On behalf of the board

The directors present the strategic report for the year ended 30 November 2025.

The group continues to be engaged in trade as subcontractors to the construction industry.

The board have reviewed where the group's key skills lie and have put a strategy in place to concentrate on the areas where they can add value. The directors do not envisage any material change in this strategy in the next twelve months.

Turnover

The group's turnover decreased by 9.3% in the year reflecting the challenges experienced throughout the year within the construction and preservation industries.

Gross Profit

The gross profit margin remained marginally steady at 28.4% compared to 28.7% in the previous year reflecting a continued focus on operational efficiencies.

Overheads

Administrative expenses decreased by 10.2% in the year reflecting continued cost discipline across the group.

The group uses various financial instruments to raise and facilitate the financing of the business. These instruments include cash, bank borrowings, trade debtors and trade creditors. These instruments carry a variety of financial risks.

The group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs by reviewing trading and preparing forecasts.

The group's principal financial assets are work in progress and trade debtors, which carry the predominant credit risk. This risk is managed through directors setting limits for customers based on a combination of industry reputation, payment history and third party references. Trade debtors are monitored on an ongoing basis and provision is made for doubtful debts where necessary.

The Board and Directors of Veitchi (Holdings) Limited and its subsidiary companies consider, both individually and together, that they act in good faith in a manner that is most likely to promote the success of the group for the benefit of its shareholders as a whole and in doing so have regard to:

• The likely consequences of any decisions in the long term;

• The interests of the group's employees;

• The need to foster the group’s business relationships with its suppliers, customers and others;

• The impact of the group’s operations on the community and the environment;

• The desirability of the group to maintain a reputation for high standards of business conduct; and

• The need to act fairly as between shareholders of the company.

As part of the director induction process directors are briefed on their duties and are required to sign a Code of Conduct governing their expected behaviour when representing the group. A structure is in place internally for directors to seek advice and assistance to ensure that all decisions are taken within the spirit and word of that code.

The following summarises how directors discharge their duties in key areas:

Risk Management

The nature of the construction sector is that it is an industry that requires to be especially risk aware. The group places health and safety at the top of its priorities and puts the safety and wellbeing of our people at the heart of everything we do. The group has its own IOSH qualified health and safety director who engages with our staff and our clients to ensure that we operate in a manner that minimises risk on site. We have attained ISO accreditation 18001, the industry recognised standard for health and safety management and employ external professionals to conduct occupational health assessments on our staff.

Other risks that the business faces are identified, evaluated, and managed. This is done through tight financial and operational controls and is measured externally through our ISO 9001 accreditation, the industry recognised standard on quality management systems. Internally they are controlled through a structured communication system involving board and management meetings which specifically address business risk.

Our People

Our employees are our most valued asset, and we recognise the need to engage with them to align their progression with their expectations and business need. Through our Veitchi Value initiative we proactively manage our staff to ensure that they share the values that are important to us. Our investment in the development of our staff is at the heart of this and we have our own in-house trade school which we use to improve the skills and talents of our apprentice intake. The group also has its own graduate training program which is aimed at developing the next generation of Veitchi management.

Business Relationships

Strong customer relationships are at the heart of what we do. We work with our customers to make sure that their needs are met and value long term relationships and the trust that we build up with our client base. We deal directly with all major manufacturers and the relationships we have with our supply chain have been built up over many years of doing business together.

Community and Environment

The group fully accepts it is our responsibility to look after the environment and consider sustainable options in all that we do. We care for our people, property and our planet and look to reduce our carbon and waste impact on the environment. The group have acquired the environmental management system standard ISO 14001 and have gold membership status of the Supply Chain School of Sustainability. Each branch has its own energy officer, and we divert 97% per tonnage of our landfill at our head office at Cambuslang Way.

At Veitchi we feel that it is important to give back to the communities in which we operate. We look for local projects to support which will add value to the lives of the people who live locally to our business. This has a positive effect not just on our business but on local communities, the wider society and the environment. The group has an active Charity and Social Committee which arranges events throughout the year to raise money for our staff nominated charities and other worthy causes and also operates its own Give as you Earn Scheme which has contributed over £300,000 to worthy causes since its inception.

Shareholders

The board is committed to openly engaging with its shareholders and understands the importance of the relationship between the company and its members. We welcome attendance at our AGM and speak with shareholders throughout the year as and when contacted. The payment of a dividend is important to us as we appreciate that this has an important part to play in our shareholders' lives many of whom are past management. Whilst we are not a listed company with an active market for our shares we afford opportunity where possible for shareholders to realise their investments through share buy backs and through our Employee Share Ownership Trust.

