TBD (Owen Holland) Limited

Strategic Report, Report of the Directors and

Audited Financial Statements for the Year Ended 31 March 2025

DIRECTORS:

V L Heycock

S C Meredith

P L Summers

SECRETARY:

D E Bradshaw

REGISTERED OFFICE:

Waterton House

Broadcastle Avenue

Waterton Industrial Estate

Bridgend

CF31 3US

REGISTERED NUMBER:

04801056 (England and Wales)

SENIOR STATUTORY

AUDITOR:

Andrew Miller FCA

AUDITORS:

BPU Limited

Chartered Accountants

Statutory Auditor

Radnor House

Greenwood Close

Cardiff Gate Business Park

Cardiff

CF23 8AA

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

REVIEW OF BUSINESS

Trading performance during the financial year has remained strong across both existing and new customers. Although turnover has dipped slightly during the period, gross margins have improved significantly as a result of a continued focus on operational efficiencies and the elimination of unnecessary costs.

The company's strategic objective to increase turnover to £25 million over the next five years remains a key priority. This growth is expected to be driven by the extensive product development undertaken in recent years, which continues to progress. Investment in the development of all-electric vehicles is of strategic importance, ensuring sustainable future revenue streams while aligning the business with global sustainability goals within the aerospace sector.

PRINCIPAL RISKS AND UNCERTAINTIES

The management of the business and execution of strategy are subject to a number of risks. Key business risks principally relate to market competition, both from a national and international perspective. Business risks are reviewed regularly by the directors and appropriate processes are put in place to monitor and mitigate their impact.

FINANCIAL POSITION

The financial position of the company is set out in the balance sheet on page 10.

KEY PERFORMANCE INDICATORS (KPIS)

The directors consider that KPI's of the business relate to turnover and operating profit.

FUTURE DEVELOPMENTS

The directors carry out a strategic review of the business on an annual basis and consider that it is well positioned to take advantage of business opportunities as demand continues to increase. Costs are under strict control and the facilities available are seen as adequate for trade anticipated during this period. A focus on sales in the sectors that have shown to be resilient is in place and success in sales of newly developed products to new and existing customers has been made.

ON BEHALF OF THE BOARD:

S C Meredith - Director

23 December 2025

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

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the design, manufacture and installation of aircraft ground support equipment and specialist access solutions.

DIVIDENDS

The total distribution of dividends for the year ended 31 March 2025 was £nil (2024: £500,000).

DIRECTORS

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

V L Heycock

S C Meredith

P L Summers

Other changes in directors holding office are as follows:

H Peleman - resigned 14 February 2025

S G Williams - resigned 24 July 2024

FINANCIAL RISK MANAGEMENT

The company's operations expose it to a variety of financial risks that include the effect of changes in market prices, credit risk, liquidity risk and interest rate cash flow risk. The company has in place a risk management programme that seeks to limit the adverse effects on the financial performance of the company by monitoring levels of debt finance and the related finance costs. In addition the company has a diverse product portfolio which reduces reliance on any one business sector.

Given the size of the company, the directors have not delegated the responsibility of monitoring financial risk management to a sub-committee of the board. The policy set by the board of directors is implemented by the company's finance department.

Price risk

The company is not exposed to any significant commodity price risk.

Credit risk

The company has implemented policies that require appropriate credit checks on potential customers before sales are made. The amount of exposure of any individual counterparty is subject to a limit which is assessed regularly by the board.

Liquidity, interest rate cash flow risk

The company actively monitors and forecasts its liquidity and cash flow position to ensure sufficient funds are available to fund all current and forecast activities.

RESEARCH AND DEVELOPMENT

The company invests in research and development to expand its product offering and incurred £550,469 (2024: £274,844) of expenditure during the year which has been capitalised.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the 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 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 or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

THIS REPORT WAS APPROVED BY THE BOARD:

S C Meredith - Director

23 December 2025

Opinion

We have audited the financial statements of TBD (Owen Holland) Limited (the 'company') for the year ended 31 March 2025 which comprise the Profit & Loss Account, Balance Sheet, Statement of Changes in Equity and 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 31 March 2025 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 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 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 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, 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 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 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.

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 risks 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.

The laws and regulations that we determined were most significant to the company were the Companies Act, UK corporate tax laws, Employment Rights Act, Health and Safety regulations and ISO9001 Quality Management System standard.

