REGISTERED NUMBER: 02713601 (England and Wales)

Group Strategic Report,

Report of the Directors and

Consolidated Financial Statements

for the Year Ended 31 March 2025

for

Gusto Group Limited

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

5

Consolidated Income Statement

7

Consolidated Other Comprehensive Income

9

Consolidated Balance Sheet

10

Company Balance Sheet

11

Consolidated Statement of Changes in Equity

12

Company Statement of Changes in Equity

13

Consolidated Cash Flow Statement

14

Notes to the Consolidated Cash Flow Statement

15

Notes to the Consolidated Financial Statements

16

DIRECTORS:

S N Wright

J C Wright

J C Heppell

SECRETARY:

J C Heppell

REGISTERED OFFICE:

Gusto House

Green Way

Collingham

Newark

Nottinghamshire

NG23 7DX

REGISTERED NUMBER:

02713601 (England and Wales)

AUDITORS:

Wright Vigar Limited

Statutory Auditors

Chartered Accountants & Business Advisers

Morton House

12 Appletongate

Newark

Nottinghamshire

NG24 1JY

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

Gusto Group Limited is a holding company, owning shares in a number of businesses operating in the development and construction of new homes and manufacturing sectors; the company also holds an interest in an architecture and engineering consultancy practice which operates as a Limited Liability Partnership.

REVIEW OF BUSINESS

The year to March 2025 marked a structural turning point for Gusto Group. The most significant event was the completion of a full group restructure, bringing Gusto Construction Ltd, Rototek Ltd, and Studio G Associates Ltd formally under the Gusto Group umbrella. This alignment, implemented in January 2025, created a coherent platform for growth, operational efficiency, and strategic investment across the group.

Across the period, the Group focused heavily on strengthening its operational capacity. A series of senior appointments were made within each business unit to build the management depth required to deliver the Group's three-year growth strategy. New leadership roles were introduced within Gusto Construction and Studio G Architects, along with expanded operational management within Rototek, ensuring that each division had the capability to execute on ambitious turnover and profit targets.

The overall objective of the Group during this period has been to lay the foundations to approximately double profitability over the three-year period to 2026/27, positioning each subsidiary with clear market focus, stronger leadership, and improved systems. Although the year was primarily about building organisational capability rather than extracting maximum financial performance, the groundwork has been firmly established for the scale-up phase that follows.

PRINCIPAL RISKS AND UNCERTAINTIES

The Group's activities expose it to a number of operational and market-related risks:

Housing market conditions

The residential market remained subdued throughout the financial year, with limited price growth and increased cost pressures. Margins across the sector were compressed, and valuations on new speculative development sites proved challenging. In response, Gusto Construction shifted its emphasis onto contracting and partnership housing, where market exposure is reduced and cashflow is more stable. This strategic pivot has mitigated much of the uncertainty surrounding speculative development.

Customer concentration and market cycles within manufacturing

Rototek operates in a sector where demand can be significantly influenced by the performance of a small number of large customers. Although this year saw a positive influx of new tooling, and an increase in long-term project interest, the business remains conscious of the cyclical risks inherent in the rotational moulding sector.

Wider economic pressures

Inflation in materials, energy, and labour continues to place strain on margins across all Group companies. Interest rate conditions and planning policy uncertainty also present medium-term risks to business confidence and project timings within construction and development.

Despite these challenges, diversification across manufacturing, construction, and professional services provides the Group with resilience and varied revenue streams.

OPPORTUNITIES

The year under review created meaningful opportunities for all Group companies:

Rototek

The investment in new tooling and the commissioning of the new Persico SMART electric moulding machine positions the business to grow through higher-margin, lower-carbon production. There is significant opportunity to commercialise the new tooling pipeline acquired during 2024/25 once customer programmes move into full production. The shift to electric moulding also places Rototek at the forefront of sustainable manufacturing within its sector.

Gusto Construction

Partnership housing is now a major opportunity area. Projects nurtured over recent years are moving closer to delivery, and the strengthened management team provides the operational robustness needed to grow project volume. The Group's reputation for AECB-standard, low-energy homes continues to differentiate it in a market increasingly pressured to improve environmental performance.

Studio G Architects

As part of the newly integrated Group structure, Studio G can now capitalise on long-standing client relationships and the improved strategic alignment with Gusto Construction. Opportunities lie in scaling architectural capacity, expanding its commercial client base, and driving design-led collaboration across all Group companies.

Group-wide

The restructure, coupled with strengthened leadership, creates the conditions for profitable, stable growth. With each company aligned to a shared strategic plan-anchored in sustainability, quality, and operational excellence-the Group is well positioned to meet its target of doubling profitability by 2027.

KEY PERFORMANCE INDICATORS

KPI - Gross Profit

The gross profit for manufacturing related activity was £3,911,598 (2024: £3,821,807).

The gross profit for all other activity was £993,495 (2024: £102,739).

KPI - Operating Profit

Overall group net profit before taxation was £3,054,802 (2024: £1,383,849).