On behalf of the board

The directors present their annual report and financial statements for the year ended 30 November 2025.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

The results for the year are set out on page 12.

A final dividend of 350p per share for the year ended 30 November 2024 was paid during the year.

The directors recommend the payment of a final dividend of 375p per share for the year ended 30 November 2025. In accordance with FRS 102 Section 32, "Events after the reporting period", this dividend has not been accounted for within the current financial statements.

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

The group's policy is to consult and discuss with employees, at meetings, matters likely to affect employees' interests.

Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.

Strong customer relationships are at the heart of what we do. We work with our customers to make sure that their needs are met and value long term relationships and the trust that we build up with our client base. We deal directly with all major manufacturers and the relationships we have with our supply chain have been built up over many years of doing business together.

The auditor, MHA, previously traded through the legal entity Macintyre Hudson LLP. In response to regulatory changes, Macintyre Hudson LLP ceased to hold an audit registration with the engagement transitioning to MHA Audit Services LLP.

In accordance with the company's articles, a resolution proposing that MHA be reappointed as auditor of the group will be put to the Annual General Meeting.

The group has considered its obligations under the Streamlined Energy and Carbon Reporting (SECR) framework. In preparing this disclosure, the company has applied the provisions relating to group reporting under the Companies Act 2006 (as amended). None of the company’s subsidiaries, if considered individually, meet the qualifying criteria for SECR reporting.

Accordingly, the group has elected to exclude the energy and carbon information relating to those subsidiaries from this report. On this basis, no SECR disclosures are required in respect of the group for the year ended 30 November 2025.

The directors are responsible for preparing the Annual Report 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 prepared the group and parent company 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 group and parent company, 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 United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and parent company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and parent company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and parent 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 group and parent company, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

We have audited the financial statements of Veitchi (Holdings) Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 November 2025 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including 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 the parent company's affairs as at 30 November 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 Auditor's 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 group's and 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 other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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 course of 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 our audit:

• The information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

We have nothing to report in respect of the following matters in relation to which 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.

As explained more fully in the directors' responsibilities statement, 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 is 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 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 parent company or to cease operations, or have no realistic alternative but to do so.

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 an auditor's report 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.

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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud is detailed below: 

• Enquiry of management, those charged with governance and the entity’s solicitors around actual and potential litigation and claims;

• Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias;

• Reviewing minutes of meetings of those charged with governance;

• Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.

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

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the parent 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 parent company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £1,645,000 (2024: £1,725,000)

Veitchi (Holdings) Limited (“the company”) is a private company limited by shares incorporated in Scotland. The registered office is 8 Cambuslang Way, Gateway Glasgow, Glasgow, G32 8ND.

The group consists of Veitchi (Holdings) Limited and all of its subsidiaries.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £'000.

The financial statements have been prepared under the historical cost convention, modified to include investment properties at fair value. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

• Section 7 ‘Statement of Cash Flows’ – Presentation of a statement of cash flow and related notes and disclosures;

• Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’ – Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

• Section 26 ‘Share-Based Payment’ – Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

• Section 33 ‘Related Party Disclosures’ – Compensation for key management personnel.

The consolidated financial statements incorporate those of Veitchi (Holdings) Limited and all of its subsidiaries (i.e. entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits).

All financial statements are made up to 30 November 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

At the time of approving the financial statements, the directors are confident that the company and group have adequate resources to continue in operational existence for the foreseeable future. Thus, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover, which is stated net of value added tax, represents amounts invoiced to third parties, except in respect of long term contracts where turnover represents the sales value of work done in the year, including estimates in respect of amounts not invoiced. Turnover in respect of long term contracts is calculated based on the estimated stage of completion compared to the overall value of the contract. If the outcome of the contract is judged to be uncertain then turnover is calculated based on costs to date.

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

The carrying value of tangible fixed assets are reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable.

Investment properties, which are properties held to earn rentals and/or for capital appreciation, are measured using the fair value model and stated at their fair value at the reporting end date. The surplus or deficit on revaluation is recognised in the profit and loss account.

Investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Work in progress is valued at cost less payments on account. Cost comprises direct materials and direct labour.

Profit on long term contracts is recognised as the work is carried out if the final outcome can be assessed with reasonable certainty. The profit included is calculated on a prudent basis to reflect the proportion of work carried out at the year end, by recording turnover and related costs as contract activity progresses. Turnover is calculated as that proportion of total contract value which costs incurred to date bear to total expected costs for the contract. Full provision is made for losses on all contracts at the time which they are

first foreseen.

Cash at bank and in hand are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset with the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Debtors with no stated interest rate or receivable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account.

Creditors with no stated interest rate payable within one year are recorded at transaction price.

