Company registration number 03678965 (England and Wales)
RESOLUTION INTERIORS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
RESOLUTION INTERIORS LIMITED
COMPANY INFORMATION
Directors
A P Lovell
P J Crinks
L A Lovell
A S G Whitcombe
C Davis
(Appointed 1 February 2025)
Miss A. Whitcombe
Secretary
L A Lovell
Company number
03678965
Registered office
Lufton 2000 Business Park
YEOVIL
Somerset
BA22 8QR
Auditor
Old Mill Audit Limited
Maltravers House
Petters Way
YEOVIL
Somerset
BA20 1SH
RESOLUTION INTERIORS LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Profit and loss account
9
Statement of comprehensive income
10
Balance sheet
11
Statement of changes in equity
12
Notes to the financial statements
13 - 24
RESOLUTION INTERIORS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 1 -

The directors present the strategic report for the year ended 31 March 2025.

Fair review of the business

The company generated an operating loss of (£1,224k) (2024: operating profit: £4,640k). This reflects a reduction in turnover, primarily driven by significant external challenges. These factors contributed to greater caution in customer spending, resulting in lower volumes compared with the strong performance of previous years.

The principal reduction in turnover during the current financial year (2024–25) stems from the conclusion of an accelerated, one-off contract and associated rollout programme, combined with a higher proportion of lower-margin projects that were strategically accepted as longer term investment opportunities. The directors believe that the company’s financial performance is best assessed over a two-year period from 2023 to 2025, as this provides a more accurate reflection of underlying business strength. While the 2023–24 financial year benefited from the exceptional volume of the rollout programme, the two-year average demonstrates a more modest and sustainable growth position.

Political developments, including the UK general election in July 2024, the resulting change in government, and subsequent delays in the national budget (announced in October 2024), also negatively impacted customer confidence and delayed decision-making, further contributing to reduced turnover. Despite these challenges, the company’s forward order book remains strong. It is underpinned by a balanced mix of longstanding client relationships and newly secured customer contracts, providing a solid foundation for returning to the levels of performance seen in prior years.

Principal risks and uncertainties

The company operates in a competitive market, where maintaining profit margins while upholding its reputation as a reliable and valued partner remains a continuing challenge.

There are no significant long-term financial commitments, and the company operates well within its agreed banking facilities. Trade debtors are closely monitored, and cash flow risk is mitigated through proactive planning and robust financial controls prior to project commencement.

Inflationary pressures on both material and labour costs have persisted over the past 24 months. However, the company has made significant progress in diversifying its supply chain, enabling it to mitigate cost pressures and maintain a competitive position in the tendering environment. Regular market reviews of both labour and materials ensure that the business secures competitive pricing.

Operational measures, including headcount reductions and tighter control of overheads, have also strengthened the company’s resilience.

While external uncertainties are expected to continue to affect the wider business environment in the short to medium term, the directors are confident that the company’s strong underlying qualities, diversified supply chain, and robust order book provide a solid platform for sustained competitiveness and a return to profitability in the next financial year.

Key performance indicators

The company uses a number of key performance indicators (KPI’s) to monitor the performance of the business and these are based around three key areas:

Turnover: £16,802,848 (2024: £40,409,600)

Gross Profit %: 20.14% (2024: 31.65%)

Net Profit %: (6.85%) (2024: 11.72%)

RESOLUTION INTERIORS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 2 -

On behalf of the board

A P Lovell
Director
21 October 2025
RESOLUTION INTERIORS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 3 -

The directors present their annual report and financial statements for the year ended 31 March 2025.

Principal activities

The Company’s principal activities during the year continued to be that of design, sourcing and project management services for our customers in Retail and Commercial sectors.

Results and dividends

The financial year has presented significant external challenges, shaped by political change, including new governments in both the UK and USA & ongoing conflicts in both the Ukraine and the Middle East. These factors have led to increased caution in customer expenditure, resulting in reduced volumes compared with the strong performance of previous years.

