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REGISTERED NUMBER: 14702069 (England and Wales)















GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025

FOR

TOP TUBES (HOLDINGS) LIMITED

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025










Page

Company Information 1

Group Strategic Report 2

Report of the Directors 4

Report of the Independent Auditors 7

Consolidated Income Statement 11

Consolidated Other Comprehensive Income 12

Consolidated Balance Sheet 13

Company Balance Sheet 14

Consolidated Statement of Changes in Equity 15

Company Statement of Changes in Equity 16

Consolidated Cash Flow Statement 17

Notes to the Consolidated Cash Flow Statement 18

Notes to the Consolidated Financial Statements 20


TOP TUBES (HOLDINGS) LIMITED

COMPANY INFORMATION
FOR THE YEAR ENDED 31 MARCH 2025







DIRECTORS: Ms A L Pearson-Myatt
D A Van Zyl





REGISTERED OFFICE: 2a Smith Road
Off Potters Lane
Wednesbury
WS10 0PD





REGISTERED NUMBER: 14702069 (England and Wales)





AUDITORS: Blackthorns
Chartered Accountants
and Registered Auditors
Admiral House
Waterfront East
Brierley Hill
West Midlands
DY5 1XG

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2025


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

REVIEW OF BUSINESS
We aim to present a review of the development and performance of our business during the period and its position at the period end. Our review is consistent with the size and nature of our business and is written in the context of risks and uncertainties we face.

The principal activity of the group during the year was that of a steel tube manufacturer and laser tube processor.

The directors and management team believe that the financial results for the year ended 31 March 2025 are in line with their expectations. Steel prices and UK steel demand continued to decrease from the previous year, which impacted the overall gross margin generated by the business, along with the gross margin percentage. Despite the reduction in gross margin, the strategies implemented by management have continued to improve production performance, and this has enabled the business to finish the year with a small loss.

Throughout the period, the group has continued to invest in its manufacturing technology, logistics capabilities and IT infrastructure, the benefits of which are being seen by way of process improvements and cost savings.

PRINCIPAL RISKS AND UNCERTAINTIES
The company's activities have exposed it to a number of risks and uncertainties during the period as set out below. The directors' risk management process is driven by:

1) Economic outlook
High interest rates continues to be challenging for the group both in terms of finance costs, and it's knock-on effect on inflation, particularly in the area of energy costs. The group feels very positive that with its strong supplier relations, these costs will be mitigated wherever possible.

2) Steel cost inflation
The fluctuation in both steel prices and exchange rates has created a downward pressure on the steel supply chain, which in turn has impacted availability of material. Alternative sources of steel supply have been secured where necessary in order to lessen this burden, and the group feels that these alternative suppliers will form a basis for future on-going purchases. It is anticipated that this pressure will reverse at some point in the next financial year.

3) Wage cost inflation
The group is inherently exposed to the risk of wage cost inflation due to the labour intensive nature of the business, with wage costs representing the largest cost to the business outside raw material costs.

Inflationary risks have been driven by increases in interest rates, which in turn has fuelled a higher than normal annual wage increase. The group ensures complete compliance with labour market regulations and offers a fair employment policy.

4) Competition
The group operates in a highly competitive market, with a high level of price sensitivity. The group's prices are continuously monitored in order to maintain them at a competitive level.

The group also aims to ensure continued strong demand for its products by improving its product and service offerings, whilst combining stringent quality standards.


TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2025

SECTION 172(1) STATEMENT
The board of directors, in line with their duties under s172 of the Companies Act 2006, act in a way they consider, in good faith, would be most likely to promote the success of the group for the benefit of its members as a whole, and in doing so have regard to a range of matters when making decisions for the long term. Key decisions and matters that are of strategic importance to the group are appropriately informed by factors referred to in s172(1)(a) to (f).

Through an open and transparent dialogue with our key stakeholders, we have been able to develop a clear understanding of their needs, assess their perspectives and monitor their impact on our strategic ambition and culture. As part of the board's decision-making process, the board considers the potential impact of decisions on relevant stakeholders whilst also having regard to a number of broader factors, including the impact of the group's operations on the community and environment, responsible business practices and the likely consequences of decisions in the long term.

