REGISTERED NUMBER: 06209568 (England and Wales)

GROUP STRATEGIC REPORT, REPORT OF THE DIRECTOR AND

AUDITED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 JANUARY 2025

FOR

TREMORFA GROUP LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Director

3

Report of the Independent Auditors

5

Consolidated Income Statement

9

Consolidated Other Comprehensive Income

10

Consolidated Statement of Financial Position

11

Company Statement of Financial Position

12

Consolidated Statement of Changes in Equity

13

Company Statement of Changes in Equity

14

Consolidated Statement of Cash Flows

15

Notes to the Consolidated Statement of Cash Flows

16

Notes to the Consolidated Financial Statements

18

DIRECTOR:

M W Hosken

SECRETARY:

M W Hosken

REGISTERED OFFICE:

The Terrace Suite

St Mellons Hotel

Castleton

Cardiff

CF3 2XR

REGISTERED NUMBER:

06209568 (England and Wales)

AUDITORS:

Xeinadin Audit Limited

(Statutory Auditor)

Court House

Court Road

Bridgend

CF31 1BE

The director presents his strategic report of the company and the group for the year ended 31 January 2025.

Tremorfa Group Limited is a leading company within South Wales offering facilities management and the installation and maintenance of the following products and services:

Electrical

Mechanical

Fire & Security

CCTV

Process Control

Information Systems

The Group also operates a Wedding Venue & Health Club.

REVIEW OF BUSINESS

We aim to present a balanced and comprehensive review of the development and performance of the company during the year and its position at the year end. Our review is consistent with the size and nature of our business in the context of the risks and uncertainties we face.

We consider that our key performance indicators are those that communicate the financial performance and strength of the group, being turnover, gross and operating margin, and return on capital employed.

2025

2024

2023

£

£

£

Turnover

9,871,435

10,185,778

9,578,564

Gross Profit

2,413,056

3,033,430

2,,814,616

Operating Profit

360,806

522,136

595,911

Capital Employed

4,352,875

4,070,073

4,549,751

Return on Capital Employed

8.3%

12.8%

13.1%

PRINCIPAL RISKS AND UNCERTAINTIES

As for many businesses the environment in which we operate has been and continues to be challenging.

We recognise that some of our business maybe lost due to aggressive pricing from some of our competitors seeking to advance on our market share. We therefore continue to enhance customer care, quality and service delivery in order to achieve optimum overall value for money for our customers.

We are continuously aware that any business may be subject to unforeseen events and with this in mind our business strategy and development is aimed at minimising the effects of such events.

ON BEHALF OF THE BOARD:

M W Hosken - Director

30 October 2025

The director presents his report with the financial statements of the company and the group for the year ended 31 January 2025.

DIVIDENDS

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

FUTURE DEVELOPMENTS

Tremorfa Property Ltd

St Mellons Country Club is now established as a premier exclusive wedding venue delivering exceptional value for money. External buildings are being developed to compliment this offering.

Tremorfa Ltd

Continues to gain more contracts in traditional markets and continues to embrace new technologies to enhance the TASICCA brand and traditional systems. Customer service remains our priority together with enhanced training and safe working conditions.

The Panacea Health Club continues to operate in a challenging market dealing with member retention due to the cost-of-living crisis and stabilised but expensive utility costs. Our focus remains on delivering the best experience for our members possible within the tight budgets that we have available to enhance the club's overall experience.

DIRECTOR

M W Hosken held office during the whole of the period from 1 February 2024 to the date of this report.

DISCLOSURES IN THE STRATEGIC REPORT

Disclosures required under Schedule 7 have been disclosed in the Strategic Report in accordance with

s.414C(11) of the Companies Act 2006.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES

The director is responsible for preparing the Group Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless he is 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 director is 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 director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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 director is 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 he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, Xeinadin Audit Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

M W Hosken - Director

30 October 2025

Opinion

We have audited the financial statements of Tremorfa Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 January 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, 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 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 director's 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 director with respect to going concern are described in the relevant sections of this report.

Other information

The director is responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Director, 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 Director 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 Director 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 Director.

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 director's remuneration specified by law are not made; or

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

Responsibilities of director

As explained more fully in the Statement of Director's Responsibilities set out on page three, the director is 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 director determines 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 director is 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 director either intends to liquidate the group or the parent company or to cease operations, or has 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 approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

- The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

- We identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the group's principal activity which is that of mechanical and electrical engineering;

- We focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation, data protection, anti-bribery, employment, environmental and health and safety legislation;

- We assessed the extent of the compliance with the laws and regulations identified above by making enquiries of management and inspecting any legal correspondence; and

- The laws and regulations identified were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the group's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

- Making enquires of the directors and management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud;

- Considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; and

- Understanding the design of the company's remuneration policies.