In response, the directors have taken decisive action to adapt the business to current market conditions. Key measures include a reduction in headcount, tighter control of overheads, and renewed investment in business development. Increased uncertainty in trading markets has led to significantly reduced turnover. The directors believe that performance should be assessed over a two-year period. The previous financial year (2023/24) included a one-off, high-value client rollout, which inflated revenue figures. When viewed together, the two-year period reflects a more gradual and consistent growth trajectory, aligned with historic performance.

During the year, our focus has been on rigorous cost planning, the introduction of new business values, and strict adherence to internal processes, all of which have helped mitigate the impact on operations. While these external pressures have inevitably affected the balance sheet, the company continues to respond to customer needs by delivering innovative and tailored solutions across both retail and commercial markets. The directors remain confident that the actions taken will support a return to profitability in the year ahead.

Although research and development activity is limited, we remain committed to adopting new technologies as they become relevant, and we have identified additional markets that present encouraging opportunities for future growth.

Our people remain at the centre of our strategy. We engaged an external consultant to identify opportunities for improvement and continued to invest in training and development to enhance the service we provide to customers. Recognising the increasing importance of artificial intelligence, the company is positioning itself at the forefront of initiatives designed to deliver greater efficiency. Over the past year, we have also enhanced our approach to cybersecurity, implementing more significant measures to reinforce the resilience of our operations.

Employee welfare is a key priority. Through our Employee Assistance Programme (EAP), we continue to offer a comprehensive package of benefits. This year we relaunched our employee forum, creating a platform for team members to hold the senior leadership team to account and drive practical, meaningful change across our business.

In line with the strong financial performance of the prior year, a significant dividend was paid at the beginning of the current financial year.

Ordinary dividends were paid amounting to £125,600. The directors do not recommend payment of a final dividend.

Directors

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

A P Lovell
P J Crinks
L A Lovell
P J Bissell
(Resigned 31 January 2025)
A S G Whitcombe
C Davis
(Appointed 1 February 2025)
Miss A. Whitcombe
RESOLUTION INTERIORS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 4 -
Auditor

Old Mill Audit Limited were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

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 company’s auditor 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 company’s auditor is aware of that information.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
A P Lovell
Director
21 October 2025
RESOLUTION INTERIORS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2025
- 5 -

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 company and of the profit or loss of the company 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; and

- 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 transactions and disclose with reasonable accuracy at any time the financial position of the 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 company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

RESOLUTION INTERIORS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF RESOLUTION INTERIORS LIMITED
- 6 -
Opinion

We have audited the financial statements of Resolution Interiors Limited (the 'company') for the year ended 31 March 2025 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity 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 company's affairs as at 31 March 2025 and of its 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 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 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:

- the 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.

RESOLUTION INTERIORS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF RESOLUTION INTERIORS LIMITED (CONTINUED)
- 7 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its 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, or returns adequate for our audit have not been received from branches not visited by us; or

- the 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 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 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.

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

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the risk, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

We focussed on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation and enquiries with management. There are inherent limitations in the audit procedures described above and, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. We did not identify any key audit matters relating to irregularities, including fraud. As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.

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.

RESOLUTION INTERIORS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF RESOLUTION INTERIORS LIMITED (CONTINUED)
- 8 -

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 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 company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

David Jones MSc FCA (Senior Statutory Auditor)
For and on behalf of Old Mill Audit Limited, Statutory Auditor
Maltravers House
Petters Way
YEOVIL
Somerset
BA20 1SH
31 October 2025
RESOLUTION INTERIORS LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 MARCH 2025
- 9 -
2025
2024
Notes
£
£
Turnover
3
16,802,848
40,409,600
Cost of sales
(13,418,270)
(27,618,020)
Gross profit
3,384,578
12,791,580
Distribution costs
(190,035)
(343,273)
Administrative expenses
(4,469,908)
(7,838,404)
Other operating income
51,784
30,868
Operating (loss)/profit
4
(1,223,581)
4,640,771
Interest receivable and similar income
7
76,799
100,337
Interest payable and similar expenses
8
(4,400)
(4,774)
(Loss)/profit before taxation
(1,151,182)
4,736,334
Tax on (loss)/profit
10
280,708
(1,149,594)
(Loss)/profit for the financial year
(870,474)
3,586,740

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

The notes on pages 13 to 24 form part of these financial statements.