KEY PERFORMANCE INDICATORS
The directors have taken the decision not to disclose KPIs in these financial statements as they are not considered necessary to understand the performance or position of the group. KPI's form an integral part of the group's monthly reporting process, allowing the directors and their management team to quickly react where necessary.

FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The group uses various financial instruments including cash, bank loans, trade creditors, invoice discounting and asset finance that arise directly from its operations.

The existence of these financial instruments exposes the group to a number of financial risks but the directors are confident that these do not pose a material risk to the underlying profitability of the business.

The main risks arising from the group's financial instruments are liquidity risk and interest rate risk. The directors review and manage each of these risks and they are summarised below.

1) Liquidity risk
The group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably.

The group's policy throughout the year has been to achieve this through management's day to day involvement in business decisions rather than setting maximum or minimum liquidity ratios.

group finances its operations through a mixture of retained profits, invoice discounting, asset finance and its bank lending. The interest rate risk on the borrowings is managed by the group.

ON BEHALF OF THE BOARD:





Ms A L Pearson-Myatt - Director


23 December 2025

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 MARCH 2025


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

PRINCIPAL ACTIVITY
The principal activity of the group in the year under review was that of steel tube manufacture and laser tube processing.

The principal activity of the company was that of holding the investment in the subsidiary.

DIVIDENDS
No dividends will be distributed for the year ended 31 March 2025.

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

Ms A L Pearson-Myatt
D A Van Zyl

ENGAGEMENT WITH EMPLOYEES
The board promotes effective engagement with the group's workforce by way of various meetings involving every area of the business. Dedicated working groups review, revise and implement updated policies to provide a safe working environment. Usual channels have supported regular communication of information and guidance which has taken place with employees throughout the year. Risk assessments, training and support have been provided to ensure that all employees are comfortable that they are operating within a secure environment.

ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS
Customers
The board engages both directly with its customers and also indirectly through its senior managers, who provide information about key customer relationships. During the period, the board and senior managers have remained in close contact with its key customers, ensuring that they are informed of production schedules and delivery lead times.

Suppliers
The board has reviewed and approved key supplier contracts, as well as reviewing and revising our raw material strategy. Suppliers are treated fairly and paid promptly and the board and senior managers have remained in close contact with its key suppliers throughout the period, particularly in relation to production schedules and delivery lead times

Community and environment
The board recognises its impact on the local community, and its responsibility to the environment, and this is reinforced with its ISO 14001 accreditation

STREAMLINED ENERGY AND CARBON REPORTING
Greenhouse gas emissions and energy consumption

Unit 2025 2024
Fuel - vehicles tCO2e 314 317
Gas tCO2e 7 12
Purchased electricity 749 760
Total emissions tCO2e 1,070 1,089
Total energy consumption 3,555,008 3,608,409
Intensity ratio: tonnes CO2e per tonne 24.57 31.53

Methodologies for energy and emissions calculations

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 MARCH 2025

We have followed the reporting methodology as set out in HM Government Environmental Reporting Guidelines and based on the 2020 UK Government Conversion Factors.

Principal measures taken to increase energy efficiency
The company is progressing in various areas to improve energy efficiency in the operation, including:
- Replacement of partial HGV fleet with Euro 6 compliant vehicle
- Replacement of partial company car fleet with EV and Hybrid models
- Continued LED technology as default for all swap outs and new installations

DISCLOSURE IN THE STRATEGIC REPORT
The directors have opted to disclose the principal activity of the business, its results, its likely future developments and its financial risk management objectives and policies within the strategic report as they consider these items to be of sufficient strategic importance to the financial statements.

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- state whether applicable accounting standards have been followed, subject to any material departures disclosed and
explained in the financial statements;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he 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 group's auditors are aware of that information.

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 MARCH 2025


AUDITORS
The auditors, Blackthorns, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





Ms A L Pearson-Myatt - Director


23 December 2025

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
TOP TUBES (HOLDINGS) LIMITED


Opinion
We have audited the financial statements of Top Tubes (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 directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

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

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

Other information
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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

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

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
TOP TUBES (HOLDINGS) LIMITED


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
- the parent company financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page five, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

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

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below:

We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
TOP TUBES (HOLDINGS) LIMITED

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following, however, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management:

- the nature of the industry and sector;
- control environment and business performance;
- results of our enquiries of management about their own identification and assessment of the risks;
- the matters discussed amongst the audit engagement team involving relevant internal specialists, including tax,
regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may have existed within the organisation and sought to identify those with the greatest potential for fraud and irregularities. In common with all audits under ISAs (UK), we also performed specific procedures to respond to the risk of management override.

