REGISTERED NUMBER: 07879791 (England and Wales)

REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED

31ST DECEMBER 2024

FOR

HALCO EUROPE LIMITED

Page

Company information

1

Report of the directors

2

Report of the independent auditors

4

Statement of income and retained earnings

8

Balance sheet

9

Cash flow statement

10

Notes to the cash flow statement

11

Notes to the financial statements

13

Directors:

N M Haughton

G M Haughton

G Haughton

G D Haughton

C Haughton

Registered office:

Pioneer House

Unit 3 Beacon Road

Rotherwas Industrial Estate

Hereford

HR2 6JF

Registered number:

07879791 (England and Wales)

The directors present their report with the financial statements of the company for the year ended 31st December 2024.

Future developments

The directors expect continued improvement in the level of activity and operational profits for the forthcoming year ending 31st December 2025. No changes in the operational activities are expected in the foreseeable future.

Directors

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

N M Haughton

G M Haughton

G Haughton

G D Haughton

C Haughton

Financial instruments

A proportion of currency is hedged through forward contracts.

The company enters into no further complex financial instruments.

Statement of directors' responsibilities

The directors are responsible for preparing 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 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;

-	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.

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 company'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 company's auditors are aware of that information.

Auditors

The auditors, Chris Duckett (Audit) Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

On behalf of the board:

C Haughton - Director

22nd December 2025

Opinion

We have audited the financial statements of Halco Europe Limited (the 'company') for the year ended 31st December 2024 which comprise the Statement of income and retained earnings, Balance sheet, Cash flow statement and Notes to the 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 company's affairs as at 31st December 2024 and of its 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 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 directors are responsible for the other information. The other information comprises the information in 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 Report of the directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the directors has 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in 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, 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; or

-	the directors were not entitled to take advantage of the small companies' exemption from the requirement to prepare a Strategic report or in preparing the Report of the directors.

Responsibilities of directors

As explained more fully in the Statement of directors' responsibilities set out on page two, 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 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.

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.

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

-

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

-

we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the goods supply sector;

-

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

-

we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

-

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

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

-

making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud;

-

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

-

understanding the design of the company's remuneration policies.

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

-

performed analytical procedures to identify any unusual or unexpected relationships;

-

tested journal entries to identify unusual transactions;

-

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

-

investigated the rationale behind significant or unusual transactions.

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

-

agreeing financial statement disclosures to underlying supporting documentation;

-

reading the minutes of meetings of those charged with governance;

-

enquiring of management as to actual and potential litigation and claims; and

-

reviewing correspondence with HMRC, relevant regulators and the company's legal advisors.

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

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

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

Use of our report

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

Chris Duckett (Senior Statutory Auditor)

for and on behalf of Chris Duckett (Audit) Limited

Chartered Accountants & Statutory Auditors

Network House

Thorn Office Centre

Rotherwas

Hereford

HR2 6JT

22nd December 2025

Turnover

10,919,059

10,170,301

Cost of sales

6,644,746

6,410,228

Gross profit

4,274,313

3,760,073

Administrative expenses

3,198,587

2,558,067

1,075,726

1,202,006

Other operating income

8,667

638,265

Operating profit

4

1,084,393

1,840,271

Interest receivable & similar income

27,405

13,813

1,111,798

1,854,084

Interest payable & similar expenses

5

40,971

31,495

Profit before taxation

1,070,827

1,822,589

Tax on profit

6

286,748

454,515

Profit for the financial year

784,079

1,368,074

Retained earnings at beginning of year

4,758,436

4,168,362

Dividends

7

(1,008,000

)

(778,000

)

Retained earnings at end of year

4,534,515

4,758,436

Fixed assets

Intangible assets

9

270,008

303,438

Tangible assets

10

311,948

254,488

Investments

11

21,608

21,608

603,564

579,534

Current assets

Stocks

12

935,693

860,636

Debtors

13

4,050,470

3,640,980

Cash at bank and in hand

301,266

1,178,003

5,287,429

5,679,619

Creditors

Amounts falling due within one year

14

1,171,802

1,400,566

Net current assets

4,115,627

4,279,053

Total assets less current liabilities

4,719,191

4,858,587

Creditors

Amounts falling due after more than one year

15

(110,556

)