RESOLUTION INTERIORS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2025
- 10 -
2025
2024
£
£
(Loss)/profit for the year
(870,474)
3,586,740
Other comprehensive income
-
-
Total comprehensive income for the year
(870,474)
3,586,740

The notes on pages 13 to 24 form part of these financial statements.

RESOLUTION INTERIORS LIMITED
BALANCE SHEET
AS AT
31 MARCH 2025
31 March 2025
- 11 -
2025
2024
Notes
£
£
£
£
Fixed assets
Investments
12
21,000
21,000
Current assets
Stocks
14
489,331
199,775
Debtors
15
3,073,417
8,088,500
Cash at bank and in hand
1,163,697
7,970,845
4,726,445
16,259,120
Creditors: amounts falling due within one year
16
(3,324,235)
(13,860,836)
Net current assets
1,402,210
2,398,284
Net assets
1,423,210
2,419,284
Capital and reserves
Called up share capital
19
10,000
10,000
Profit and loss reserves
1,413,210
2,409,284
Total equity
1,423,210
2,419,284

The notes on pages 13 to 24 form part of these financial statements.

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 21 October 2025 and are signed on its behalf by:
A P Lovell
Director
Company registration number 03678965 (England and Wales)
RESOLUTION INTERIORS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
- 12 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 April 2023
10,000
1,430,144
1,440,144
Year ended 31 March 2024:
Profit and total comprehensive income
-
3,586,740
3,586,740
Dividends
11
-
(2,607,600)
(2,607,600)
Balance at 31 March 2024
10,000
2,409,284
2,419,284
Year ended 31 March 2025:
Loss and total comprehensive income
-
(870,474)
(870,474)
Dividends
11
-
(125,600)
(125,600)
Balance at 31 March 2025
10,000
1,413,210
1,423,210

The notes on pages 13 to 24 form part of these financial statements.

RESOLUTION INTERIORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
- 13 -
1
Accounting policies
Company information

Resolution Interiors Limited is a private company limited by shares incorporated in England and Wales. The registered office is Lufton 2000 Business Park, YEOVIL, Somerset, BA22 8QR. The registered number is 03678965.

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 on the historical cost convention. The principal accounting policies adopted are set out below.

This 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. T he company has therefore taken advantage of e xemptions from the following disclosure requirements:

- Section 4 ‘Statement of Financial Position’ – Reconciliation of the opening and closing number of shares;

- Section 7 ‘Statement of Cash Flows’ – Presentation of a statement of cash f low and related notes and disclosures;

- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’ – Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; 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.

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

Resolution Interiors Limited is a wholly owned subsidiary of Resolution Interiors Holdings Limited which is wholly owned by RIH Group Ltd and the results of Resolution Interiors Limited are included in the consolidated financial statements of RIH Group Ltd which are available from George Smith Way, Lufton 2000 Business Park, Yeovil, Somerset, United Kingdom, BA22 8QR.

1.2
Going concern

At the time of approving the financial statements, the directors acknowledge that the group has adequate resources to continue in operational existence for the foreseeable future. Significant action has been taken since the year end, and the directors are confident in the long term profitability of the group. Thus, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.true

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and 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 and volume rebates.

RESOLUTION INTERIORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 14 -

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue from contracts for the provision of design, sourcing and project management services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recoverable.

1.4
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

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

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.5
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.6
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.