We considered the legal and regulatory frameworks that affect the company, focusing on provisions of those laws and regulations that would have had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations that we considered in this context included the Companies Act 2006, tax legislation and pension regulations.

We also considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty. The key laws and regulations that we considered in this context included compliance with health and safety regulations.

Audit response to risks identified
As a result of performing the above, our procedures to respond to risks identified included the following:

reviewing the disclosures within the financial statements and testing to supporting documentation to assess
compliance with provisions of relevant laws and regulations described as having a direct effect on the financial
statements;
enquiring of management concerning actual and potential litigation and claims;
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of
material misstatements due to fraud;
reviewing minutes of meetings involving those charged with governance, reviewing correspondence and
reviewing appropriate regulatory correspondence;
obtaining an understanding of provisions through discussions with management in order to understand the basis
of recognition;
in addressing the risk of fraud through management override of controls, 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.
reviewing the sale and purchase agreement for the acquisition of the subsidiary to confirm that the transaction is
correctly recorded;
reviewing the consolidation adjustments to ensure that they correctly account for the assets acquired;
reviewing the consolidation adjustments to ensure that all inter group transactions and balances are eliminated.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members, including internal specialists, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit .

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.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
TOP TUBES (HOLDINGS) LIMITED


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.




Victoria Brassington BA FCA (Senior Statutory Auditor)
for and on behalf of Blackthorns
Chartered Accountants
and Registered Auditors
Admiral House
Waterfront East
Brierley Hill
West Midlands
DY5 1XG

23 December 2025

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 31 MARCH 2025

Year Ended Period
31.3.25 3.3.23 to 31.3.24
Notes £    £    £    £   

TURNOVER 3 39,661,234 48,265,797

Cost of sales 31,529,109 37,851,252
GROSS PROFIT 8,132,125 10,414,545

Distribution costs - 92,025
Administrative expenses 6,508,851 6,242,351
6,508,851 6,334,376
1,623,274 4,080,169

Other operating income 72,250 5,039
OPERATING PROFIT 5 1,695,524 4,085,208

Interest receivable and similar income 25,365 50,065
1,720,889 4,135,273

Interest payable and similar expenses 6 595,785 550,981
PROFIT BEFORE TAXATION 1,125,104 3,584,292

Tax on profit 7 (71,355 ) 420,707
PROFIT FOR THE FINANCIAL YEAR 1,196,459 3,163,585
Profit attributable to:
Owners of the parent 1,196,459 3,163,585

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

CONSOLIDATED OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2025

Period
3.3.23
Year Ended to
31.3.25 31.3.24
Notes £    £   

PROFIT FOR THE YEAR 1,196,459 3,163,585


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

1,196,459

3,163,585

Total comprehensive income attributable to:
Owners of the parent 1,196,459 3,163,585

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

CONSOLIDATED BALANCE SHEET
31 MARCH 2025

31.3.25 31.3.24
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 9 (1,561,781 ) (3,123,562 )
Tangible assets 10 7,933,102 8,087,247
Investments 11 - -
6,371,321 4,963,685

CURRENT ASSETS
Stocks 12 6,447,428 5,969,557
Debtors 13 9,510,644 11,384,397
Cash at bank and in hand 1,600,307 760,144
17,558,379 18,114,098
CREDITORS
Amounts falling due within one year 14 16,715,293 17,070,295
NET CURRENT ASSETS 843,086 1,043,803
TOTAL ASSETS LESS CURRENT
LIABILITIES

7,214,407

6,007,488

CREDITORS
Amounts falling due after more than one
year

15

(1,669,263

)

(1,618,803

)

PROVISIONS FOR LIABILITIES 19 (1,185,000 ) (1,225,000 )
NET ASSETS 4,360,144 3,163,685

CAPITAL AND RESERVES
Called up share capital 20 100 100
Retained earnings 21 4,360,044 3,163,585
SHAREHOLDERS' FUNDS 4,360,144 3,163,685

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:




Ms A L Pearson-Myatt - Director



D A Van Zyl - Director


TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

COMPANY BALANCE SHEET
31 MARCH 2025

31.3.25 31.3.24
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 9 - -
Tangible assets 10 - -
Investments 11 20,203,668 20,203,668
20,203,668 20,203,668

CURRENT ASSETS
Cash in hand 100 100

CREDITORS
Amounts falling due within one year 14 20,618,834 20,448,417
NET CURRENT LIABILITIES (20,618,734 ) (20,448,317 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

(415,066

)

(244,649

)

CAPITAL AND RESERVES
Called up share capital 20 100 100
Retained earnings 21 (415,166 ) (244,749 )
SHAREHOLDERS' FUNDS (415,066 ) (244,649 )

Company's loss for the financial year (170,417 ) (244,749 )

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:




Ms A L Pearson-Myatt - Director



D A Van Zyl - Director


TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025

Called up
share Retained Total
capital earnings equity
£    £    £   

Changes in equity
Issue of share capital 100 - 100
Total comprehensive income - 3,163,585 3,163,585
Balance at 31 March 2024 100 3,163,585 3,163,685

Changes in equity
Total comprehensive income - 1,196,459 1,196,459
Balance at 31 March 2025 100 4,360,044 4,360,144

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025

Called up
share Retained Total
capital earnings equity
£    £    £   

Changes in equity
Issue of share capital 100 - 100
Total comprehensive income - (244,749 ) (244,749 )
Balance at 31 March 2024 100 (244,749 ) (244,649 )

Changes in equity
Total comprehensive income - (170,417 ) (170,417 )
Balance at 31 March 2025 100 (415,166 ) (415,066 )

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 MARCH 2025

Period
3.3.23
Year Ended to
31.3.25 31.3.24
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 (219,906 ) 957,026
Interest paid (450,989 ) (440,195 )
Interest element of hire purchase payments
paid

(114,796

)

(110,786

)
Finance costs paid (30,000 ) -
Tax paid (77,408 ) (393,703 )
Net cash from operating activities (893,099 ) 12,342

Cash flows from investing activities
Purchase of intangible fixed assets - 4,685,343
Purchase of tangible fixed assets (842,569 ) (9,141,313 )
Sale of tangible fixed assets 19,447 19,539
Interest received 25,365 50,065
Net cash from investing activities (797,757 ) (4,386,366 )

Cash flows from financing activities
New loans in the year - 3,427,091
Loan repayments in year (136,284 ) (943,599 )
Capital repayments in year (226,295 ) -
Share issue - 100
Net cash from financing activities (362,579 ) 2,483,592

Decrease in cash and cash equivalents (2,053,435 ) (1,890,432 )
Cash and cash equivalents at beginning of
year

2

(1,890,432

)

-

Cash and cash equivalents at end of year 2 (3,943,867 ) (1,890,432 )

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 MARCH 2025


1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM
OPERATIONS

Period
3.3.23
Year Ended to
31.3.25 31.3.24
£    £   
Profit before taxation 1,125,104 3,584,292
Depreciation charges (566,194 ) (531,196 )
(Profit)/loss on disposal of fixed assets (18,322 ) 3,942
- 1,284,759
- 5,039
Government grants - (5,039 )
Finance costs 595,785 550,981
Finance income (25,365 ) (50,065 )
1,111,008 4,842,713
Increase in stocks (477,871 ) (5,969,557 )
Decrease/(increase) in trade and other debtors 1,895,756 (11,384,396 )
(Decrease)/increase in trade and other creditors (2,748,799 ) 13,468,266
Cash generated from operations (219,906 ) 957,026

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 1,600,307 760,144
Bank overdrafts (5,544,174 ) (2,650,576 )
(3,943,867 ) (1,890,432 )
Period ended 31 March 2024
31.3.24 3.3.23
£    £   
Cash and cash equivalents 760,144 -
Bank overdrafts (2,650,576 ) -
(1,890,432 ) -


TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 MARCH 2025


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 760,144 840,163 1,600,307
Bank overdrafts (2,650,576 ) (2,893,598 ) (5,544,174 )
(1,890,432 ) (2,053,435 ) (3,943,867 )
Debt
Finance leases (1,263,174 ) 226,295 (1,036,879 )
Debts falling due within 1 year (125,950 ) (4,806 ) (130,756 )
Debts falling due after 1 year (1,094,368 ) 141,090 (953,278 )
(2,483,492 ) 362,579 (2,120,913 )
Total (4,373,924 ) (1,690,856 ) (6,064,780 )

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025


1. STATUTORY INFORMATION

Top Tubes (Holdings) Limited is a private company, limited by shares, registered in England and Wales, registered number 14702069. Its registered office is 2a Smith Road, Off Potters Lane, Wednesbury, WS10 0PD.

