-

327,996

-

Balance at 31st January 2025

3,700,100

1,746,017

1,149,180

Non-controlling

Total

Total

interests

equity

£

£

£

Balance at 1st February 2023

4,947,401

(792,616

)

4,154,785

Changes in equity

Total comprehensive income

1,533,044

11,239

1,544,283

Balance at 31st January 2024

6,480,445

(781,377

)

5,699,068

Prior year adjustment

(213,144

)

-

(213,144

)

As restated

6,267,301

(781,377

)

5,485,924

Changes in equity

Total comprehensive income

327,996

191,589

519,585

Balance at 31st January 2025

6,595,297

(589,788

)

6,005,509

Called up

share

Retained

Revaluation

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1st February 2023

3,700,100

3,175,059

103,279

6,978,438

Changes in equity

Total comprehensive income

-

191,335

1,149,180

1,340,515

Balance at 31st January 2024

3,700,100

3,366,394

1,252,459

8,318,953

Changes in equity

Total comprehensive income

-

(227,964

)

-

(227,964

)

Balance at 31st January 2025

3,700,100

3,138,430

1,252,459

8,090,989

Cash flows from operating activities

645,873

Cash generated from operations

1

2,596,122

(3,689

)

Interest paid

(12,693

)

(5,914

)

Interest element of hire purchase payments paid

(311

)

(94,957

)

Invoice financing fees

(108,013

)

-

Tax paid

1

541,313

Net cash from operating activities

2,475,106

Cash flows from investing activities

(66,187

)

Purchase of tangible fixed assets

(173,004

)

21,000

Sale of tangible fixed assets

-

(789,042

)

Amounts advanced to associate entities

(1,602,761

)

1,706

Interest received

726

(832,523

)

Net cash from investing activities

(1,775,039

)

Cash flows from financing activities

-

New loans in year

2,884,065

(116,771

)

Loan repayments in year

(477,007

)

(37,188

)

Loan interest paid

(392,536

)

(65,258

)

Hire purchase payments

(59,654

)

424,082

Net amounts (to)/from directors

(208,187

)

(108,489

)

Invoice financing draw downs

(1,851,146

)

-

New hire purchase finance secured

165,186

96,376

Net cash from financing activities

60,721

(194,834

)

Increase/(decrease) in cash and cash equivalents

760,788

190,867

Cash and cash equivalents at beginning of year

2

(3,967

)

(3,967

)

Cash and cash equivalents at end of year

2

756,821

1.	RECONCILIATION OF PROFIT FOR THE FINANCIAL YEAR TO CASH GENERATED FROM OPERATIONS

31.1.25

31.1.24

as

restated

£

£

Profit for the financial year

519,585

181,959

Depreciation charges

95,036

95,827

Loss on disposal of fixed assets

-

16,422

Release of warranty provision

(50,000

)

(50,000

)

Finance costs

513,553

141,748

Finance income

(726

)

(1,706

)

Taxation

8,422

48,270

1,085,870

432,520

Decrease/(increase) in stocks

22,198

(845,654

)

Decrease in trade and other debtors

1,448,310

480,468

Increase in trade and other creditors

39,744

578,539

Cash generated from operations

2,596,122

645,873

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:

Year ended 31st January 2025

31.1.25

1.2.24

£

£

Cash and cash equivalents

756,821

16,475

Bank overdrafts

-

(20,442

)

756,821

(3,967

)

Year ended 31st January 2024

31.1.24

1.2.23

as restated

£

£

Cash and cash equivalents

16,475

190,867

Bank overdrafts

(20,442

)

-

(3,967

)

190,867

3.	ANALYSIS OF CHANGES IN NET DEBT

At 1.2.24

Cash flow

At 31.1.25

£

£

£

Net cash

Cash at bank

16,475

740,346

756,821

Bank overdrafts

(20,442

)

20,442

-

(3,967

)

760,788

756,821

Debt

Finance leases

(25,240

)

(105,532

)

(130,772

)

Debts falling due within 1 year

(446,407

)

392,687

(53,720

)

Debts falling due after 1 year

-

(2,799,745

)

(2,799,745

)

(471,647

)

(2,512,590

)

(2,984,237

)

Total

(475,614

)

(1,751,802

)

(2,227,416

)