Company registration number 02593885 (England and Wales)
KEPSTON HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
KEPSTON HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Mr B D Millage
Mrs T J Millage
Secretary
Mrs A S Taylor
Company number
02593885
Registered office
Units 13-15
Western Way
Wednesbury
West Midlands
WS10 7BW
Auditor
Edwards
34 High Street
Aldridge
Walsall
West Midlands
WS9 8LZ
KEPSTON HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 6
Group statement of comprehensive income
7
Group balance sheet
8
Company balance sheet
9
Group statement of changes in equity
10
Company statement of changes in equity
11
Group statement of cash flows
12
Notes to the financial statements
13 - 26
KEPSTON HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 JUNE 2025
- 1 -

The directors present the strategic report for the year ended 30 June 2025.

Results and dividends

The consolidated profit and loss account is set out on page 7 and shows the loss for the year.

The directors have declared and paid during the financial year a dividend amounting to £103,933 (2024 - £326,721). The directors do not recommend payment of a final dividend.

Review of the business

The company's principle activity is that of a management company for K epston Limited. The group's principal activity is that of jig and general grinding, furnace brazing and heat treatment.

The group reports a loss before tax of £72,082 (2024: £744,687 profit before tax), but when adjusted for exceptional costs, the group report a satisfactory profit before tax of £67,710.

At 30 June 202 5 the group had shareholders' funds of £4,571,724, distributable reserves of £4,402,995 and current assets in excess of its current liabilities by £2,335,693. The directors therefore believe the group's position at the year end to be satisfactory.

Principal risks and uncertainties

The directors have assessed the main risk facing the group to be continued competitive pressure on volumes and margins. The directors remain committed to mitigating this risk and developing business further through continued investment in people, the efficiency of company operations and by consistently developing innovative customer focused solutions. The policy of the group will continue to be that of providing the very highest standards and best possible service to its customers to develop business in line with that required to support the range of products it provides.

Key performance indicators

Key performance indicators are used to measure and evaluate company performance against targets and monitor various activities throughout the group. The main key performance indicators employed in the group are:

- Turnover levels (by product and market)

- Profit/(loss) levels (contribution, gross margin and net margin)

- Debtor days

The board monitor these on a monthly basis against budgets.

On behalf of the board

Mr B D Millage
Director
4 November 2025
KEPSTON HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2025
- 2 -

The directors present their annual report and financial statements for the year ended 30 June 2025.

Directors

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

Mr B D Millage
Mrs T J Millage
Financial instruments

The group finances its operations through retained profits, operational bank accounts and bank loans, the interest on which are at market rate.

The directors' objectives are to retain sufficient liquid funds to enable the group to meet its day to day obligations as they fall due and to maximise returns on funds.

The group's funds are held primarily in current accounts which the directors believe give the group flexibility to release cash resources at short notice and allows the group to take advantage of changing economic and industry conditions as they a rise.

In addition, various financial instruments such as trade debtors and trade creditors arise directly from the group's operations. The group performs credit checks for all significant customers to minimise bad debt risk.

Auditor

The auditor, Edwards, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Energy and carbon report

As the group has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.

Statement of disclosure to auditor

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

On behalf of the board
Mr B D Millage
Director
4 November 2025
KEPSTON HOLDINGS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 JUNE 2025
- 3 -

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;

- make judgements and accounting estimates that are reasonable and prudent;

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

KEPSTON HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF KEPSTON HOLDINGS LIMITED
- 4 -
Opinion

We have audited the financial statements of Kepston Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 June 2025 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- give a true and fair view of the state of the group's and the parent company's affairs as at 30 June 2025 and of the group's loss for the year then ended;

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

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

Basis for opinion

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

Conclusions relating to going concern

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

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

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

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

- T he information given in the strategic report and the directors' r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

KEPSTON HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF KEPSTON HOLDINGS LIMITED
- 5 -
Matters on which we are required to report by exception

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

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

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

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

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

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

Responsibilities of directors

As explained more fully in the directors' r esponsibilities s tatement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

We obtained an understanding of the legal and regulatory frameworks within which the Company operates, focusing on those laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements. The laws and regulations we considered in this context were the Companies Act 2006, taxation legislation and health & safety regulations compliance.

We identified the greatest risk of material impact on the financial statements from irregularities, including fraud, to be in the following areas: the override of controls by management, revenue journals, inappropriate treatment of non-routine transactions and areas of estimation uncertainty. Our audit procedures to respond to these risks included enquiries of management about their own identification and assessment of the risks of irregularities, review and discussion of non-routine transactions, sample testing on the posting of journals and review of accounting estimates for biases.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

These inherent limitations are particularly significant in the case of misstatement resulting from fraud as this may involve sophisticated schemes designed to avoid detection, including deliberate failure to record transactions, collusion or the provision of intentional misrepresentations.