KPI - Our People

Employee numbers at the end of the year were 170 (2024: 126).

SUMMARY

The Gusto Group companies have well considered business plans for all three operating businesses and our Gusto Group central services team is becoming stronger in its ability to support the recruitment plans and the growth set out within those plans.

ON BEHALF OF THE BOARD:

S N Wright - Director

1 December 2025

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

PRINCIPAL ACTIVITIES

Gusto Group Limited is a holding company, owning shares in a number of businesses operating in the development and construction of new homes and manufacturing sectors; the company also holds an interest in an architecture and engineering consultancy practice which operates as a Limited Liability Partnership.

DIVIDENDS

The total distribution for the year ended 31 March 2025 will be £24,000 (2024: £24,000).

DIRECTORS

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

S N Wright

J C Wright

J C Heppell

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 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, Wright Vigar Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

S N Wright - Director

1 December 2025

Opinion

We have audited the financial statements of Gusto Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the group's and of the parent company affairs as at 31 March 2025 and of the group's profit for the 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 four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

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

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Our work is performed to include an assessment of the susceptibility of the entity's financial statements to material misstatement, including the risk of fraud. Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK).

In identifying and assessing risk of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following:

- We plan our work to gain an understanding of the significant laws and regulations that are of significance to the entity and the sector in which they operate. We perform our work to ensure that the entity is complying with its legal and regulatory framework.

- We obtained an understanding of how the company is complying with those legal and regulatory frameworks by making inquiries to the management and people charged with governance.

We assessed the susceptibility of the Company's financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included:

- Substantive procedures performed in accordance with the ISAs (UK).

- Challenging assumptions and judgments made by management in its significant accounting estimates.

- Identifying and testing journal entries, in particular material journal entries and an assessment of year end journals.

- Assessing the extent of compliance with the relevant laws and regulations.

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

Use of our report

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

Paul Colcomb FCCA (Senior Statutory Auditor)

for and on behalf of Wright Vigar Limited

Statutory Auditors

Chartered Accountants & Business Advisers

Morton House

12 Appletongate

Newark

Nottinghamshire

NG24 1JY

1 December 2025

TURNOVER

3

14,425,674

455,659

14,881,333

Cost of sales

(9,661,947

)

(314,293

)

(9,976,240

)

GROSS PROFIT

4,763,727

141,366

4,905,093

Administrative expenses

(3,430,722

)

(212,357

)

(3,643,079

)

1,333,005

(70,991

)

1,262,014

Other operating income

81,011

-

81,011

GROUP OPERATING PROFIT/(LOSS)

5

1,414,016

(70,991

)

1,343,025

Share of operating loss in

Joint ventures

(250,000

)

-

(250,000

)

Profit/loss on sale of

operation

6

56,550

-

56,550

1,220,566

(70,991

)

1,149,575

Interest receivable and similar income

99,399

-

99,399

Gain/loss on revaluation of assets

1,806,198

-

1,806,198

Interest payable and similar expenses

7

(370

)

-

(370

)

PROFIT/(LOSS) BEFORE TAXATION

3,125,793

(70,991

)

3,054,802

Tax on profit/(loss)

8

(120,066

)

1,549

(118,517

)

PROFIT/(LOSS) FOR THE FINANCIAL YEAR

3,005,727

(69,442

)

2,936,285

Profit/(loss) attributable to:

Owners of the parent

2,548,876

Non-controlling interests

387,409

2,936,285

TURNOVER

3

12,155,715

36,514

12,192,229

Cost of sales

(8,067,981

)

(199,702

)

(8,267,683

)

GROSS PROFIT/(LOSS)

4,087,734

(163,188

)

3,924,546

Administrative expenses

(2,863,305

)

(78,461

)

(2,941,766

)

1,224,429

(241,649

)

982,780

Other operating income

272,221

250,000

522,221

GROUP OPERATING PROFIT

5

1,496,650

8,351

1,505,001

Irrecoverable loans written

off

6

(100,000

)

1,900,000

1,800,000

1,396,650

1,908,351

3,305,001

Gain/loss on revaluation of assets

(18,976

)

(1,894,502

)

(1,913,478

)

Interest payable and similar expenses

7

(7,571

)

(103

)

(7,674

)

PROFIT BEFORE TAXATION

1,370,103

13,746

1,383,849

Tax on profit

8

(326,344

)

7,719

(318,625

)

PROFIT FOR THE FINANCIAL YEAR

1,043,759

21,465

1,065,224

Profit attributable to:

Owners of the parent

1,149,177

Non-controlling interests

(83,953

)

1,065,224

PROFIT FOR THE YEAR

2,936,285

1,065,224

OTHER COMPREHENSIVE INCOME

Acquisition of non-controlling interest

2,132,487

-

Share reorganisation

(2,741

)

-

Merger reserve

1,748,649

-

Income tax relating to components of other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

3,878,395

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

6,814,680

1,065,224

Total comprehensive income attributable to:

Owners of the parent

6,427,271

1,149,177

Non-controlling interests

387,409

(83,953

)