All interest bearing loans and borrowings which are basic financial instruments are initially recognised at the present value of cash payable. After initial recognition they are measured at amortised cost.

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

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

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

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

The group operates a defined benefit pension scheme that was closed to new entrants on 1 December 2002 and became fully paid up with effect from 30 November 2004. Contributions payable to the scheme are charged against the pension scheme liability in the financial statements. The pension charge is calculated on the basis of actuarial advice. The defined benefit pension scheme completed buy out by insurers in February 2025 and was successfully wound up on 22 December 2025.

From 1 December 2002 eligible employees are permitted to join the group's defined contribution scheme. Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

The net interest element is determined by multiplying the net defined benefit liability by the discount rate, taking into account any changes in the net defined benefit liability during the period as a result of contribution and benefit payments. The net interest is recognised in profit or loss as other finance revenue or cost.

Remeasurement changes comprise actuarial gains and losses, the effect of the asset ceiling and the return on the net defined benefit liability excluding amounts included in net interest. These are recognised immediately in other comprehensive income in the period in which they occur and are not reclassified to profit and loss in subsequent periods.

The net defined benefit pension asset or liability in the balance sheet comprises the total for each plan of the present value of the defined benefit obligation (using a discount rate based on high quality corporate bonds), less the fair value of plan assets out of which the obligations are to be settled directly. Fair value is based on market price information, and in the case of quoted securities is the published bid price. The value of a net pension benefit asset is limited to the amount that may be recovered either through reduced contributions or agreed refunds from the scheme.

Rentals payable under operating leases, including any lease incentives received, are charged to the profit and loss account on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease asset are consumed.

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease.

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

Government grants relating to trading are recognised as income over the periods when the related costs are incurred. Grants relating to an asset are recognised in income systematically over the asset's expected useful life. If part of such a grant is deferred it is recognised as deferred income rather than being deducted from the asset's carrying amount.

Employee Share Ownership Trust (ESOT)

The company established The Veitchi (Holdings) Limited Employee Share Ownership Trust (ESOT), a discretionary trust, on 7 October 1993 for the purpose of providing incentives and benefits for employees of the group. The company sponsors and controls the ESOT and therefore the assets and liabilities of the Trust are consolidated in these financial statements. Accordingly, shares in the company held by the ESOT are included in the balance sheet at cost as a deduction from equity.

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The group’s turnover policy, set out in note 1.3, requires projections to be made of the outcomes of construction contracts, based on their stage of completion. This requires both estimates and judgements to be made of both cost and income recognition on each contract.

In regards to contract income, judgements and estimates are made in the following areas:

• Stage of completion

• Variations to be considered due to changes in scope of work and its impact on claim value

• Recovery of claim value from customers, potentially leading to contract sales provisions

In regards to contract costs, judgements and estimates are made in the following areas:

• Projection of costs to completion of contract, potentially leading to contract cost provisions

The group only recognises profit on construction contracts as the work is carried out if the final outcome can be assessed with reasonable certainty, in line with its long term contract policy set out in note 1.9. Judgement and estimates are made when calculating the stage of completion on a contract and its projected final outcome as noted above. When the final outcome of a contract is judged to be uncertain, it is recognised at sales equals costs and any anticipated losses are recognised immediately.

Judgements and estimates are reviewed on a monthly basis and throughout the contract life based on the latest available information and adjustments are made where necessary.

The total turnover of the group for the year has been derived from its principal activity wholly undertaken in the United Kingdom.

The average monthly number of persons (including directors) employed by the group during the year was:

Their aggregate remuneration comprised:

The remuneration of key management personnel, which also includes directors, is as follows:

The number of directors who are entitled to receive shares under long term incentives schemes during the year was 2 (2024 - 2).

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

Adjustments in respect of prior years above relate to the release of previous overprovisions.

In addition to the amount charged to the profit and loss account, the following amounts relating to tax have been recognised directly in other comprehensive income:

The directors have also proposed a final dividend for the year ended 30 November 2025 of 375p per share. This dividend is subject to the approval by shareholders at the annual general meeting on 24 April 2026 and, in accordance with FRS 102 has not been included as a liability in these financial statements.

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

The impairment loss for the year reflects the write‑off of the remaining net book value of the Kirkcaldy premises, which are no longer utilised by Richardson & Starling (Northern) Limited, a subsidiary company within the group.

More information on impairment movements in the year is given in note 12.

Investment properties comprise properties currently being let to third parties or properties being held with the intention of being let to third parties.

A valuation was carried out on 1 July 2025 by Newmark, who are not connected with the company. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties.