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

KEPSTON HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF KEPSTON HOLDINGS LIMITED
- 6 -

Use of our report

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

David Webb FCA (Senior Statutory Auditor)
For and on behalf of Edwards
4 November 2025
Chartered Accountants
Statutory Auditor
34 High Street
Aldridge
Walsall
West Midlands
WS9 8LZ
KEPSTON HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2025
- 7 -
2025
2024
Notes
£
£
Turnover
3
5,550,128
5,768,809
Cost of sales
(3,447,981)
(3,302,655)
Gross profit
2,102,147
2,466,154
Distribution costs
(377,212)
(224,516)
Administrative expenses
(1,693,514)
(1,542,344)
Related party loan written off
4
(139,792)
-
0
Operating (loss)/profit
5
(108,371)
699,294
Interest receivable and similar income
9
50,895
59,083
Interest payable and similar expenses
10
(14,606)
(13,690)
(Loss)/profit before taxation
(72,082)
744,687
Tax on (loss)/profit
11
(29,868)
(143,965)
(Loss)/profit for the financial year
(101,950)
600,722
(Loss)/profit for the financial year is attributable to:
- Owners of the parent company
(95,733)
593,582
- Non-controlling interests
(6,217)
7,140
(101,950)
600,722
Total comprehensive income for the year is attributable to:
- Owners of the parent company
(95,733)
593,582
- Non-controlling interests
(6,217)
7,140
(101,950)
600,722

The profit and loss account has been prepared on the basis that all operations are continuing operations.

There are no recognised gains and losses other than those passing through the profit and loss account.

The notes on pages 13 - 26 form part of these financial statements.

KEPSTON HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
30 JUNE 2025
30 June 2025
- 8 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
14
2,994,897
3,090,123
Current assets
Debtors
17
1,280,855
1,172,968
Cash at bank and in hand
2,067,107
2,408,042
3,347,962
3,581,010
Creditors: amounts falling due within one year
18
(1,012,269)
(1,148,540)
Net current assets
2,335,693
2,432,470
Total assets less current liabilities
5,330,590
5,522,593
Creditors: amounts falling due after more than one year
19
(163,866)
(92,988)
Provisions for liabilities
Deferred tax liability
21
595,000
652,000
(595,000)
(652,000)
Net assets
4,571,724
4,777,605
Capital and reserves
Called up share capital
23
10,969
10,967
Capital redemption reserve
10,535
10,535
Profit and loss reserves
4,402,995
4,602,661
Equity attributable to owners of the parent company
4,424,499
4,624,163
Non-controlling interests
147,225
153,442
4,571,724
4,777,605
The financial statements were approved by the board of directors and authorised for issue on 4 November 2025 and are signed on its behalf by:
04 November 2025
Mr B D Millage
Director
The notes on pages 13 - 26 form part of these financial statements
KEPSTON HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 30 JUNE 2025
30 June 2025
- 9 -
2025
2024
Notes
£
£
£
£
Fixed assets
Investments
15
297,557
297,557
Current assets
Debtors
17
2
-
0
Cash at bank and in hand
24
11,182
26
11,182
Creditors: amounts falling due within one year
18
(177,014)
(188,160)
Net current liabilities
(176,988)
(176,978)
Net assets
120,569
120,579
Capital and reserves
Called up share capital
23
10,969
10,967
Capital redemption reserve
10,535
10,535
Profit and loss reserves
99,065
99,077
Total equity
120,569
120,579

As permitted by section 408 of the Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s profit for the year was £103,921 (2024 - £364,286 profit).