6,814,680

1,065,224

FIXED ASSETS

Intangible assets

11

190,926

222,747

Tangible assets

12

3,769,624

4,443,708

Investments

13

Interest in associate

-

2,500

Other investments

-

246,230

Investment property

14

-

3,000,086

3,960,550

7,915,271

CURRENT ASSETS

Stocks

15

1,039,532

2,492,144

Debtors

16

7,809,494

2,614,460

Cash at bank and in hand

2,137,868

874,625

10,986,894

5,981,229

CREDITORS

Amounts falling due within one year

17

2,198,015

1,923,561

NET CURRENT ASSETS

8,788,879

4,057,668

TOTAL ASSETS LESS CURRENT LIABILITIES

12,749,429

11,972,939

CREDITORS

Amounts falling due after more than one year

18

-

(4,002,500

)

PROVISIONS FOR LIABILITIES

22

(694,270

)

(578,319

)

NET ASSETS

12,055,159

7,392,120

CAPITAL AND RESERVES

Called up share capital

23

14,846

10,000

Share premium

24

292,002

292,002

Merger reserve

24

1,748,649

-

Retained earnings

24

9,999,662

5,345,040

SHAREHOLDERS' FUNDS

12,055,159

5,647,042

NON-CONTROLLING INTERESTS

-

1,745,078

TOTAL EQUITY

12,055,159

7,392,120

The financial statements were approved by the Board of Directors and authorised for issue on 1 December 2025 and were signed on its behalf by:

S N Wright - Director

FIXED ASSETS

Intangible assets

11

-

-

Tangible assets

12

794,580

583,984

Investments

13

5,007,529

1,202,453

Investment property

14

-

-

5,802,109

1,786,437

CURRENT ASSETS

Debtors

16

5,471,130

4,669,617

Cash at bank and in hand

974,019

50,212

6,445,149

4,719,829

CREDITORS

Amounts falling due within one year

17

125,029

142,690

NET CURRENT ASSETS

6,320,120

4,577,139

TOTAL ASSETS LESS CURRENT LIABILITIES

12,122,229

6,363,576

CREDITORS

Amounts falling due after more than one year

18

(4,300,000

)

(3,440,000

)

PROVISIONS FOR LIABILITIES

22

(26,156

)

(33,500

)

NET ASSETS

7,796,073

2,890,076

CAPITAL AND RESERVES

Called up share capital

23

14,846

10,000

Share premium

24

292,002

292,002

Merger reserve

24

4,026,301

-

Retained earnings

24

3,462,924

2,588,074

SHAREHOLDERS' FUNDS

7,796,073

2,890,076

Company's profit for the financial year

898,850

739,468

The 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 1 December 2025 and were signed on its behalf by:

S N Wright - Director

Called up

share

Retained

Share

capital

earnings

premium

£

£

£

Balance at 1 April 2023

10,000

4,219,863

292,002

Changes in equity

Dividends

-

(24,000

)

-

Total comprehensive income

-

1,149,177

-

Balance at 31 March 2024

10,000

5,345,040

292,002

Changes in equity

Issue of share capital

4,846

-

-

Dividends

-

(24,000

)

-

Total comprehensive income

-

4,678,622

-

14,846

9,999,662

292,002

Acquisition of non-controlling interest

-

-

-

Balance at 31 March 2025

14,846

9,999,662

292,002

Merger

Non-controlling

Total

reserve

Total

interests

equity

£

£

£

£

Balance at 1 April 2023

-

4,521,865

1,829,031

6,350,896

Changes in equity

Dividends

-

(24,000

)

-

(24,000

)

Total comprehensive income

-

1,149,177

(83,953

)

1,065,224

Balance at 31 March 2024

-

5,647,042

1,745,078

7,392,120

Changes in equity

Issue of share capital

-

4,846

-

4,846

Dividends

-

(24,000

)

-

(24,000

)

Total comprehensive income

1,748,649

6,427,271

387,409

6,814,680

1,748,649

12,055,159

2,132,487

14,187,646

Acquisition of non-controlling interest

-

-

(2,132,487

)

(2,132,487

)

Balance at 31 March 2025

1,748,649

12,055,159

-

12,055,159

Called up

share

Retained

Share

Merger

Total

capital

earnings

premium

reserve

equity

£

£

£

£

£

Balance at 1 April 2023

10,000

1,042,606

292,002

-

1,344,608

Prior year adjustment

-

830,000

-

-

830,000

As restated

10,000

1,872,606

292,002

-

2,174,608

Changes in equity

Dividends

-

(24,000

)

-

-

(24,000

)

Total comprehensive income

-

739,468

-

-

739,468

Balance at 31 March 2024

10,000

2,588,074

292,002

-

2,890,076

Changes in equity

Issue of share capital

4,846

-

-

-

4,846

Dividends

-

(24,000

)

-

-

(24,000

)

Total comprehensive income

-

898,850

-

4,026,301

4,925,151

Balance at 31 March 2025

14,846

3,462,924

292,002

4,026,301

7,796,073