1.7
Financial instruments

The company 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 company's balance sheet when the company becomes party to the contractual provisions of the instrument.

RESOLUTION INTERIORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 15 -
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 method 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.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

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. A m ounts 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.

RESOLUTION INTERIORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 16 -
Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are s ubsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value th r ough profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.8
Equity instruments

Equity instruments issued by the company 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 company.

1.9
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 company’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 liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

1.10
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.

1.11
Retirement benefits

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

1.12
Leases

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 s asset are consumed.

RESOLUTION INTERIORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 17 -
1.13
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Judgements and key sources of estimation uncertainty

In the application of the company’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.

Key sources of estimation uncertainty
Bad debt provision

Aged debt is constantly managed and the behavior of known bad debtors is reviewed throughout the year. Provision s are made where recovery is uncertain on a case by case basis and where other information comes to the attention of the company indicating that debtors may default. The carrying amount of trade debtors as at 31 March 20 25 was £2,283,334 (2024 - £5,540,827), and the amount of the bad debt provision was £37,189 (2024 - £37,189).

Revenue recognition

Revenue from contracts for the provision of professional services is recognised by reference to stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is determined by comparing costs incurred, being materials and hourly staff rates, as a proportion of total costs budgeted. The carrying amount of amounts recoverable on contracts and work in progress as at 31 March 2025 was £498,318 (2024 - £2,177,534).

3
Turnover and other revenue

An analysis of the company's turnover is as follows:

2025
2024
£
£
Turnover analysed by class of business
Sales of services
16,802,848
40,409,600
2025
2024
£
£
Turnover analysed by geographical market
UK
16,802,848
40,409,600
RESOLUTION INTERIORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
3
Turnover and other revenue
(Continued)
- 18 -
2025
2024
£
£
Other revenue
Interest income
76,799
100,337
4
Operating (loss)/profit
2025
2024
Operating (loss)/profit for the year is stated after charging/(crediting):
£
£
Exchange gains
(16)
(373)
Fees payable to the company's auditor for the audit of the company's financial statements
13,560
15,060
Operating lease charges
92,000
80,438
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
13,560
15,060

Information concerning auditor's remuneration is disclosed in the parent company's group accounts on a consolidated basis.

6
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
1,185,678
867,948
Company pension contributions to defined contribution schemes
90,664
67,940
1,276,342
935,888

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2024 - 2).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
601,063
446,122
Company pension contributions to defined contribution schemes
63,428
21,396
RESOLUTION INTERIORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 19 -
7
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
76,782
100,145
Other interest income
17
192
Total income
76,799
100,337
8
Interest payable and similar expenses
2025
2024
£
£
Other interest
4,400
4,774
9
Employees

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

2025
2024
Number
Number
Administration
10
10
Development
29
51
Sales
2
2
Marketing
1
2
Distribution
2
3
44
68

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
2,787,217
4,417,608
Social security costs
312,135
515,527
Pension costs
246,868
322,670
3,346,220
5,255,805
10
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
(294,469)
1,173,464
RESOLUTION INTERIORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
10
Taxation
2025
2024
£
£
(Continued)
- 20 -
Deferred tax
Origination and reversal of timing differences
13,761
(23,870)
Total tax (credit)/charge
(280,708)
1,149,594

The actual (credit)/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
(1,151,182)
4,736,334
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
(287,796)
1,184,084
Tax effect of expenses that are not deductible in determining taxable profit
4,273
3,937
Change in unrecognised deferred tax assets
-
0
(20,395)
Group relief
-
0
(17,975)
Other permanent differences
2,815
-
0
Under/(over) provided in prior years
-
0
(57)
Taxation (credit)/charge for the year
(280,708)
1,149,594
11
Dividends
2025
2024
£
£
Final paid
-
0
2,500,000
Interim paid
125,600
107,600
125,600
2,607,600
12
Fixed asset investments
2025
2024
Notes
£
£
Investments in subsidiaries
13
21,000
21,000
RESOLUTION INTERIORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 21 -
13
Subsidiaries

These financial statements are separate company financial statements for Resolution Interiors Limited.