We obtained an understanding of how the company is complying with those laws and regulations by making enquiries to the management, and corroborated these enquiries through our review of board minutes and review of legal and professional spend for the year.

We assessed the susceptibility of the companys financial statements to material misstatement, including how fraud might occur, and did not identify any key audit matters relating to irregularities, including fraud. We assessed the effectiveness of internal controls that management has in place to prevent and detect fraud, including testing of manual journals and evaluating the assumptions and judgements made by management in its significant accounting estimates.

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.

Andrew Miller FCA (Senior Statutory Auditor)

for and on behalf of BPU Limited

Chartered Accountants

Statutory Auditor

23 December 2025

TURNOVER

3

10,519,253

12,489,307

Cost of sales

(5,975,408

)

(8,339,476

)

GROSS PROFIT

4,543,845

4,149,831

Distribution costs

(177,970

)

(218,801

)

Administrative expenses

(3,825,503

)

(3,185,251

)

540,372

745,779

Other operating income

4

47,358

191,042

OPERATING PROFIT

6

587,730

936,821

Interest receivable & similar income

-

310

587,730

937,131

Interest payable and similar

expenses

7

(398,652

)

(451,135

)

PROFIT BEFORE TAXATION

189,078

485,996

Tax on profit

8

(412

)

(154,272

)

PROFIT FOR THE FINANCIAL YEAR

188,666

331,724

OTHER COMPREHENSIVE INCOME

-

TOTAL COMPREHENSIVE INCOME

FOR THE YEAR

188,666

331,724

FIXED ASSETS

Intangible assets

10

2,859,972

2,778,729

Tangible assets

11

3,845,636

4,056,507

6,705,608

6,835,236

CURRENT ASSETS

Stocks

12

1,741,639

1,501,153

Debtors

13

2,852,426

2,556,482

Cash at bank

563,689

1,846,630

5,157,754

5,904,265

CREDITORS

Amounts falling due within one year

14

3,794,425

4,551,523

NET CURRENT ASSETS

1,363,329

1,352,742

TOTAL ASSETS LESS CURRENT

LIABILITIES

8,068,937

8,187,978

CREDITORS

Amounts falling due after more than

one year

15

(2,217,480

)

(2,524,187

)

PROVISIONS FOR LIABILITIES

19

(804,000

)

(805,000

)

NET ASSETS

5,047,457

4,858,791

CAPITAL AND RESERVES

Called up share capital

20

222

Share premium

29,878

Revaluation reserve

1,062,518

1,070,459

Retained earnings

3,954,839

3,758,232

SHAREHOLDERS' FUNDS

5,047,457

4,858,791

The financial statements were approved by the Board of Directors and authorised for issue on 23 December 2025 and were signed on its behalf by:

S C Meredith - Director

Called up

share

Retained

Share

Revaluation

Total

capital

earnings

premium

reserve

equity

£

Balance at 1 April 2023

222

3,918,697

29,878

1,078,270

5,027,067

Changes in equity

Dividends

-

(500,000

)

-

(500,000

)

Total comprehensive income

-

331,724

-

331,724

Transfer

-

7,811

-

(7,811

)

-

Balance at 31 March 2024

222

3,758,232

29,878

1,070,459

4,858,791

Changes in equity

Total comprehensive income

-

188,666

-

188,666

Transfer

-

7,941

-

(7,941

)

-

Balance at 31 March 2025

222

3,954,839

29,878

1,062,518

5,047,457

1.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows;

•

the requirement of paragraph 33.7.

This is on the basis that this will be included within the consolidated accounts of TBD Owen Holland Holdings Limited, the ultimate controlling parent.

Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before turnover is recognised:

Sale of goods

Turnover from the sale of goods is recognised when all of the following conditions are satisfied:

-

the company has transferred the significant risks and rewards of ownership to the buyer;

-

the company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

-

the amount of turnover can be measured reliably;

-

it is probable that the company will receive the consideration due under the transaction;

-

the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue in relation to construction contracts is recognised in the accounting period in which the services are rendered when the outcome of contract can be estimated reliably. The company uses the percentage of completion method based on the actual service performed as a percentage of the total services to be provided. The amount by which revenue recognised exceeds invoiced sales, is shown under debtors as amounts recoverable on contracts.