(41,751

)

Provisions for liabilities

17

(74,000

)

(58,300

)

Net assets

4,534,635

4,758,536

Capital and reserves

Called up share capital

18

120

100

Retained earnings

19

4,534,515

4,758,436

Shareholders' funds

4,534,635

4,758,536

The financial statements were approved by the Board of Directors and authorised for issue on 22nd December 2025 and were signed on its behalf by:

C Haughton - Director

Cash flows from operating activities

Cash generated from operations

1

693,634

2,540,998

Interest element of hire purchase payments paid

(9,722

)

(9,468

)

Finance costs paid

(31,249

)

(22,027

)

Tax paid

(514,686

)

(346,958

)

Net cash from operating activities

137,977

2,162,545

Cash flows from investing activities

Purchase of intangible fixed assets

-

(314,630

)

Purchase of tangible fixed assets

(47,768

)

(36,380

)

Sale of tangible fixed assets

948

5,000

Interest received

27,405

13,813

Net cash from investing activities

(19,415

)

(332,197

)

Cash flows from financing activities

Capital repayments in year

(54,471

)

(58,882

)

Share issue

20

-

Group loan movement

(163,200

)

(176,791

)

Related party loan movement

230,352

(429,914

)

Equity dividends paid

(1,008,000

)

(778,000

)

Net cash from financing activities

(995,299

)

(1,443,587

)

(Decrease)/increase in cash and cash equivalents

(876,737

)

386,761

Cash and cash equivalents at beginning of year

2

1,178,003

791,242

Cash and cash equivalents at end of year

2

301,266

1,178,003

1.	Reconciliation of profit before taxation to cash generated from operations

31.12.24

31.12.23

£

£

Profit before taxation

1,070,827

1,822,589

Depreciation charges

143,166

99,374

Profit on disposal of fixed assets

(948

)

(3,791

)

Finance costs

40,971

31,495

Finance income

(27,405

)

(13,813

)

1,226,611

1,935,854

(Increase)/decrease in stocks

(75,057

)

195,227

Increase in trade and other debtors

(162,052

)

(166,487

)

(Decrease)/increase in trade and other creditors

(295,868

)

576,404

Cash generated from operations

693,634

2,540,998

2.	Cash and cash equivalents

The amounts disclosed on the Cash flow statement in respect of cash and cash equivalents are in respect of these Balance sheet amounts:

Year ended 31st December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

301,266

1,178,003

Year ended 31st December 2023

31.12.23

1.1.23

£

£

Cash and cash equivalents

1,178,003

791,242

3.	Analysis of changes in net funds/(debt)

Other

non-cash

At 1.1.24

Cash flow

changes

At 31.12.24

£

£

£

£

Net cash

Cash at bank

and in hand

1,178,003

(876,737

)

301,266

1,178,003

(876,737

)

301,266

Debt

Finance leases

(92,204

)

54,471

(119,428

)

(157,161

)

(92,204

)

54,471

(119,428

)

(157,161

)

Total

1,085,799

(822,266

)

(119,428

)

144,105

1.	Statutory information

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

2.	Accounting policies

Basis of preparing the financial statements

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

Preparation of consolidated financial statements

The financial statements contain information about Halco Europe Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, Halco Europe (Holdings) Limited, Pioneer House, Unit 3 Beacon Road, Rotherwas Industrial Estate, Hereford, HR2 6JF.

Significant judgements and estimates

The following judgements and estimations have been made in the process of applying the company's accounting policies that have had the most significant effect on amounts recognised in the financial statements.

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 it affects only that period or in both current and future periods.

Useful economic lives of tangible fixed assets

The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economical lives and residual values of the assets. These are assessed by the Directors on an annual basis.