To address the risk of fraud through management bias and override of controls, we:

- Performed analytical procedures to identify any unusual or unexpected relationships;

- Tested journal entries to identify unusual transactions;

- Assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and

- Investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

- Agreeing financial statement disclosure to underlying supporting documentation;

- Enquiring of management as to actual and potential litigation and claims; and

- Reviewing correspondence relevant to tax and legal matters where available.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

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.

Jon Payne ACA (Senior Statutory Auditor)

for and on behalf of Xeinadin Audit Limited

(Statutory Auditor)

Court House

Court Road

Bridgend

CF31 1BE

30 October 2025

TURNOVER

3

9,871,435

10,185,778

Cost of sales

7,458,379

7,152,348

GROSS PROFIT

2,413,056

3,033,430

Administrative expenses

2,104,138

2,511,369

308,918

522,061

Other operating income

51,888

75

OPERATING PROFIT

5

360,806

522,136

Interest receivable and similar income

15,507

13,787

376,313

535,923

Interest payable and similar expenses

6

106,190

104,527

PROFIT BEFORE TAXATION

270,123

431,396

Tax on profit

7

78,036

139,532

PROFIT FOR THE FINANCIAL YEAR

192,087

291,864

Profit attributable to:

Owners of the parent

192,087

291,864

PROFIT FOR THE YEAR

192,087

291,864

OTHER COMPREHENSIVE LOSS

Purchase of own shares

-

(546,250

)

Income tax relating to other comprehensive loss

-

-

OTHER COMPREHENSIVE LOSS FOR THE YEAR, NET OF INCOME TAX

-

(546,250

)

TOTAL COMPREHENSIVE INCOME/(LOSS) FOR THE YEAR

192,087

(254,386

)

Total comprehensive income/(loss) attributable to:

Owners of the parent

192,087

(254,386

)

FIXED ASSETS

Tangible assets

10

4,311,647

4,172,263

Investments

11

-

-

4,311,647

4,172,263

CURRENT ASSETS

Stocks

12

76,208

1,143

Debtors

13

891,417

1,719,337

Cash at bank and in hand

979,825

525,437

1,947,450

2,245,917

CREDITORS

Amounts falling due within one year

14

1,906,222

2,348,107

NET CURRENT ASSETS/(LIABILITIES)

41,228

(102,190

)

TOTAL ASSETS LESS CURRENT LIABILITIES

4,352,875

4,070,073

CREDITORS

Amounts falling due after more than one year

15

(1,324,141

)

(1,278,923

)

PROVISIONS FOR LIABILITIES

19

(347,324

)

(301,827

)

NET ASSETS

2,681,410

2,489,323

CAPITAL AND RESERVES

Called up share capital

20

70,750

70,750

Revaluation reserve

21

761,400

761,400

Capital redemption reserve

21

29,250

29,250

Retained earnings

21

1,820,010

1,627,923

SHAREHOLDERS' FUNDS

2,681,410

2,489,323

The financial statements were approved by the director and authorised for issue on 30 October 2025 and were signed by:

M W Hosken - Director

FIXED ASSETS

Tangible assets

10

-

-

Investments

11

697,843

697,843

697,843

697,843

CREDITORS

Amounts falling due within one year

14

593,725

593,725

NET CURRENT LIABILITIES

(593,725

)

(593,725

)

TOTAL ASSETS LESS CURRENT LIABILITIES

104,118

104,118

CAPITAL AND RESERVES

Called up share capital

20

70,750

70,750

Capital redemption reserve

21

29,250

29,250

Retained earnings

21

4,118

4,118

SHAREHOLDERS' FUNDS

104,118

104,118

Company's profit for the financial year

-

87,125

The financial statements were approved by the director and authorised for issue on 30 October 2025 and were signed by:

M W Hosken - Director

Called up

Capital

share

Retained

Revaluation

redemption

Total

capital

earnings

reserve

reserve

equity

£

£

£

£

£

Balance at 1 February 2023

99,500

1,926,059

761,400

500

2,787,459

Changes in equity

Issue of share capital

(28,750

)

-

-

-

(28,750

)

Dividends

-

(15,000

)

-

-

(15,000

)

Total comprehensive loss

-

(283,136

)

-

28,750

(254,386

)