Intangible assets

Intangible assets are stated at cost less accumulated amortisation and accumulated impairment losses. Amortisation is calculated, using the straight-line method, to allocate the depreciable amount of the assets to their residual values over their estimated useful lives as follows:

Development costs - 10 years

Amortisation is charged to Administrative expenses in the statement of comprehensive income. Amortisation is not charged in the period of capitalisation.

Where factors, such as technological advancement or changes in market price, indicate that residual value or useful life have changed, the residual value, useful life or amortisation rate are amended prospectively to reflect the new circumstances.

The assets are reviewed for impairment if the above factors indicated that the carrying amount may be impaired.

Research costs are recognised as an expense as incurred.

Development costs that are directly attributable to the design and testing of identifiable and unique products controlled by the company are recognised as intangible assets when the following criteria are met:

-

It is technically feasible to complete the asset so that it will be available for use;

-

Management intends to complete the asset and to use or sell it;

-

There is an ability to use or sell the asset;

-

It can be demonstrated how the asset will generate probable future economic benefits;

-

Adequate technical, financial and other resources to complete the development and to use or sell the asset are available; and

-

The expenditure attributable to the asset during its development can be reliably measured.

Other development expenditures that do not meet these criteria are recognised as an expense as incurred. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

Freehold property

-

2% straight line

Plant and machinery

-

15% straight line

Fixtures and fittings

-

25% straight line

Freehold land is not depreciated.

Stocks

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

Cost is calculated using the first-in, first-out method and includes all purchase, transport, and handling costs in bringing stocks to their present location and condition.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Profit & Loss Account, 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.

The company claims an R&D rebate and as such discloses the refund due as other operating income.

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.

Foreign currencies

(i)Functional and presentation currency

The company's functional and presentation currency is the pound sterling.

(ii)Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the date of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Profit & Loss Account.

Hire purchase and leasing commitments

Assets held under finance leases and hire purchase contracts, which are those where substantially all the risks and rewards of ownership of the asset have passed to the company, are capitalised in the balance sheet and depreciated over their useful lives.

The interest element of the rental obligations is charged to the profit and loss account over the period of the lease and represents a constant proportion of the balance of capital repayments outstanding.

Rentals paid under operating leases are charged to income on a straight line basis over the lease term.

Pension costs

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.

Government grants

Government grants in respect of capital expenditure are released to the statement of comprehensive income over the estimated useful life of the asset acquired. Grants in respect of revenue expenditure are released so as to match the grant with the relevant cost.

2.	CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCER

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 reviewed if the revision affects only that period or in the period of revision and future periods if the revision affects both current and future periods.

(i) Useful economic lives of intangible assets

The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives of the assets. The useful economic lives are re-assessed and amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and physical condition of the assets.

(ii) Inventory provisioning

The company designs, manufactures and installs aircraft ground support equipment and specialist access solutions. As a result, it is necessary to consider the recoverability of the cost of inventory and the associated provisioning required. When calculating the inventory provision, management considers the nature and condition of the inventory, as well as applying assumptions around anticipated saleability of finished goods and future usage of raw materials. See note 12 for the net carrying amount of the inventory and associated provision.

(iii) Impairment of debtors

The company makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience.

(iv) Development costs

Development costs are capitalised when they meet certain criteria as set out on page 16. Management has to exercise judgement in the assessment of criteria as well as when considering the asset lives which drive the amortisation policy.

3.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

2025

2024

£

United Kingdom

4,823,234

5,160,741

Rest of Europe

2,943,266

3,832,151

Rest of World

2,752,753

3,496,415

10,519,253

12,489,307

4.	OTHER OPERATING INCOME

2025

2024

£

R&D tax credit

35,700

135,393

Other income

3,413

188

Profit on sale of scrap

8,245

34,909

Grant income

-

20,552

47,358

191,042

Where the company claims an R&D rebate the refund due is disclosed as other operating income.

5.	EMPLOYEES AND DIRECTORS

2025

2024

£

Wages and salaries

2,650,682

2,287,380

Social security costs

319,065

267,074

Other pension costs

183,581

182,047

3,153,328

2,736,501

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

2025

2024

Administration

30

26

Production

51

46

81

72

2025

2024

£

Directors' remuneration

243,144

308,767

Directors' pension contributions to money purchase schemes

134,961

93,634

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

2

4

Information regarding the highest paid director is as follows:

2025

2024

£

Emoluments etc

89,654

74,166

Pension contributions to money purchase schemes

122,349

73,121

Staff costs capitalised into tangible and intangible fixed assets amount to £443,858 (2024: £191,120).