Useful economic lives of intangible fixed assets

The annual amortisation charge for intangible assets is sensitive to changes in the estimated useful economical lives of the assets. These are assessed by the Directors on an annual basis.

Stock provision

In calculating the stock provision, the Directors assess the nature and condition of the items in stock at the year end and how long they have been held. This provision is included within the stock balance in the notes.

Turnover

The turnover represents invoiced sales of goods net of commission and excluding value added tax.

An estimated 59% of the company's turnover related to exports.

Goodwill

Goodwill is amortised over its useful life of 10 years.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Patents & licences are being amortised evenly over their estimated useful life of three years.

Tangible fixed assets

Tangible fixed assets are stated in the Balance Sheet at cost less depreciation.

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

Plant & machinery

25% RB

Fixtures & fittings

25% RB

Motor vehicles

25% RB

Computer equipment

25% SL & 33% RB

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Stocks

Stocks are valued at the lower of cost and estimated selling price less costs to complete and sell, after

making due allowance for obsolete and slow moving items.

Financial instruments

The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and 'Other Financial Instruments Issues' of FRS102 to all of its financial instruments.

Financial instruments are recognised in the company's statement of financial position when the company 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 trade and other receivables and cash and bank balances, are measured at transaction price less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

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 the 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 date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after 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 assets 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 group transfers the financial asset and substantially all of the risks and rewards of the 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 group after deducing all of its liabilities.

Basic financial liabilities, including trade and other payables are measured at the transaction price. Other financial liabilities, including bank loans, loans from fellow group companies and preference shares that are classified as debt, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

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 subsequently 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.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Research & development

Expenditure on research and development is written off in the year in which it is incurred.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase & leasing commitments

Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet.

Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability.

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs & other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3.	Employees (including officers)

31.12.24

31.12.23

£

£

Wages and salaries

1,530,430

1,212,905

Social security costs

142,003

128,400

Other pension costs

17,816

13,211

1,690,249

1,354,516

The average number of employees during the year was as follows:

31.12.24

31.12.23

Directors

5

5

Office

33

29

Warehouse

6

6

Production

8

5

52

45

31.12.24

31.12.23

£

£

Directors' remuneration

75,000

75,000

4.	Operating profit

The operating profit is stated after charging/(crediting):

31.12.24

31.12.23

£

£

Other operating leases

45,841

45,010

Depreciation - owned assets

58,393

50,169

Depreciation - assets on hire purchase contracts

51,343

38,013

Profit on disposal of fixed assets

(948

)

(3,791

)

Goodwill amortisation

33,430

11,192

Auditors' remuneration

33,750

15,750

Foreign exchange differences

22,331

(98,521

)

Non-audit service fees

48,150

47,547

5.

Interest payable & similar expenses

31.12.24

31.12.23

£

£

Hire purchase

9,722

9,468

Other finance charges

31,249

22,027

40,971

31,495

6.

Taxation

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

31.12.24

31.12.23

£

£

Current tax:

UK corporation tax

271,100

452,700

UK corporation tax prior year

(52

)

(85

)

Total current tax

271,048

452,615

Deferred tax

15,700

1,900

Tax on profit

286,748

454,515

UK corporation tax has been charged at 25% (2023 - 23.52%).

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

31.12.24

31.12.23

£

£

Profit before tax

1,070,827

1,822,589

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2023 - 23.520%)

267,707

428,673

Effects of:

Expenses not deductible for tax purposes

18,525

25,888

Capital allowances in excess of depreciation

(15,132

)

(1,861

)

Adjustments to tax charge in respect of previous periods

(52

)

(85

)

Deferred tax movement

15,700

1,900

Total tax charge

286,748

454,515

7.

Dividends

31.12.24

31.12.23

£

£

Ordinary shares of £1 each

Interim

1,008,000

778,000

8.	Post year-end dividends

Further dividends of £758,000 & £16,400 were duly authorised and paid on 14th April 2025 and 12th June 2025.