REGISTERED NUMBER: 03533716 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTOR AND

AUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 29 SEPTEMBER 2025

FOR

PREMINOX LTD

Page

Company Information

1

Strategic Report

2

Report of the Director

3

Report of the Independent Auditors

5

Income Statement

8

Other Comprehensive Income

9

Balance Sheet

10

Statement of Changes in Equity

11

Notes to the Financial Statements

12

DIRECTOR:

M C Holt

REGISTERED OFFICE:

c/o Philip Barnes & Co Limited

The Old Council Chambers

Halford Street

Tamworth

Staffordshire

B79 7RB

REGISTERED NUMBER:

03533716 (England and Wales)

AUDITORS:

Philip Barnes & Co Limited

Chartered Accountants

Statutory Auditors

The Old Council Chambers

Halford Street

Tamworth

Staffordshire

B79 7RB

The director presents his strategic report for the year ended 29 September 2025.

REVIEW OF BUSINESS

We have faced difficult market conditions during the period and we are aware that difficulty in maintaining sales volumes has been experienced by most companies operating in our sector. We have continued to implement a series of measures to improve the operation of Preminox Ltd and the other companies within our Group including the EU branches, promoting efficiencies and cost reductions. In order to create sales growth, we have invested in new stock lines, such as Fittings, Flanges and a range of Press-Fit products under our own PremPress brand. Simultaneously, we are preparing the business for upcoming challenges, such as the introduction of CBAM Regulations and changes in the UK and EU Import Quota Rules.

The main financial key performance indicators are set out below:

Year Ended 29/09/2025

Year Ended 29/09/2024

Movement

Gross Profit Margin

21.5%

20.6%

+0.9%

Operating Profit Margin

0.1%

-6.0%

+6.1%

Net Assets

£114,965

£104,097

+£10,868

PRINCIPAL RISKS AND UNCERTAINTIES

The management of currency fluctuations has been an ever-present challenge to the Company and we endeavour to implement actions to limit the effect of volatile exchange rates. The introduction of CBAM provides a difficult challenge inasmuch that there exists widespread confusion as to the impact of the new regulations; we have appointed a third party consultant to negotiate the regulations on our behalf. Changing import tariff policies within both the UK and the EU provide for additional uncertainty.

ON BEHALF OF THE BOARD:

M C Holt - Director

28 April 2026

The director presents his report with the financial statements of the company for the year ended 29 September 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the wholesale of stainless steel tube piping.

DIVIDENDS

No dividends will be distributed for the year ended 29 September 2025.

DIRECTORS

M C Holt has held office during the whole of the period from 30 September 2024 to the date of this report.

Other changes in directors holding office are as follows:

I A Lebond ceased to be a director after 29 September 2025 but prior to the date of this report.

DISCLOSED IN STRATEGIC REPORT

Items required under Sch. 7 to be disclosed in the directors' report are set out in the strategic report in accordance with s.414C(11) CA 2006.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES

The director is responsible for preparing the 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 of the profit or loss of the company 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 transactions and disclose with reasonable accuracy at any time the financial position of the company 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 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 company'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 company's auditors are aware of that information.

AUDITORS

The auditors, Philip Barnes & Co Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

M C Holt - Director

28 April 2026

Opinion

We have audited the financial statements of Preminox Ltd (the 'company') for the year ended 29 September 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 29 September 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 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 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 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 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 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 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 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, 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 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 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 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:

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

In identifying and assessing risk of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following:

- We obtained an understanding of the legal and regulatory frameworks applicable to the Company and the sector within which it operates. We determined the following laws and regulations were most significant: the Companies Act 2006, UK employment law, UK tax laws, health & safety regulations and anti-dumping duties legislation.

- We obtained an understanding of how the Company is complying with those legal and regulatory requirements by making enquiries with management, carrying out a review of the payroll function and reviewing legal costs incurred in the year and enquiring with management as to the circumstances around these legal costs.

- We assessed the susceptibility of the Company's financial statements to material misstatement, due to fraud or error, and including how fraud might occur.

Audit procedures performed by the audit engagement team included:

- Identifying the controls that management has in place to prevent and detect fraud

- Auditing the appropriateness of accounting estimates, challenging assumptions and judgements made by management to ensure no management bias

- Testing journal entries and other adjustments made by the client to evaluate business rationale of significant transactions to ensure no management override

- Assessing extent of compliance with the relevant 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.

Faith Bates FCA, FCCA (Senior Statutory Auditor)

for and on behalf of Philip Barnes & Co Limited

Chartered Accountants

Statutory Auditors

The Old Council Chambers

Halford Street

Tamworth

Staffordshire

B79 7RB

28 April 2026

TURNOVER

3

17,969,193

19,073,190

Cost of sales

14,102,292

15,135,572

GROSS PROFIT

3,866,901

3,937,618

Distribution costs

1,825,008

2,007,717

Administrative expenses

2,999,941

2,995,654

4,824,949

5,003,371

(958,048

)

(1,065,753

)

Other operating income

4

946,526

-

OPERATING LOSS

6

(11,522

)

(1,065,753

)

Interest receivable and similar income

8

49,460

480

37,938

(1,065,273

)

Interest payable and similar expenses

9

21,337

84,779

PROFIT/(LOSS) BEFORE TAXATION

16,601

(1,150,052

)

Tax on profit/(loss)

10

5,733

(266,464

)

PROFIT/(LOSS) FOR THE FINANCIAL YEAR

10,868

(883,588

)

PROFIT/(LOSS) FOR THE YEAR

10,868

(883,588

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME/(LOSS) FOR THE YEAR

10,868

(883,588

)

FIXED ASSETS

Tangible assets

11

146,448

178,692

CURRENT ASSETS

Stocks

12

7,121,456

6,813,248

Debtors

13

4,553,024

4,064,641

Cash at bank and in hand

1,370,339

439,434

13,044,819

11,317,323

CREDITORS

Amounts falling due within one year

14

13,035,752

11,332,311

NET CURRENT ASSETS/(LIABILITIES)

9,067

(14,988

)

TOTAL ASSETS LESS CURRENT LIABILITIES

155,515

163,704

CREDITORS

Amounts falling due after more than one year

15

(14,209

)

(59,607

)

PROVISIONS FOR LIABILITIES

18

(26,341

)

-

NET ASSETS

114,965

104,097

CAPITAL AND RESERVES

Called up share capital

19

132

132

Capital redemption reserve

20

1

1

Retained earnings

20

114,832

103,964

SHAREHOLDERS' FUNDS

114,965

104,097

The financial statements were approved by the director and authorised for issue on 28 April 2026 and were signed by:

M C Holt - Director

Called up

Capital

share

Retained

redemption

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 30 September 2023

132

987,552

1

987,685

Changes in equity

Total comprehensive loss

-

(883,588

)

-

(883,588

)

Balance at 29 September 2024

132

103,964

1

104,097

Changes in equity

Total comprehensive income

-

10,868

-

10,868

Balance at 29 September 2025

132

114,832

1

114,965

1.	STATUTORY INFORMATION

Preminox Ltd 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.

The significant accounting policies applied in the preparation of the financial statements are set out below. These policies have been consistently applied to all periods presented unless otherwise stated.

Financial Reporting Standard 102 - reduced disclosure exemptions

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

•

the requirements of Section 7 Statement of Cash Flows;

•

the requirement of paragraph 3.17(d);

•

the requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);

•

the requirements of paragraphs 12.26, 12.27, 12.29(a), 12.29(b) and 12.29A;

•

the requirements of paragraphs 26.18(b), 26.19 to 26.21 and 26.23;

•

the requirement of paragraph 33.7.

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.

Turnover

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

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the

goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be

measured reliably, it is probable that the economic benefits associated with the transaction will flow to the

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

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% reducing balance

Fixtures and fittings

-

33% on cost

Motor vehicles

-

25% reducing balance

Stocks

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

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.

Foreign currencies

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

Hire purchase 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 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.

Group management charges

Income is received from overseas subsidiaries within the group in the form of management recharges which are calculated based on the allocation of overhead costs.

Commission is paid to overseas subsidiaries within the group in the form of recharges which are calculated based on gross profit margin achieved.

3.

TURNOVER

The turnover and profit (2024 - loss) before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

2025

2024

£

£

United Kingdom

6,610,747

7,173,809

Europe

10,815,539

11,411,457

Rest of the World

542,907

487,924

17,969,193

19,073,190

4.	OTHER OPERATING INCOME

2025

2024

£

£

Management recharges

694,871

-

Exceptional items

251,655

-

946,526

-

5.

EMPLOYEES

2025

2024

£

£

Wages and salaries

1,248,574

1,144,155

Social security costs

145,259

115,573

Other pension costs

153,429

123,653

1,547,262

1,383,381

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

2025

2024

Office staff

24

20

Warehouse staff

11

9

35

29

2025

2024

£

£

Directors' remuneration

111,560

100,515

Directors' pension contributions to money purchase schemes

100,070

96,789

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

Money purchase schemes

2

2

6.	OPERATING LOSS

The operating loss is stated after charging:

2025

2024

£

£

Other operating leases

143,625

211,686

Depreciation - owned assets

25,494

21,182

Depreciation - assets on hire purchase contracts

17,825

18,323

Loss on disposal of fixed assets

-

578

Auditors' remuneration

38,950

31,300

Foreign exchange differences

-

47,959

Defined contribution plans

153,427

123,653

7.	EXCEPTIONAL ITEMS

2025

2024

£

£

Exceptional items

251,655

-

Exceptional items relates to insurance proceeds received during the year.

8.

INTEREST RECEIVABLE AND SIMILAR INCOME

2025

2024

£

£

Deposit account interest

17,596

480

Profit/loss on exchange

18,851

-

PAYE interest

17

-

Corporation tax interest

12,996

-

49,460

480

9.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

Bank loan interest

325

572

Interest on corporation tax

-

10,330

PAYE interest

100

55

Interest on VAT

-

3,033

Derivatives gains and losses

-

1,546

Interest due on directors loan

-

8,002

Interest due on intercompany

14,390

52,061

Hire purchase

6,522

9,180

21,337

84,779

10.

TAXATION

Analysis of the tax charge/(credit)

The tax charge/(credit) on the profit for the year was as follows:

2025

2024

£

£

Current tax:

UK corporation tax

-

(127,169

)

Group tax relief

(124,101

)

-

Total current tax

(124,101

)

(127,169

)

Deferred tax

129,834

(139,295

)

Tax on profit/(loss)

5,733

(266,464

)

UK corporation tax has been charged at 25% (2024 - 25%).

Reconciliation of total tax charge/(credit) included in profit and loss

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

2025

2024

£

£

Profit/(loss) before tax

16,601

(1,150,052

)

Profit/(loss) multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 25%)

4,150

(287,513

)

Effects of:

Expenses not deductible for tax purposes

3,016

3,935

Capital allowances in excess of depreciation

-

(2,292

)

Depreciation in excess of capital allowances

7,480

-

Utilisation of tax losses

(14,646

)

-

Deferred tax movement

129,834

2,106

Transitional year for corporation tax rate increase

-

17,300

Group relief

(124,101

)

-

Total tax charge/(credit)

5,733

(266,464

)

11.	TANGIBLE FIXED ASSETS

Fixtures

Plant and

and

Motor

machinery

fittings

vehicles

Totals

£

£

£

£

COST

At 30 September 2024

244,759

24,525

121,633

390,917

Additions

10,060

1,015

-

11,075

At 29 September 2025

254,819

25,540

121,633

401,992

DEPRECIATION

At 30 September 2024

151,930

3,424

56,871

212,225

Charge for year

19,573

7,556

16,190

43,319

At 29 September 2025

171,503

10,980

73,061

255,544

NET BOOK VALUE

At 29 September 2025

83,316

14,560

48,572

146,448

At 29 September 2024

92,829

21,101

64,762

178,692

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:

Plant and

Motor

machinery

vehicles

Totals

£

£

£

COST

At 30 September 2024

42,880

78,080

120,960

Transfer to ownership

(17,970

)

-

(17,970

)

At 29 September 2025

24,910

78,080

102,990

DEPRECIATION

At 30 September 2024

17,785

22,458

40,243

Charge for year

3,920

13,905

17,825

Transfer to ownership

(12,475

)

-

(12,475

)

At 29 September 2025

9,230

36,363

45,593

NET BOOK VALUE

At 29 September 2025

15,680

41,717

57,397

At 29 September 2024

25,095

55,622

80,717

12.

STOCKS

2025

2024

£

£

Stocks

7,121,456

6,813,248