6.	OPERATING PROFIT

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

2025

2024

£

Depreciation - owned assets

188,763

185,449

Depreciation - assets on finance leases

86,364

76,871

Profit on disposal of fixed assets

-

(4,273

)

Research & development amortisation

469,226

442,829

Auditors' remuneration

18,000

Auditors' remuneration for non audit work

-

3,285

Foreign exchange differences

157,285

114,303

Government grant received and amortised

-

(20,552

)

7.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

Bank interest

292

17,678

Loan interest

179,267

248,440

Other interest

172,137

139,917

Hire purchase

46,956

45,100

398,652

451,135

8.

TAXATION

Analysis of the tax charge

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

2025

2024

£

Current tax:

UK corporation tax

1,412

202,929

Deferred tax

(1,000

)

(48,657

)

Tax on profit

412

154,272

UK corporation tax was charged at 25%) in 2024.

Reconciliation of total tax charge included in profit and loss

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

2025

2024

£

Profit before tax

189,078

485,996

Profit multiplied by the standard rate of corporation tax in the

UK of 25% (2024 - 25%)

47,270

121,499

Effects of:

Expenses not deductible for tax purposes

2,568

3,882

Income not taxable for tax purposes

(8,925

)

(33,896

)

Depreciation in excess of capital allowances

154,356

135,695

Adjustments to tax charge in respect of previous periods

1,412

-

Group relief

-

(24,251

)

R&D tax relief

(195,269

)

-

Deferred tax movement

(1,000

)

(48,657

)

Total tax charge

412

154,272

9.

DIVIDENDS

2025

2024

£

Ordinary shares of £1 each

Paid

-

500,000

10.	INTANGIBLE FIXED ASSETS

Research

& development

£

COST

At 1 April 2024

5,616,867

Additions

550,469

At 31 March 2025

6,167,336

AMORTISATION

At 1 April 2024

2,838,138

Amortisation for year

469,226

At 31 March 2025

3,307,364

NET BOOK VALUE

At 31 March 2025

2,859,972

At 31 March 2024

2,778,729

11.	TANGIBLE FIXED ASSETS

Fixtures

Freehold

Plant and

and

property

machinery

fittings

Totals

£

COST OR VALUATION

At 1 April 2024

3,300,000

1,294,299

206,663

4,800,962

Additions

-

16,795

47,461

64,256

At 31 March 2025

3,300,000

1,311,094

254,124

4,865,218

DEPRECIATION

At 1 April 2024

66,000

537,850

140,605

744,455

Charge for year

66,000

182,726

26,401

275,127

At 31 March 2025

132,000

720,576

167,006

1,019,582

NET BOOK VALUE

At 31 March 2025

3,168,000

590,518

87,118

3,845,636

At 31 March 2024

3,234,000

756,449

66,058

4,056,507

Cost or valuation at 31 March 2025 is represented by:

Fixtures

Freehold

Plant and

and

property

machinery

fittings

Totals

£

Valuation in 2023

397,062

-

397,062

Cost

2,902,938

1,311,094

254,124

4,468,156

3,300,000

1,311,094

254,124

4,865,218

If freehold property had not been revalued it would have been included at the following historical cost:

2025

2024

£

Cost

2,902,938

Aggregate depreciation

798,126

739,397

Freehold land and buildings were valued on an open market basis on 31 March 2023 by Cushman & Wakefield plc .

There would be no tax payable if the freehold property was sold at it's revalued amount because the gain would be covered by indexation allowance.

The net book value of assets held under finance leases or hire purchase contracts are £220,049 (2024: £269,672).

12.

STOCKS

2025

2024

£

Raw materials

689,366

684,062

Work-in-progress

547,008

382,391

Finished goods

505,265

434,700

1,741,639

1,501,153

The difference between purchase price or production cost of stocks and their replacement cost is not material.

Stock is stated after provisions for impairment of £100,565 (2024: £81,764).

