REGISTERED NUMBER: 08282973 (England and Wales)

GROUP STRATEGIC REPORT, REPORT OF THE DIRECTOR AND

CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025

FOR

DRAINFORCE HOLDINGS LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Director

3

Report of the Independent Auditors

4

Consolidated Income Statement

7

Consolidated Other Comprehensive Income

8

Consolidated Balance Sheet

9

Company Balance Sheet

10

Consolidated Statement of Changes in Equity

11

Company Statement of Changes in Equity

12

Consolidated Cash Flow Statement

13

Notes to the Consolidated Cash Flow Statement

14

Notes to the Consolidated Financial Statements

16

DIRECTOR:

Mr D M Evans

REGISTERED OFFICE:

2 Heol Ffaldau

Brackla Industrial Estate

Bridgend

Mid Glamorgan

CF31 2AJ

REGISTERED NUMBER:

08282973 (England and Wales)

AUDITORS:

Baker Knoyle Audit Limited

Chartered Certified Accountants

Orbit Business Centre

Rhydycar Business Park

Merthyr Tydfil

CF48 1DL

The director presents his strategic report of the company and the group for the year ended 31 March 2025.

REVIEW OF BUSINESS

Drainforce Holdings Limited is the parent company of the Drainforce group. The principal activitiy of the group is environmental drainage contracting.

The group operates primarily within the UK.

During the year, the group generated turnover of £7.3m (2024: £6.2m). The group reported a profit for the financial year of £204k (2024: loss of £42k). The improvement in performance reflects increased levels of activity across the trading subsidiaries and improved operating results.

Operating profit for the year was £593k (2024: £244k). Gross profit margins remained broadly consistent with the prior year.

At 31 March 2025, the group reported net assets of £1.80m (2024: £1.62m). Tangible fixed assets increased to £4.55m (2024: £4.21m), reflecting continued investment in plant and equipment.

The group reported net current liabilities, which arise primarily from finance lease and hire purchase obligations and are monitored closely by the director. Cash balances at the year end were £637k (2024: £587k).

PRINCIPAL RISKS AND UNCERTAINTIES

The principal risks and uncertainties facing the group include:

- fluctuations in demand within the construction and infrastructure sectors;

- cost pressures relating to labour, fuel and materials;

- reliance on specialist plant and equipment and associated financing; and

- health and safety compliance within a regulated operating environment.

These risks are managed through regular financial review, operational controls, compliance procedures, and oversight of subsidiary performance.

ON BEHALF OF THE BOARD:

Mr D M Evans - Director

18 December 2025

The director presents his report with the financial statements of the company and the group for the year ended 31 March 2025.

DIVIDENDS

No interim dividend was paid during the year. The director recommends a final dividend of £100 per share.

The total distribution of dividends for the year ended 31 March 2025 will be £ 17,500 .

Dividends paid by the parent company during the year amounted to £10,000 (2024: nil).

Dividends of £7,500 were paid by a subsidiary to non-controlling shareholders and are presented as a movement in non-controlling interests.

DIRECTOR

Mr D M Evans held office during the whole of the period from 1 April 2024 to the date of this report.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES

The director is responsible for preparing the Group Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the director is 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 director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, Baker Knoyle Audit Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mr D M Evans - Director

18 December 2025

Opinion

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

In our opinion the financial statements:

-	give a true and fair view of the state of the group's and of the parent company affairs as at 31 March 2025 and of the group's profit for the year then ended;

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

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

Basis for opinion

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

Conclusions relating to going concern

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

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

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

Other information

The director is responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Director, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

-	the information given in the Group Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Report of the Director have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Director.

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

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

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

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

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

Responsibilities of director

As explained more fully in the Statement of Director's Responsibilities set out on page three, the director is 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 director determines 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 director is responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the group or the parent company or to cease operations, or has 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 identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our sector experience through discussion with the Officers and other management (as required by auditing standards).

- We had regard to laws and regulations in areas that directly affect the financial statements including financial reporting (including related trade union legislation) and taxation legislation. We considered that extent of compliance with those laws and regulations as part of our procedures on the related financial statement items.

- With the exception of any known or possible non-compliance, and as required by auditing standards, our work in respect of these was limited to enquiry of the Officers.

- We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit.

- We addressed the risk of fraud through management override of controls, by testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, 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, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed 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 are to become aware of it.

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.