Details of the company's subsidiaries at 31 March 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Field Design Management Limited
George Smith Way, Lufton 2000 Business Park, Yeovil, United Kingdom, BA22 8QR
Ordinary
100.00
14
Stocks
2025
2024
£
£
Work in progress
418,434
82,468
Finished goods and goods for resale
70,897
117,307
489,331
199,775
15
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
2,246,144
5,503,638
Corporation tax recoverable
294,469
-
0
Amounts owed by group undertakings
-
0
104,191
Other debtors
500,936
2,445,217
Prepayments and accrued income
21,759
11,584
3,063,308
8,064,630
2025
2024
Amounts falling due after more than one year:
£
£
Deferred tax asset (note 17)
10,109
23,870
Total debtors
3,073,417
8,088,500

Included within other debtors are amounts recoverable on contracts of £498,318 (2024 - £2,177,534).

RESOLUTION INTERIORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 22 -
16
Creditors: amounts falling due within one year
2025
2024
£
£
Trade creditors
922,757
2,264,778
Amounts owed to group undertakings
757,365
4,832,079
Corporation tax
-
0
765,001
Other taxation and social security
161,681
1,280,103
Other creditors
13,063
49,616
Accruals and deferred income
1,469,369
4,669,259
3,324,235
13,860,836
17
Deferred taxation

Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

Assets
Assets
2025
2024
Balances:
£
£
ACAs
7,267
7,731
Short term timing differences
2,842
16,139
10,109
23,870
2025
Movements in the year:
£
Asset at 1 April 2024
(23,870)
Charge to profit or loss
13,761
Asset at 31 March 2025
(10,109)

The deferred tax asset set out above is expected to reverse within 12 months and relates to the utilisation of tax losses against future expected profits of the same period.

RESOLUTION INTERIORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 23 -
18
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
246,868
322,670

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

At the reporting date, the balance sheet contained £nil (2024: £44,179) of accrued employer contributions to defined contribution schemes.

19
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary 'A' shares of £1 each
5,000
5,000
5,000
5,000
Ordinary 'B' shares of £1 each
5,000
5,000
5,000
5,000
10,000
10,000
10,000
10,000

Ordinary A and B shares rank pari passu. Both classes of share give the holders dividend rights, rights to the surplus assets of the company in the event of a winding-up, and the right to vote in general meetings.

20
Financial commitments, guarantees and contingent liabilities

A fixed and floating charge exists over the undertaking and all property and assets present and future, as security for all monies due or to become due from the company to the bank.

21
Directors' transactions
Description
% Rate
Opening balance
Amounts advanced
Interest charged
Amounts repaid
Closing balance
£
£
£
£
£
Directors Loan
2.25
22,886
3,523
16
(26,898)
(473)
Directors Loan
2.25
1,541
2,167
-
(3,708)
-
24,427
5,690
16
(30,606)
(473)
RESOLUTION INTERIORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 24 -
22
Related party transactions
Transactions with related parties

The following amounts were outstanding at the reporting end date:

2025
2024
Amounts due to related parties
£
£
Key management personnel
12,501
12,912
23
Operating lease commitments
Lessee

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

2025
2024
£
£
Within one year
92,000
84,750
Between two and five years
368,000
368,000
In over five years
414,000
506,000
874,000
958,750
24
Ultimate controlling party

The company is controlled by Resolution Interiors Holdings Limited which owns 100% of the issued share capital of Resolution Interiors Limited, which, in turn, is controlled by RIH Group Ltd which owns 100% of the issued share capital.

The ultimate controlling party is Mr and Mrs Lovell by virtue of their ownership of 100% of the share capital of RIH Group Ltd.

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