13.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

Trade debtors

1,490,519

1,451,745

Amounts owed by group undertakings

811,359

602,639

Other debtors

70,069

71,167

Directors' loan accounts

166,623

199,623

Prepayments and accrued income

313,856

231,308

2,852,426

2,556,482

14.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

Bank loans and overdrafts (see note 16)

90,903

85,592

Other loans (see note 16)

1,532,682

1,539,948

Finance leases (see note 17)

172,069

124,770

Trade creditors

1,245,411

1,837,277

Amounts owed to group undertakings

3,232

Corporation tax

71,453

-

Social security and other taxes

201,805

137,725

VAT

230,058

124,580

Other creditors

202,612

614,199

Directors' loan accounts

44,200

84,200

3,794,425

4,551,523

15.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN

ONE YEAR

2025

2024

£

Bank loans (see note 16)

2,047,341

2,140,499

Other loans (see note 16)

-

71,740

Finance leases (see note 17)

170,139

311,948

2,217,480

2,524,187

16.

LOANS

An analysis of the maturity of loans is given below:

2025

2024

£

Amounts falling due within one year or on demand:

Bank loans

90,903

85,592

Other loans

1,532,682

1,539,948

1,623,585

1,625,540

Amounts falling due between two and five years:

Bank loans - 2-5 years

2,047,341

2,140,499

Other loans - 2-5 years

-

71,740

2,047,341

2,212,239

The above liabilities comprise bank and other loans repayable by instalments on various terms agreed with the lenders. The interest rates applicable are 2.75% and 4.95% above the Bank of England base rate.

The aggregate monthly payment of the loans is £28,043 and the remaining term on the loans is 12 months and 48 months from the balance sheet date.

17.	LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Finance leases

2025

2024

£

Net obligations repayable:

Within one year

172,069

124,770

Between one and five years

170,139

311,948

342,208

436,718

Non-cancellable

operating leases

2025

2024

£

Within one year

639

852

Between one and five years

-

639

1,491

18.	SECURED DEBTS

The following secured debts are included within creditors:

2025

2024

£

Bank loans

2,138,244

2,226,091

Finance leases

342,208

436,718

Other loans

1,460,942

1,475,136

3,941,394

4,137,945

Bank overdraft and loan borrowings are secured as follows:

- A first legal charge over freehold land and buildings

- Personal guarantee from Mr Steven Meredith for £250,000

- Fixed and floating charge over the assets of the group.

Other loans are secured as follows:

- A fixed and floating charge over the assets of the group.

- Trade debtors.

- Personal guarantee from Mr Steven Meredith

The finance lease contracts are secured over the assets to which they relate.

19.	PROVISIONS FOR LIABILITIES

2025

2024

£

Deferred tax

804,000

805,000

Deferred

tax

£

Balance at 1 April 2024

805,000

Credit to Profit & Loss Account during year

(1,000

)

Balance at 31 March 2025

804,000

The provision for deferred tax has arisen in respect of:

2024

2023

£

Fixed asset timing differences

805,000

853,657

805,000

853,657

20.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

£

222

Ordinary

£1

222

21.	CONTINGENT LIABILITIES

There is an unlimited multilateral guarantee in respect of bank borrowings in place between TBD Owen Holland Holdings Limited, Owen Holland (Engineering) Limited and TBD (Owen Holland) Limited. The total of bank borrowings covered by the above Companies and included in the accounts amounted to £2,138,244 at 31 March 2025 (2024: £2,226,091).

22.	DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

There was an overdrawn directors loan account at 31 March 2025 of £166,623 (2024: £199,623).

23.	RELATED PARTY DISCLOSURES

The company is exempt from disclosing related party transactions with companies in the same group. Included within directors' remuneration is £nil (2024: £nil) of sums paid to third parties for directors' services. There were purchases in the year from a business that one of the directors owns totalling £78,270 (2024: £65,160).

24.	ULTIMATE CONTROLLING PARTY

The immediate parent undertaking is TBD Owen Holland Holdings Limited.

The ultimate parent undertaking and controlling party is TBD Owen Holland Holdings Limited, a company incorporated in Wales.

TBD Owen Holland Holdings Limited is the parent undertaking of the smallest and largest group of undertakings to consolidate these financial statements. The consolidated financial statements of TBD Owen Holland Holdings Limited can be obtained from Waterton House, Brocastle Avenue, Waterton Industrial Estate, Bridgend CF31 3US.