Other Matter - Comparative Information

The financial statements for the year ended 31 March 2025 are the first financial statements of the company that have been audited. Accordingly, the comparative information presented as at and for the year ended 31 March 2024 took advantage of audit exemption under s. 477 of the Companies Act 2006. Therefore the prior period financial statements were not subject to audit.

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.

Richard Phillips FCCA (Senior Statutory Auditor)

for and on behalf of Baker Knoyle Audit Limited

Chartered Certified Accountants

Orbit Business Centre

Rhydycar Business Park

Merthyr Tydfil

CF48 1DL

19 December 2025

TURNOVER

7,306,509

6,230,928

Cost of sales

(4,905,449

)

(4,259,930

)

GROSS PROFIT

2,401,060

1,970,998

Distribution costs

(14,287

)

(12,507

)

Administrative expenses

(1,799,089

)

(1,724,553

)

587,684

233,938

Other operating income

5,748

9,932

OPERATING PROFIT

4

593,432

243,870

Interest receivable and similar income

5,212

6,358

598,644

250,228

Interest payable and similar expenses

5

(307,489

)

(313,687

)

PROFIT/(LOSS) BEFORE TAXATION

291,155

(63,459

)

Tax on profit/(loss)

6

(80,264

)

21,566

PROFIT/(LOSS) FOR THE FINANCIAL YEAR

210,891

(41,893

)

Profit/(loss) attributable to:

Owners of the parent

201,728

(38,074

)

Non-controlling interests

9,163

(3,819

)

210,891

(41,893

)

PROFIT/(LOSS) FOR THE YEAR

210,891

(41,893

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

210,891

(41,893

)

Total comprehensive income attributable to:

Owners of the parent

210,891

(41,893

)

FIXED ASSETS

Tangible assets

9

4,548,552

4,214,283

Investments

10

-

-

4,548,552

4,214,283

CURRENT ASSETS

Stocks

11

600,845

307,480

Debtors

12

414,189

518,175

Investments

13

37,350

37,350

Cash at bank and in hand

636,511

586,676

1,688,895

1,449,681

CREDITORS

Amounts falling due within one year

14

2,326,080

2,297,080

NET CURRENT LIABILITIES

(637,185

)

(847,399

)

TOTAL ASSETS LESS CURRENT LIABILITIES

3,911,367

3,366,884

CREDITORS

Amounts falling due after more than one year

15

(1,996,215

)

(1,725,387

)

PROVISIONS FOR LIABILITIES

18

(440,232

)

(359,968

)

NET ASSETS

1,474,920

1,281,529

CAPITAL AND RESERVES

Called up share capital

19

100

100

Retained earnings

20

1,423,339

1,231,611

SHAREHOLDERS' FUNDS

1,423,439

1,231,711

NON-CONTROLLING INTERESTS

21

51,481

49,818

TOTAL EQUITY

1,474,920

1,281,529

The financial statements were approved by the director and authorised for issue on 18 December 2025 and were signed by:

Mr D M Evans - Director

FIXED ASSETS

Tangible assets

9

-

-

Investments

10

342,103

342,103

342,103

342,103

CURRENT ASSETS

Debtors

12

50,336

50,932

CREDITORS

Amounts falling due within one year

14

23,101

23,102

NET CURRENT ASSETS

27,235

27,830

TOTAL ASSETS LESS CURRENT LIABILITIES

369,338

369,933

CAPITAL AND RESERVES

Called up share capital

19

100

100

Other reserves

20

333,830

333,830

Retained earnings

20

35,408

36,003

SHAREHOLDERS' FUNDS

369,338

369,933

Company's profit/(loss) for the financial year

9,405

(2,392

)

The financial statements were approved by the director and authorised for issue on 18 December 2025 and were signed by:

Mr D M Evans - Director

Called up

share

Retained

Non-controlling

Total

capital

earnings

Total

interests

equity

£

£

£

£

£

Balance at 1 April 2023

100

1,269,685

1,269,785

53,637

1,323,422

Changes in equity

Total comprehensive income

-

(38,074

)

(38,074

)

-

(38,074

)

100

1,231,611

1,231,711

53,637

1,285,348

Non-controlling interest arising on business combination

-

-

-

(3,819

)

(3,819

)

Balance at 31 March 2024

100

1,231,611

1,231,711

49,818

1,281,529

Changes in equity

Dividends

-

(17,500

)

(17,500

)

(7,500

)

(25,000

)