The property acquired in 2023 was excluded from this valuation exercise as a recent valuation was already available and considered up to date and relative to the remainder of the portfolio.

Details of the company's subsidiaries at 30 November 2025 are as follows:

Registered Office address:

1 8 Cambuslang Way, Gateway Glasgow, Glasgow, G32 8ND

2 Pacific House, Fletcher Way, Parkhouse, Carlisle, England. CA3 0LJ

* wholly owned by Richardson & Starling (Northern) Limited

** wholly owned by Veitchi Flooring Limited

***wholly owned by Veitchi Interiors Limited

Group work in progress includes £190,000 (2024: £190,000) of land stock.

The directors consider that there is no material difference between carrying value and replacement cost.

The following are the major deferred tax liabilities and assets recognised by the group, and movements thereon:

The group has a deferred tax asset amounting to £nil (2024: £nil) representing depreciation charged in advance of capital allowances and other short term timing differences, which has not been recognised due to uncertainty over the timing of the reversal of these differences.

There is no deferred tax for the company.

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

The group operated a defined benefit pension scheme, the assets of which were held in separate trustee administered funds. The scheme was closed to new members on 1 December 2002. The scheme became paid up with effect from 30 November 2004 and was officially wound up on 22 December 2025.

The defined benefit pension scheme cost for the group was £49,000 (2024: £141,000). The pension cost is assessed in accordance with the advice of a qualified actuary using the projected unit method. The most recent actuarial valuation of the scheme was as at 1 December 2020. The principal assumptions used in the valuation were:

    Past Service

Discount rate                         2.7% pa

Discount rate post-retirement                1.7% pa

Retail price of inflation - revaluation in deferment        3.3% pa

Retail price - increases in payment                3.2% pa

Consumer price inflation                    2.3% pa

Members are assumed to retire at the earliest age without reduction.

At the date of the most recent actuarial valuation, the market value of the assets of the scheme was £14.30 million and covered 87% of benefits that had accrued to members after allowing for expected future increases in earnings. The contributions of the group were £275,000 per annum until August 2024. In addition, the group will meet all scheme expenses and levies separately. It was anticipated that the current funding shortfall would be eliminated by 31 August 2024.

In November 2021 and December 2021, a total of £825,000 was paid to the pension scheme as an advance of contributions for the following 3 financial years. The group continued to meet all scheme expenses and levies separately.

In December 2022, the pension scheme purchased a bulk annuity policy covering the majority of the scheme’s liabilities.

The trustees completed the buy‑out of the scheme’s liabilities with Rothesay Life and Just Retirement in February 2025, which triggered the commencement of the formal winding‑up process. All residual matters were subsequently concluded, and the scheme was officially wound up on 22 December 2025.

The defined benefit scheme is based in the UK. A full actuarial valuation was carried out at 1 December 2020 and updated to 30 November 2025 by a qualified independent actuary. The major assumptions used by the actuary were:

Assumed life expectations on retirement at age 65:

Amounts recognised in the profit and loss account

Amounts taken to other comprehensive income

The amounts included in the balance sheet arising from the company's obligations in respect of defined benefit plans are as follows:

Movements in the present value of defined benefit obligations

The defined benefit obligations arise from plans funded as follows:

Movements in the fair value of plan assets

Fair value of plan assets at the reporting period end

The group also has an employee share ownership trust that enables certain group employees to receive shares in the company as part of their remuneration. Shares to be issued to employees are firstly acquired by The Veitchi (Holdings) Limited Employee Share Ownership Trust. The cost of share entitlements awarded to employees during the year is disclosed in note 6. As at 30 November 2025, shares awarded but yet to be issued to employees amounted to 7,220 shares (2024: 11,581 shares).

Other reserves represent the company's own shares held through The Veitchi (Holdings) Limited Employee Share Ownership Trust (ESOT). In accordance with FRS 102, these shares are accounted for through the balance sheet at cost as a deduction from equity. At 30 November 2025 the ESOT held 4,211 shares in the company (2024: 8,119 shares).

Santander UK plc group bank facilities are secured by cross guarantees and floating charges between Veitchi (Holdings) Limited, Veitchi Flooring Limited, Veitchi Industrial Flooring Limited, Richardson & Starling (Northern) Limited, Property Repair Network Limited, Linotol Products Limited, Veitchi Homes Limited and Veitchi Interiors Limited.

In the case of certain contracts it is a condition of the contract that the company's bankers give counter guarantees in respect of progress claims which are paid during the course of a contract. In some instances, the company offsets its liability by agreeing counter guarantees against subcontractors on the relevant contracts. The value of guarantees payable at the year end amounted to £453,585 (2024: £373,552).

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows: