REGISTERED NUMBER: 06276475 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements for the Year Ended 31 March 2025

for

Cold Clad Limited

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Income Statement

10

Other Comprehensive Income

11

Balance Sheet

12

Statement of Changes in Equity

13

Cash Flow Statement

14

Notes to the Cash Flow Statement

15

Notes to the Financial Statements

16

DIRECTORS:

J Pitman

G Pitman

C Baker

A Harrold

I Welton

G Brown

S McGregor

SECRETARY:

Mrs Z Pitman

REGISTERED OFFICE:

Sarnia House

Green Lane

Tewkesbury

Gloucestershire

GL20 8HD

REGISTERED NUMBER:

06276475 (England and Wales)

AUDITORS:

Morley & Co (UK) Ltd

Statutory Auditor, Chartered Certified Accountants

2 Cricklade Court

Old Town

Swindon

Wiltshire

SN1 3EY

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

REVIEW OF BUSINESS

The principal interests of the company during the year was the provision of commercial building envelopes, temperature control, clean rooms and 3rd party accredited firewall and passive fire construction solutions. The company prides itself on constantly developing its processes in order to provide the best possible service to its clients.

While the year presented significant challenges leading to a downturn in project execution, revenue (down to £29.6m from £41.9m in 2024) and gross profit margin (down to 22.15% from 27.18% in 2024), these issues are largely attributable to external and operational factors in the Data Centre construction sector, with large projects being deferred or delayed due to the rate of change in the wider data/ tech marketplace. We anticipate a recovery in the coming year as market conditions evolve, internal adaptations take effect and deferred and delayed projects come back online. This analysis underscores our resilience and positions the company for future growth.

The directors are satisfied with the performance of the company in the year under review with targets for key performance indicators including gross profit margins and safety records having been met.

The company is continuing to invest, including in new electric and hybrid vehicles and other equipment in order to prepare for the future and also in its staffing to enable the company to continue to grow in both size and nature.

At the year end date the company had a strong order book in to 2026 and beyond, healthy cash balances at £3.8m, a strong working capital position and supplier relationships and shareholder funds of £6.4m all of which set the company up well to trade successfully in 2026 and beyond.

PRINCIPAL RISKS AND UNCERTAINTIES

The company's directors meet on a regular basis to evaluate the company's principal risks and uncertainties.

The company is reliant on its ability to provide a high quality, cost effective service within the insulated construction industry to both retain existing customers and attract new business. The Directors believe that the company will continue to successfully provide this service within the industry.

The position of the UK economy is also considered a risk. Inflation is running at 3% and the cost of finance for capital projects is lower than in previous years however there continues to be skilled labour shortages which weigh on the construction sector, however the directors feel that the company is well placed to manage these risks and to continue trading successfully well in to the future.

The financial year 2025 tested our adaptability in the face of external pressures, but it has also refined our strategic focus. By addressing planning, power, and design challenges head-on, we are better equipped for the opportunities ahead. The board and management remain committed to delivering value to stakeholders, with a clear path to recovery and expansion in 2026. We recommend continued monitoring of market dynamics and agile resource allocation to ensure sustained success.

ON BEHALF OF THE BOARD:

J Pitman - Director

12 January 2026

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 providing commercial building envelope and fire wall construction solutions.

DIVIDENDS

Interim dividends per share were paid as follows:

1,000

- 29 April 2024

11,313

- 8 July 2024

6,580

- 15 July 2024

200

- 19 August 2024

£19,093

The directors recommend that no final dividend be paid.

The total distribution of dividends for the year ended 31 March 2025 will be £ 1,909,389 .

DIRECTORS

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

J Pitman

G Pitman

C Baker

A Harrold

Other changes in directors holding office are as follows:

I Welton - appointed 27 June 2024

G Brown and S McGregor were appointed as directors after 31 March 2025 but prior to the date of this report.

POLITICAL DONATIONS AND EXPENDITURE

The company made no political donations during the current or previous year.

GOING CONCERN

The directors have assessed the going concern status of the business and are satisfied that the company has adequate financial resources and facilities which will enable the company to continue trading for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the annual report and accounts.

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 ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Morley & Co (UK) Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

J Pitman - Director

12 January 2026

Opinion

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

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 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 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 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.

In identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

a. The nature of the industry and sector, control environment and business performance including the design of the company's remuneration policies, key drivers for directors' remuneration, bonus levels and performance targets;

b. Enquiring of management, including obtaining and reviewing supporting documentation, concerning the company's policies and procedures relating to:

b.i. Identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;

b.ii. Detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

b.iii. The internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations.

b.iv. Obtaining an understanding of the legal and regulatory frameworks that the company operates in, focusing on those laws and regulations that had a direct effect on the financial statements, such as provisions of the UK Companies Act, pensions legislation and tax legislation or that had a fundamental effect on the operations of the company, General Data Protection requirements and Anti-bribery and corruption policy.

In common with all audits under ISAs (UK), we are required to perform specific procedures to respond to the risk of management override. Our procedures to respond to risks identified included the following:

a. Reviewing the financial statement disclosures 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;

b. Enquiring of management concerning actual and potential litigation and claims;

c. Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; and

d. Reading minutes of meetings of those charged with governance and correspondence with regulators.

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.

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

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

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.

Paul King FCCA (Senior Statutory Auditor)

for and on behalf of Morley & Co (UK) Ltd

Statutory Auditor, Chartered Certified Accountants

2 Cricklade Court

Old Town

Swindon

Wiltshire

SN1 3EY

12 January 2026

TURNOVER

3

29,683,617

41,972,099

Cost of sales

23,108,081

30,566,141

GROSS PROFIT

6,575,536

11,405,958

Administrative expenses

5,904,425

6,439,451

671,111

4,966,507

Other operating income

20,358

6,937

OPERATING PROFIT

5

691,469

4,973,444

Interest receivable and similar income

107,607

46,360

799,076

5,019,804

Interest payable and similar expenses

6

22,020

355

PROFIT BEFORE TAXATION

777,056

5,019,449

Tax on profit

7

197,755

1,249,369

PROFIT FOR THE FINANCIAL YEAR

579,301

3,770,080

PROFIT FOR THE YEAR

579,301

3,770,080

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

579,301

3,770,080

FIXED ASSETS

Tangible assets

9

1,017,675

1,068,720

Investments

10

49

49

1,017,724

1,068,769

CURRENT ASSETS

Stocks

11

52,590

42,222

Debtors

12

6,275,806

9,970,181

Cash at bank and in hand

3,824,383

4,880,920

10,152,779

14,893,323

CREDITORS

Amounts falling due within one year

13

4,612,651

8,057,055

NET CURRENT ASSETS

5,540,128

6,836,268

TOTAL ASSETS LESS CURRENT LIABILITIES

6,557,852

7,905,037

PROVISIONS FOR LIABILITIES

15

167,695

184,792

NET ASSETS

6,390,157

7,720,245

CAPITAL AND RESERVES

Called up share capital

16

100

100

Retained earnings

17

6,390,057

7,720,145

SHAREHOLDERS' FUNDS

6,390,157

7,720,245

The financial statements were approved by the Board of Directors and authorised for issue on 12 January 2026 and were signed on its behalf by:

J Pitman - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 April 2023

100

5,701,558

5,701,658

Changes in equity

Dividends

-

(1,751,493

)

(1,751,493

)

Total comprehensive income

-

3,770,080

3,770,080

Balance at 31 March 2024

100

7,720,145

7,720,245

Changes in equity

Dividends

-

(1,909,389

)

(1,909,389

)

Total comprehensive income

-

579,301

579,301

Balance at 31 March 2025

100

6,390,057

6,390,157

Cash flows from operating activities

Cash generated from operations

1

1,702,008

4,937,778

Interest paid

(22,020

)

(355

)

Tax paid

(683,312

)

(1,045,624

)

Net cash from operating activities

996,676

3,891,799

Cash flows from investing activities

Purchase of tangible fixed assets

(339,650

)

(533,328

)

Sale of tangible fixed assets

112,272

28,999

Interest received

107,608

46,360

Net cash from investing activities

(119,770

)

(457,969

)

Cash flows from financing activities

Amounts owed by group undertakings

(29,054

)

279,509

Amount introduced by directors

5,000

-

Amount withdrawn by directors

-

(5,000

)

Equity dividends paid

(1,909,389

)

(1,751,493

)

Net cash from financing activities

(1,933,443

)

(1,476,984

)

(Decrease)/increase in cash and cash equivalents

(1,056,537

)

1,956,846

Cash and cash equivalents at beginning of year

2

4,880,920

2,924,074

Cash and cash equivalents at end of year

2

3,824,383

4,880,920

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

2025

2024

£

£

Profit before taxation

777,056

5,019,449

Depreciation charges

285,227

320,556

Profit on disposal of fixed assets

(6,803

)

(1,110

)

(Increase)/Decrease in LTC WIP

3,086,234

(1,330,101

)

Finance costs

22,020

355

Finance income

(107,607

)

(46,360

)

4,056,127

3,962,789

(Increase)/decrease in stocks

(10,368

)

115,238

Decrease/(increase) in trade and other debtors

603,140

(843,316

)

(Decrease)/increase in trade and other creditors

(2,946,891

)

1,703,067

Cash generated from operations

1,702,008

4,937,778

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

3,824,383

4,880,920

Year ended 31 March 2024

31/3/24

1/4/23

£

£

Cash and cash equivalents

4,880,920

2,924,074

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1/4/24

Cash flow

At 31/3/25

£

£

£

Net cash

Cash at bank and in hand

4,880,920

(1,056,537

)

3,824,383

4,880,920

(1,056,537

)

3,824,383

Total

4,880,920

(1,056,537

)

3,824,383

1.	STATUTORY INFORMATION

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

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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

Functional and presentation currency

The company's functional and presentation currency is Pound Sterling (£)

Going Concern

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting preparing 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 for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

The nature of estimation means that actual outcomes could differ from those estimates. The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements:

Amounts recoverable on contract

Contract valuations are treated in the financial statements in accordance with FRS 102, section 23 for revenue. Treating contract valuations as long term contracts means that they are included in turnover in the period the work is undertaken and that the attributable profit element is recognised as the contract proceeds, any sales invoices raised in relation to periods after the period end are included within deferred income. The valuation is based on the sales value of the work undertaken to the balance sheet date. Foreseeable losses on contracts are accounted for as soon as they are recognised.

Based on the above policy, the following has been recognised:

2025

2024

£

£

Amounts recoverable on contract

1,773,439

4,859,674

Provision for purchases

723,510

94,079

Deferred Income

753,239

168,199

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.

Plant and machinery

-

25% on reducing balance

Fixtures and fittings

-

25% on reducing balance

Motor vehicles

-

25% on reducing balance

Computer equipment

-

25% on reducing balance

Investments in associates

Investments in associate undertakings are recognised at cost.

Stocks

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

Financial instruments

Basic financial instruments, including trade and other receivables and payables, cash and bank balances, bank loans and loans to or from other group companies are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Such assets are subsequently carried at amortised cost using the effective interest method.

Taxation

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

Current or deferred taxation assets and liabilities are not discounted.

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

Deferred tax

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

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

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

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.

Pension costs and other post-retirement benefits

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

Employee Benefits

The costs of short-term employee benefits are recognised as a liability and an expenses, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

Termination benefits are recognised immediately as an expenses when the company is demonstrably committed to terminate th employment of an employee or to provide termination benefits.

3.

TURNOVER

All turnover arose from activities within the United Kingdom

Turnover and profit before taxation are attributable to the principal activity of the company.

4.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

2,912,217

3,072,801

Social security costs

333,882

358,405

Other pension costs

89,259

457,588

3,335,358

3,888,794

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

2025

2024

Administration

10

5

Cost of Sales

50

50

60

55

2025

2024

£

£

Directors' Remuneration

597,198

792,633

Directors' Pension contributions to money purchase schemes

21,411

208,734

618,609

1,001,367

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

Money purchase schemes

5

4

5.	OPERATING PROFIT

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

2025

2024

£

£

Hire of plant and machinery

841,711

1,464,385

Depreciation - owned assets

285,227

320,557

Profit on disposal of fixed assets

(6,803

)

(1,110

)

Auditors' remuneration

15,100

16,700

Auditors' remuneration for non audit work

16,310

18,220

Foreign exchange differences

117

2,337

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

HMRC interest payable

-

355

Interest payable

22,020

-

22,020

355