Total comprehensive income

-

201,728

201,728

-

201,728

Dividends paid to NCI

-

7,500

7,500

-

7,500

100

1,423,339

1,423,439

42,318

1,465,757

Non-controlling interest arising on business combination

-

-

-

9,163

9,163

Balance at 31 March 2025

100

1,423,339

1,423,439

51,481

1,474,920

Called up

share

Retained

Other

Total

capital

earnings

reserves

equity

£

£

£

£

Balance at 1 April 2023

100

38,395

333,830

372,325

Changes in equity

Total comprehensive income

-

(2,392

)

-

(2,392

)

Balance at 31 March 2024

100

36,003

333,830

369,933

Changes in equity

Dividends

-

(10,000

)

-

(10,000

)

Total comprehensive income

-

9,405

-

9,405

Balance at 31 March 2025

100

35,408

333,830

369,338

Cash flows from operating activities

Cash generated from operations

1

1,128,359

1,290,783

Interest paid

(101,220

)

(104,756

)

Interest element of hire purchase payments paid

(206,269

)

(208,931

)

Net cash from operating activities

820,870

977,096

Cash flows from investing activities

Purchase of tangible fixed assets

(2,011,740

)

(867,777

)

Sale of tangible fixed assets

937,150

591,841

Interest received

5,212

6,358

Net cash from investing activities

(1,069,378

)

(269,578

)

Cash flows from financing activities

Loan repayments in year

(116,967

)

(105,004

)

Capital repayments in year

416,670

(730,828

)

Amount withdrawn by directors

827

62,296

Movements on loans to associates

15,313

1,542

Equity dividends paid

(17,500

)

-

Net cash from financing activities

298,343

(771,994

)

Increase/(decrease) in cash and cash equivalents

49,835

(64,476

)

Cash and cash equivalents at beginning of year

2

586,676

651,152

Cash and cash equivalents at end of year

2

636,511

586,676

1.	RECONCILIATION OF PROFIT/(LOSS) BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2025

2024

£

£

Profit/(loss) before taxation

291,155

(63,459

)

Depreciation charges

740,453

701,002

Profit on disposal of fixed assets

(132

)

(10,401

)

Finance costs

307,489

313,687

Finance income

(5,212

)

(6,358

)

1,333,753

934,471

Increase in stocks

(293,365

)

(307,480

)

Decrease in trade and other debtors

87,847

384,582

Increase in trade and other creditors

124

279,210

Cash generated from operations

1,128,359

1,290,783

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 31 March 2025

31/3/25

1/4/24

£

£

Cash and cash equivalents

636,511

586,676

Year ended 31 March 2024

31/3/24

1/4/23

£

£

Cash and cash equivalents

586,676

651,152

3.	ANALYSIS OF CHANGES IN NET DEBT

At 1/4/24

Cash flow

At 31/3/25

£

£

£

Net cash

Cash at bank and in hand

586,676

49,835

636,511

586,676

49,835

636,511

Liquid resources

Current asset investments

37,350

-

37,350

37,350

-

37,350

Debt

Finance leases

(2,195,606

)

(416,670

)

(2,612,276

)

Debts falling due within 1 year

(116,458

)

(12,100

)

(128,558

)

Debts falling due after 1 year

(257,419

)

129,066

(128,353

)

(2,569,483

)

(299,704

)

(2,869,187

)

Total

(1,945,457

)

(249,869

)

(2,195,326

)

1.	STATUTORY INFORMATION

Drainforce Holdings 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 General 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.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

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.

Plant and machinery

-

20% on cost, 15% on cost and 10% on cost

Fixtures and fittings

-

20% on cost

Motor vehicles

-

25% on cost

Computer equipment

-

20% on cost

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 Consolidated 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.

Hire purchase and 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 and other post-retirement benefits

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

3.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

2,599,345

2,439,405

Other pension costs

39,383

40,445

2,638,728

2,479,850

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

2025

2024

Employees

58

52

The average number of employees by undertakings that were proportionately consolidated during the year was 58 (2024 - 52 ) .

2025

2024

£

£

Director's remuneration

79,717

59,170

4.	OPERATING PROFIT

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

2025

2024

£

£

Other operating leases

52,043

75,691

Depreciation - owned assets

294,393

215,266

Depreciation - assets on hire purchase contracts

446,060

485,735

Profit on disposal of fixed assets

(132

)

(10,401

)

The auditing of accounts of any associate of the company

5,500

-

Other non- audit services

6,210

-

Foreign exchange differences

6,201

3,728