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 4 November 2025 and are signed on its behalf by:
04 November 2025
Mr B D Millage
Director
Company Registration No. 02593885
The notes on pages 13 - 26 form part of these financial statements
KEPSTON HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2025
- 10 -
Notes
Share capital
Capital redemption reserve
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
£
£
£
£
£
£
Balance at 1 July 2023
10,967
10,535
4,349,619
4,371,121
187,766
4,558,887
Year ended 30 June 2024:
Profit and total comprehensive income for the year
-
-
593,582
593,582
7,140
600,722
Dividends
12
-
-
(326,721)
(326,721)
-
(326,721)
Purchase of shares in subsidiary from non-controlling interest
-
-
(13,819)
(13,819)
(41,464)
(55,283)
Balance at 30 June 2024
10,967
10,535
4,602,661
4,624,163
153,442
4,777,605
Year ended 30 June 2025:
Loss and total comprehensive income for the year
-
-
(95,733)
(95,733)
(6,217)
(101,950)
Issue of share capital
23
2
-
-
2
-
2
Dividends
12
-
-
(103,933)
(103,933)
-
(103,933)
Balance at 30 June 2025
10,969
10,535
4,402,995
4,424,499
147,225
4,571,724
The notes on pages 13 - 26 form part of these financial statements
KEPSTON HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2025
- 11 -
Notes
Share capital
Capital redemption reserve
Profit and loss reserves
Total
£
£
£
£
Balance at 1 July 2023
10,967
10,535
61,512
83,014
Year ended 30 June 2024:
Profit and total comprehensive income for the year
-
-
364,286
364,286
Dividends
12
-
-
(326,721)
(326,721)
Balance at 30 June 2024
10,967
10,535
99,077
120,579
Year ended 30 June 2025:
Profit and total comprehensive income for the year
-
-
103,921
103,921
Issue of share capital
23
2
-
-
2
Dividends
12
-
-
(103,933)
(103,933)
Balance at 30 June 2025
10,969
10,535
99,065
120,569
The notes on pages 13 - 26 form part of these financial statements
KEPSTON HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2025
- 12 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
28
(1,524)
1,312,348
Interest paid
(14,606)
(13,690)
Income taxes paid
(71,573)
(197,583)
Net cash (outflow)/inflow from operating activities
(87,703)
1,101,075
Investing activities
Purchase of tangible fixed assets
(178,352)
(619,212)
Proceeds on disposal of tangible fixed assets
86,856
13,800
Interest received
50,895
59,083
Net cash used in investing activities
(40,601)
(546,329)
Financing activities
Payment of finance leases obligations
(108,698)
(83,339)
Purchase of shares in subsidiary from non-controlling interest
-
(55,283)
Dividends paid to equity shareholders
(103,933)
(326,721)
Net cash used in financing activities
(212,631)
(465,343)
Net (decrease)/increase in cash and cash equivalents
(340,935)
89,403
Cash and cash equivalents at beginning of year
2,408,042
2,318,639
Cash and cash equivalents at end of year
2,067,107
2,408,042
The notes on pages 13 - 26 form part of these financial statements
KEPSTON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
- 13 -
1
Accounting policies
Company information

Kepston Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Units 13-15, Western Way, Wednesbury, West Midlands, WS10 7BW.

The group consists of Kepston Holdings Limited and all of its subsidiaries.

1.1
Accounting convention

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

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

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

- Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

- Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

1.2
Business combinations

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

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

KEPSTON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 14 -
1.3
Basis of consolidation

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

All financial statements are made up to 30 June 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the g roup.

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

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.4
Going concern

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

1.5
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts. Revenue is recognised when services have been completed and orders are ready for collection.

1.6
Tangible fixed assets

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

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

Land
Nil rate
Freehold buildings
2% straight line
Plant and machinery
25% reducing balance
Fixtures, fittings and equipment
10% - 25% reducing balance
Motor vehicles
25% reducing balance

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

1.7
Fixed asset investments

Fixed asset investments are stated at cost less provision for diminution in value.

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

KEPSTON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 15 -
1.8
Impairment of fixed assets

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

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

1.9
Cash and cash equivalents

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

1.10
Financial instruments

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

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

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

Basic financial assets

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

Other financial assets

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

Basic financial liabilities

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

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

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

KEPSTON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 16 -
1.11
Equity instruments

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

1.12
Taxation

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

Current tax

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

Deferred tax

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, where transactions or events that result in an obligation to pay more or a right to pay less tax in the future have occurred by the balance sheet date with certain limited exceptions.

Deferred tax is calculated on an undiscounted basis at the tax rates that are expected to apply in the periods in which the timing differences are expected to reverse, based on tax rates and laws enacted or substantively enacted at the balance sheet date.

1.13
Employee benefits

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

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

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

1.14
Retirement benefits

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

1.15
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

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

KEPSTON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 17 -
1.16
Foreign exchange

Monetary assets and liabilities denominated in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Relevant transactions in foreign currencies are recorded at the rate ruling at the date of transaction. All differences are taken to profit and loss account.

2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

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

3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
5,531,039
5,733,810
Europe
19,089
34,999
5,550,128
5,768,809
2025
2024
£
£
Other revenue
Interest income
50,895
59,083

Turnover is wholly attributable to the principal activity of the group.