The financial statements are presented in Sterling, which is the functional currency of the company.

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 as modified by the revaluation of certain assets.

Related party exemption
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

Critical accounting judgements and key sources of estimation uncertainty
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

The judgements that management have made in the process of applying the entity's accounting policies and that have the most significant effect on the amounts recognised in the financial statements are as follows:
- determining the estimated useful lives of tangible assets
- determining the estimated realisable value of older stock items

Turnover
Turnover is measured at the fair value of the consideration received or receivable and represents
amounts receivable for goods supplied, net of discounts and of Value Added Tax.

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

Goodwill
Goodwill, being the amount paid in connection with the acquisition of a business in 2023, is being amortised evenly over its estimated useful life of three 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.

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2025


2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Freehold property - 2% on cost
Plant and machinery - at varying rates on cost
Fixtures and fittings - at varying rates on cost
Motor vehicles - 20% on cost

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

If there is any evidence of impairment, the carrying amount of the stock is reduced to its recoverable amount. The impairment loss is recognised immediately in the statement of comprehensive income.

Financial instruments
A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument.

Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

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.

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


TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2025


2. ACCOUNTING POLICIES - continued

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

Assets held under finance leases and hire purchase contracts are recognised in the statement of financial position as assets and liabilities at the lower of the fair value of the assets and the present value of the minimum lease payments, which is determined at the inception of the lease term. Any initial direct costs of the lease are added to the amount recognised as an asset.

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.

Impairment of fixed assets
A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.

For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets.

Provisions
Provisions are recognised when the entity has an obligation at the reporting date as a result of a past event, it is probable that the entity will be required to transfer economic benefits in settlement and the amount of the obligation can be estimated reliably. Provisions are recognised as a liability in the statement of financial position and the amount of the provision as an expense.

Provisions are initially measured at the best estimate of the amount required to settle the obligation at the reporting date and subsequently reviewed at each reporting date and adjusted to reflect the current best estimate of the amount that would be required to settle the obligation. Any adjustments to the amounts previously recognised are recognised in profit or loss unless the provision was originally recognised as part of the cost of an asset.

3. TURNOVER

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

An analysis of turnover by geographical market is given below:

Period
3.3.23
Year Ended to
31.3.25 31.3.24
£    £   
United Kingdom 36,113,373 45,937,406
Overseas 3,547,861 2,328,391
39,661,234 48,265,797

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2025


4. EMPLOYEES AND DIRECTORS
Period
3.3.23
Year Ended to
31.3.25 31.3.24
£    £   
Wages and salaries 6,173,398 6,256,212
Social security costs 626,016 637,793
Other pension costs 139,905 226,518
6,939,319 7,120,523

The average number of employees during the year was as follows:
Period
3.3.23
Year Ended to
31.3.25 31.3.24

Production staff 113 109
Administrative staff 34 40
147 149

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

Period
3.3.23
Year Ended to
31.3.25 31.3.24
£    £   
Directors' remuneration 625,872 644,817
Directors' pension contributions to money purchase schemes 20,000 109,262

Information regarding the highest paid director is as follows:
Period
3.3.23
Year Ended to
31.3.25 31.3.24
£    £   
Emoluments etc 313,987 339,179
Pension contributions to money purchase schemes 10,000 48,842

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2025


5. OPERATING PROFIT

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

Period
3.3.23
Year Ended to
31.3.25 31.3.24
£    £   
Hire of plant and machinery 99,389 136,609
Other operating leases 144,530 155,310
Depreciation - owned assets 995,589 1,030,585
Loss on disposal of fixed assets 18,322 3,942
Goodwill amortisation (1,561,781 ) (1,561,781 )
Auditors' remuneration 14,700 10,950
Foreign exchange differences - (2,025 )
Fees payable to the company's auditor for other services: - Taxation advisory
services