Balance at 31 January 2024

70,750

1,627,923

761,400

29,250

2,489,323

Changes in equity

Total comprehensive income

-

192,087

-

-

192,087

Balance at 31 January 2025

70,750

1,820,010

761,400

29,250

2,681,410

Called up

Capital

share

Retained

Share

redemption

Total

capital

earnings

premium

reserve

equity

£

£

£

£

£

Balance at 1 February 2023

99,500

9,150

497,843

500

606,993

Changes in equity

Issue of share capital

(28,750

)

-

(497,843

)

-

(526,593

)

Dividends

-

(15,000

)

-

-

(15,000

)

Total comprehensive income

-

9,968

-

28,750

38,718

Balance at 31 January 2024

70,750

4,118

-

29,250

104,118

Changes in equity

Balance at 31 January 2025

70,750

4,118

-

29,250

104,118

Cash flows from operating activities

Cash generated from operations

1

902,040

620,864

Interest paid

(77,093

)

(87,187

)

Interest element of hire purchase payments paid

(29,097

)

(17,340

)

Tax paid

(92,309

)

(53,100

)

Net cash from operating activities

703,541

463,237

Cash flows from investing activities

Purchase of tangible fixed assets

(366,904

)

(212,271

)

Sale of tangible fixed assets

30,760

30,038

Interest received

15,507

13,787

Net cash from investing activities

(320,637

)

(168,446

)

Cash flows from financing activities

Capital repayments in year

213,977

39,710

Amount introduced by directors

-

35,000

Amount withdrawn by directors

(5,000

)

-

Purchase of own shares

-

(546,250

)

Capital redemption reserve

-

(28,750

)

Equity dividends paid

-

(15,000

)

Net cash from financing activities

208,977

(515,290

)

Increase/(decrease) in cash and cash equivalents

591,881

(220,499

)

Cash and cash equivalents at beginning of year

2

387,944

608,443

Cash and cash equivalents at end of year

2

979,825

387,944

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2025

2024

£

£

Profit before taxation

270,123

431,396

Depreciation charges

208,132

197,609

Profit on disposal of fixed assets

(11,372

)

(14,622

)

Amounts recoverable on contracts

(4,092

)

(22,396

)

Finance costs

106,190

104,527

Finance income

(15,507

)

(13,787

)

553,474

682,727

(Increase)/decrease in stocks

(75,065

)

220

Decrease in trade and other debtors

732,129

448,278

Decrease in trade and other creditors

(308,498

)

(510,361

)

Cash generated from operations

902,040

620,864

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Year ended 31 January 2025

31.1.25

1.2.24

£

£

Cash and cash equivalents

979,825

525,437

Bank overdrafts

-

(137,493

)

979,825

387,944

Year ended 31 January 2024

31.1.24

1.2.23

£

£

Cash and cash equivalents

525,437

813,894

Bank overdrafts

(137,493

)

(205,451

)

387,944

608,443

3.	ANALYSIS OF CHANGES IN NET DEBT

At 1.2.24

Cash flow

At 31.1.25

£

£

£

Net cash

Cash at bank and in hand

525,437

454,388

979,825

Bank overdrafts

(137,493

)

137,493

-

387,944

591,881

979,825

Debt

Finance leases

(405,942

)

(213,977

)

(619,919

)

Debts falling due within 1 year

(147,949

)

(249

)

(148,198

)

Debts falling due after 1 year

(992,282

)

100,274

(892,008

)

(1,546,173

)

(113,952

)

(1,660,125

)

Total

(1,158,229

)

477,929

(680,300

)

1.	STATUTORY INFORMATION

Tremorfa Group Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets.

The Directors have reviewed and considered the financial position of the Group, taking account of reserves and cash, the 2025-2026 budget, agreed future contract work and longer term plans, together with its financial and risk management systems. The Directors believe that the Company has sufficient working capital resources to continue to operate for the foreseeable future. Therefore, they continue to adopt the going concern basis of accounting in preparing the Financial Statements.

Basis of consolidation

These group accounts are prepared using the acquisition method.

Turnover

Turnover represents net invoiced sales of goods and services, excluding value added tax, except in respect of service contracts where turnover is recognised when the group obtains the right to consideration.

Tangible fixed assets

Tangible fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses. Cost includes the original purchase price, plus any costs directly attributable to bringing the asset to its working condition for intended use.

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Freehold property,excluding freehold land which is not depreciated, is depreciated at 2% per annum on cost when brought into use.

Plant and machinery etc

-33%, 20% and 10% on cost

Fixtures and fittings

-10% on cost

Motor vehicles

-20% on cost

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Financial instruments

Financial Instruments are recognised initially at transaction price, adjusted for transaction costs.

Subsequent measurement is at amortised cost. All financial instruments are classified as basic.