4
Exceptional item
2025
2024
£
£
Expenditure
Related party loan written off
139,792
-

During the year, the group agreed to waive a loan due from a related party.

KEPSTON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 18 -
5
Operating (loss)/profit
2025
2024
£
£
Operating (loss)/profit for the year is stated after charging/(crediting):
Depreciation of owned tangible fixed assets
327,536
263,676
Loss/(profit) on disposal of tangible fixed assets
7,234
(956)
Operating lease charges
166,751
161,078
6
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
1,600
1,450
Audit of the financial statements of the company's subsidiaries
12,750
11,350
14,350
12,800
For other services
Taxation compliance services
800
1,100
Preparation of the financial statements of the group and company
3,350
3,050
4,150
4,150
7
Employees

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

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Production
41
47
-
-
Administration
17
17
-
-
Total
58
64
0
0
KEPSTON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
7
Employees
(Continued)
- 19 -

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
2,099,081
2,075,028
-
0
-
0
Social security costs
225,637
211,459
-
-
Pension costs
194,750
182,356
-
0
-
0
2,519,468
2,468,843
-
0
-
0
8
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
171,215
111,691
Company pension contributions to defined contribution schemes
-
39,996
171,215
151,687

There were no directors in the group's defined contribution pension scheme during the year (2024 - 1).

The directors of the company are deemed to be key management personnel.

9
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
50,843
57,315
Other interest income
52
1,768
Total income
50,895
59,083
10
Interest payable and similar expenses
2025
2024
£
£
Interest on finance leases and hire purchase contracts
14,606
13,690
KEPSTON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 20 -
11
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
86,868
71,521
Adjustments in respect of prior periods
-
0
(32,556)
Total current tax
86,868
38,965
Deferred tax
Origination and reversal of timing differences
(57,000)
105,000
Total tax charge
29,868
143,965

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

2025
2024
£
£
(Loss)/profit before taxation
(72,082)
744,687
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
(18,021)
186,172
Tax effect of expenses that are not deductible in determining taxable profit
43,973
1,018
Tax effect of utilisation of tax losses not previously recognised
-
0
(12,470)
Adjustments in respect of prior years
-
0
(32,556)
Depreciation on assets not qualifying for tax allowances
3,916
1,801
Taxation charge
29,868
143,965
12
Dividends
2025
2024
Recognised as distributions to equity holders:
£
£
Interim paid
103,933
326,721
KEPSTON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 21 -
13
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 July 2024 and 30 June 2025
211,766
Amortisation and impairment
At 1 July 2024 and 30 June 2025
211,766
Carrying amount
At 30 June 2025
-
0
At 30 June 2024
-
0
The company had no intangible fixed assets at 30 June 2025 or 30 June 2024.
14
Tangible fixed assets
Group
Land
Plant and machinery
Fixtures, fittings and equipment
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 July 2024
513,278
4,359,626
1,027,404
272,007
6,172,315
Additions
-
0
72,244
1,943
252,213
326,400
Disposals
-
0
-
0
-
0
(167,289)
(167,289)
At 30 June 2025
513,278
4,431,870
1,029,347
356,931
6,331,426
Depreciation and impairment
At 1 July 2024
120,567
2,266,799
594,254
100,572
3,082,192
Depreciation charged in the year
7,205
210,158
43,559
66,614
327,536
Eliminated in respect of disposals
-
0
-
0
-
0
(73,199)
(73,199)
At 30 June 2025
127,772
2,476,957
637,813
93,987
3,336,529
Carrying amount
At 30 June 2025
385,506
1,954,913
391,534
262,944
2,994,897
At 30 June 2024
392,711
2,092,827
433,150
171,435
3,090,123
The company had no tangible fixed assets at 30 June 2025 or 30 June 2024.
KEPSTON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
14
Tangible fixed assets
(Continued)
- 22 -

Included above are assets held under finance leases or hire purchase contracts as follows:

Group
Company
2025
2024
2025
2024
£
£
£
£
Plant and machinery
-
0
512,942
-
0
-
0
Motor vehicles
210,893
161,066
-
0
-
0
210,893
674,008
-
-

The cost of non-depreciable assets included in freehold land and buildings was £153,053 (2024 - £153,053).