1,125

1,000
- Other non-audit services 22,288 23,128
Expenditure on research and development 376,520 439,085
Foreign exchange (gains) / losses 10,974 15,906

6. INTEREST PAYABLE AND SIMILAR EXPENSES
Period
3.3.23
Year Ended to
31.3.25 31.3.24
£    £   
Invoice discounting interest 284,322 -
Interest payable 166,667 440,195
Hire purchase 114,796 110,786
Invoice discounting charges 30,000 -
595,785 550,981

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2025


7. TAXATION

Analysis of the tax (credit)/charge
The tax (credit)/charge on the profit for the year was as follows:
Period
3.3.23
Year Ended to
31.3.25 31.3.24
£    £   
Current tax:
UK corporation tax (22,000 ) 482,292
Prior year under / (over)
provision of corporation tax (9,355 ) (1,826 )
Total current tax (31,355 ) 480,466

Deferred tax (40,000 ) (59,759 )
Tax on profit (71,355 ) 420,707

Reconciliation of total tax (credit)/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:

Period
3.3.23
Year Ended to
31.3.25 31.3.24
£    £   
Profit before tax 1,125,104 3,584,292
Profit multiplied by the standard rate of corporation tax in the UK of 25 %
(2024 - 25 %)

281,276

896,073

Effects of:
Expenses not deductible for tax purposes 57,760 25,885
Depreciation in excess of capital allowances 24,516 67,471
Adjustments to tax charge in respect of previous periods (9,355 ) (1,826 )
Other tax adjustments 1,317 (22,289 )
Amortisation of goodwill on consolidation (390,445 ) (390,445 )
Deferred taxation (40,000 ) (59,759 )
Research and development enhancement 3,576 (94,403 )
Total tax (credit)/charge (71,355 ) 420,707

8. INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.


TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2025


9. INTANGIBLE FIXED ASSETS

Group
Goodwill
£   
COST
At 1 April 2024
and 31 March 2025 (4,685,343 )
AMORTISATION
At 1 April 2024 (1,561,781 )
Amortisation for year (1,561,781 )
At 31 March 2025 (3,123,562 )
NET BOOK VALUE
At 31 March 2025 (1,561,781 )
At 31 March 2024 (3,123,562 )

10. TANGIBLE FIXED ASSETS

Group
Fixtures
Freehold Plant and and Motor
property machinery fittings vehicles Totals
£    £    £    £    £   
COST OR VALUATION
At 1 April 2024 5,120,359 2,999,045 146,016 787,520 9,052,940
Additions 87,011 565,820 18,077 171,661 842,569
Disposals - - (1,776 ) - (1,776 )
At 31 March 2025 5,207,370 3,564,865 162,317 959,181 9,893,733
DEPRECIATION
At 1 April 2024 35,864 732,023 61,037 136,769 965,693
Charge for year 26,751 732,665 45,965 190,208 995,589
Eliminated on disposal - - (651 ) - (651 )
At 31 March 2025 62,615 1,464,688 106,351 326,977 1,960,631
NET BOOK VALUE
At 31 March 2025 5,144,755 2,100,177 55,966 632,204 7,933,102
At 31 March 2024 5,084,495 2,267,022 84,979 650,751 8,087,247

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2025


10. TANGIBLE FIXED ASSETS - continued

Group

Cost or valuation at 31 March 2025 is represented by:

Fixtures
Freehold Plant and and Motor
property machinery fittings vehicles Totals
£    £    £    £    £   
Valuation in 2023 2,440,000 - - - 2,440,000
Cost 2,767,370 3,564,865 162,317 959,181 7,453,733
5,207,370 3,564,865 162,317 959,181 9,893,733

11. FIXED ASSET INVESTMENTS

Company
Shares in
group
undertakings
£   
COST
At 1 April 2024
and 31 March 2025 20,203,668
NET BOOK VALUE
At 31 March 2025 20,203,668
At 31 March 2024 20,203,668

The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

Subsidiary

Top Tubes Limited
Registered office: 2 Smith Road, off Potters Lane, Wednesbury, WS10 0PD
Nature of business: Steel tube manufacturer and laser tube processor
%
Class of shares: holding
Ordinary 100.00
31.3.25 31.3.24
£    £   
Aggregate capital and reserves 26,540,658 26,735,563
(Loss)/profit for the year/period (194,905 ) 1,624,934


TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2025


12. STOCKS

Group
31.3.25 31.3.24
£    £   
Stocks 6,447,428 5,969,557

The current replacement cost of stocks is not materially different from historic cost.

13. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group
31.3.25 31.3.24
£    £   
Trade debtors 8,765,722 10,721,560
Other debtors 70,427 6,972
Tax 22,000 -
Prepayments and accrued income 652,495 655,865
9,510,644 11,384,397

14. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
31.3.25 31.3.24 31.3.25 31.3.24
£    £    £    £   
Bank loans and overdrafts (see note 16) 5,674,930 2,776,526 - -
Hire purchase contracts (see note 17) 320,894 738,739 - -
Trade creditors 6,916,474 8,157,226 - -
Amounts owed to group undertakings - - 18,952,167 17,115,084
Tax - 86,763 - -
Social security and other taxes 268,825 211,154 - -
VAT 339,095 127,778 - -
Other creditors 1,748,910 3,354,184 1,666,667 3,333,333
Accruals and deferred income 1,446,165 1,617,925 - -
16,715,293 17,070,295 20,618,834 20,448,417

15. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR

Group
31.3.25 31.3.24
£    £   
Bank loans (see note 16) 953,278 1,094,368
Hire purchase contracts (see note 17) 715,985 524,435
1,669,263 1,618,803

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2025


16. LOANS

An analysis of the maturity of loans is given below:

Group
31.3.25 31.3.24
£    £   
Amounts falling due within one year or on demand:
Bank overdrafts 5,544,174 2,650,576
Bank loans 130,756 125,950
5,674,930 2,776,526
Amounts falling due between one and two years:
Bank loans - 1-2 years 135,744 130,756
Amounts falling due between two and five years:
Bank loans - 2-5 years 439,103 424,650
Amounts falling due in more than five years:
Repayable by instalments
Bank loans more 5 yr by instal 378,431 538,962

17. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group
Hire purchase
contracts
31.3.25 31.3.24
£    £   
Net obligations repayable:
Within one year 320,894 738,739
Between one and five years 715,985 524,435
1,036,879 1,263,174

Group
Non-cancellable
operating leases
31.3.25 31.3.24
£    £   
Within one year 133,445 144,227
Between one and five years 172,233 114,426
305,678 258,653

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2025


18. SECURED DEBTS

The following secured debts are included within creditors:

Group
31.3.25 31.3.24
£    £   
Bank overdraft 5,544,174 2,650,576
Bank loans 1,084,034 1,220,318
Hire purchase contracts 1,036,879 1,263,174
7,665,087 5,134,068

The bank loan of £1,084,034 (2024: £1,220,318) is secured by a fixed charge, dated 1 February 2017, over the property of 2 Smith Road, Wednesbury, West Midlands, WS10 0PD.

The bank holds a mortgage debenture over all monies due or to become due, dated 13 November 2008, which is a fixed and floating charge over all the current and future assets of the company.

Advances from invoice discounting of £5,544,174 (2024: £2,650,576), are secured by a fixed and floating charge over all the current and future assets of the company dated 14 November 2008.

Hire purchase liabilities of £1,036,879 (2024: £1,263,174) are secured against the assets financed

19. PROVISIONS FOR LIABILITIES

Group
31.3.25 31.3.24
£    £   
Deferred tax
Accelerated capital allowances 1,185,000 1,225,000

Group
Deferred
tax
£   
Balance at 1 April 2024 1,225,000
Credit to Income Statement during year (40,000 )
Balance at 31 March 2025 1,185,000

20. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.3.25 31.3.24
value: £    £   
50 A Ordinary £1 50 50
50 B Ordinary £1 50 50
100 100

TOP TUBES (HOLDINGS) LIMITED (REGISTERED NUMBER: 14702069)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2025


21. RESERVES

Group
Retained
earnings
£   

At 1 April 2024 3,163,585
Profit for the year 1,196,459
At 31 March 2025 4,360,044

Company
Retained
earnings
£   

At 1 April 2024 (244,749 )
Deficit for the year (170,417 )
At 31 March 2025 (415,166 )


22. ULTIMATE CONTROLLING PARTY

The company is under the control of Miss A L Pearson-Myatt and D A Van Zyl.