15
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
16
-
0
-
0
297,557
297,557
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 July 2024 and 30 June 2025
297,557
Carrying amount
At 30 June 2025
297,557
At 30 June 2024
297,557
16
Subsidiaries

Details of the company's subsidiaries at 30 June 2025 are as follows:

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Kepston Limited
Units 13-15 Western Way, Wednesbury, West Midlands, England, WS10 7BW
Jig and general grinding, furnance brazing and heat treatment
Ordinary
96.98
KEPSTON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 23 -
17
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
1,054,540
941,391
-
0
-
0
Amounts due from related parties
100
100
-
0
-
0
Other debtors
2
-
2
-
0
Prepayments and accrued income
226,213
231,477
-
0
-
0
1,280,855
1,172,968
2
-
18
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Obligations under finance leases
20
52,418
83,946
-
0
-
0
Trade creditors
391,903
406,186
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
141,867
111,077
Corporation tax payable
86,640
71,345
34,546
71,478
Other taxation and social security
283,772
266,894
-
-
Other creditors
53,332
164,501
601
5,605
Accruals and deferred income
144,204
155,668
-
0
-
0
1,012,269
1,148,540
177,014
188,160
19
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Obligations under finance leases
20
163,866
92,988
-
0
-
0
20
Finance lease obligations
Group
Company
2025
2024
2025
2024
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
52,418
83,946
-
0
-
0
In two to five years
163,866
92,988
-
0
-
0
216,284
176,934
-
-

Net obligations under finance leases are secured on the assets to which they relate.

KEPSTON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 24 -
21
Deferred taxation

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

Liabilities
Liabilities
2025
2024
Group
£
£
Accelerated capital allowances
595,000
652,000
Group
Company
2025
2025
Movements in the year:
£
£
Liability at 1 July 2024
652,000
-
Credit to profit or loss
(57,000)
-
Liability at 30 June 2025
595,000
-
22
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
194,750
182,356

The group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the group in an independently administered fund.

The unpaid contributions outstanding at 30 June 2025, included in other creditors are £13,499 (2024 - £12,150).

23
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
-
3,657
-
3,657
A Ordinary shares of £1 each
7,130
7,310
7,130
7,310
B Ordinary shares of £1 each
2,741
-
2,741
-
C Ordinary shares of £1 each
1,096
-
1,096
-
D Ordinary shares of £1 each
1
-
1
-
E Ordinary shares of £1 each
1
-
1
-
10,969
10,967
10,969
10,967

The rights attached to each category of share can be found in the company's Articles of Association.

KEPSTON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
23
Share capital
(Continued)
- 25 -

On 29 May 2025 two further ordinary £1 shares were issued at par with reorganisation of existing shares also taking place.

24
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2025
2024
2025
2024
£
£
£
£
Within one year
179,221
170,647
-
-
Between two and five years
405,824
543,336
-
-
585,045
713,983
-
-
25
Capital commitments

Amounts contracted for but not provided in the financial statements:

Group
Company
2025
2024
2025
2024
£
£
£
£
Acquisition of tangible fixed assets
-
24,424
-
-
26
Related party transactions

Mr B D Millage, director, is also a director of a number of related companies with which the group has traded. During the year, the group advanced loans amounting to £139,792 (2024 - £Nil). The loans were interest free and had no set repayment date. During the year, the group waived £139,792 (2024 - £Nil) in loans due from the related parties.

I ncluded within debtors at 3 0 June 20 25 are amounts of £100 (2024 - £100) owed by related companies.

I ncluded within creditors at 3 0 June 20 25 are directors' loans of £38,928 (2024 - £146,667) owed by the group. The amounts are unsecured, interest free and have no set repayment date. During the year a directors' loans was overdrawn by a maximum of £60,000, this amount having been cleared by the year end.

27
Controlling party

Mr B D Millage is considered to be the ultimate controlling party by virtue of his controlling interest in the issued share capital of the company.

KEPSTON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 26 -
28
Cash (absorbed by)/generated from group operations
2025
2024
£
£
(Loss)/profit for the year after tax
(101,950)
600,722
Adjustments for:
Taxation charged
29,868
143,965
Finance costs
14,606
13,690
Investment income
(50,895)
(59,083)
Loss/(gain) on disposal of tangible fixed assets
7,234
(956)
Depreciation and impairment of tangible fixed assets
327,536
263,676
Movements in working capital:
(Increase)/decrease in debtors
(107,885)
112,225
(Decrease)/increase in creditors
(120,038)
238,109
Cash (absorbed by)/generated from operations
(1,524)
1,312,348
29
Analysis of changes in net funds - group
1 July 2024
Cash flows
New finance leases
30 June 2025
£
£
£
£
Cash at bank and in hand
2,408,042
(340,935)
-
2,067,107
Obligations under finance leases
(176,934)
108,698
(148,048)
(216,284)
2,231,108
(232,237)
(148,048)
1,850,823
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