AL13 Group Holdings Limited

Group Strategic Report, Report of the Directors and

Audited Consolidated Financial Statements for the Year Ended 31 August 2025

DIRECTORS:

S J B Muir

N P Jones

C C Shorney

G J Smythe

I P S Toledano

REGISTERED OFFICE:

C/o Dudleys Aluminium Ltd Lamby Industri

Mardy Road

Cardiff

United Kingdom

CF3 2EX

REGISTERED NUMBER:

15526665 (England and Wales)

SENIOR STATUTORY AUDITOR:

Nicholas Matthew Toye FCA

AUDITORS:

BPU Limited

Chartered Accountants

Statutory Auditor

Radnor House

Greenwood Close

Cardiff Gate Business Park

Cardiff

CF23 8AA

BANKERS:

Santander UK plc

5-9 Queen Street

Cardiff

CF10 2UD

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

BUSINESS REVIEW & FUTURE DEVELOPMENTS

The year to 31 August 2025 has been a further period of strong progress for Dudleys Aluminium Limited, building on the transformational changes delivered in the prior year. The Board is pleased with the Company's performance, with turnover increasing significantly and profitability remaining robust, reflecting continued demand for the Company's services and the successful execution of its growth strategy.

The Company has maintained a strong financial position, with profits retained to support the ongoing development of the business and to reinforce the balance sheet. The Directors continue to adopt a prudent approach to financial management, ensuring sufficient resources are available to support both current operations and future expansion.

The order book for FY26 remains strong and provides clear visibility of continued, compounded growth on FY25 performance. Tender activity has remained at a consistently high level, underpinning the Board's confidence in the medium term outlook. The business remains committed to reducing its environmental impact, with continued focus on energy efficiency and sustainability initiatives. Dudleys Aluminium Limited is dedicated to achieving Net Zero emissions by 2050 and continues to implement its practical and measurable decarbonisation strategy.

Overall, the Board is highly encouraged by the Company's performance and outlook, and remains confident in its strategy to deliver long term, sustainable growth.

PRINCIPAL RISKS AND UNCERTAINTIES

Operating within the construction sector there are risks and uncertainties that the company faces on both a daily and an on-going basis. The directors believe these risks can be principally grouped as: Health and Safety risk, Operational risk and Financial risk.

Health and safety risk

The Board recognises its employees and subcontractors work within an industry that faces many potential Health and Safety hazards. In order to mitigate these risks to the fullest possible extent the company makes every effort to ensure that its Health and Safety policies and procedures are of the highest industry leading standard.

Operational risk

As the projects undertaken by the company are often over the medium to long term, contracts may progress in a way that was not anticipated. To mitigate any risks associated with such a scenario, therefore, the company has internal checks and balances throughout each department associated with a projects progression. This ensures that any changes are identified at the earliest possible stage thus enabling effective control and risk management to be maintained.

Financial risk

All work is subject to a formal tendering process. Within this process many criteria are taken into account, including but not exclusively, financial, technical, capability and workload.

The risks associated with each of these stages is assessed and monitored. Close relationships are maintained with all interested parties and there is inter departmental liaison at all stages through a project's duration in order to identify variances at the earliest possible opportunity.

The company has detailed and established financial controls to monitor all major financial indicators including, weekly and annual cash flows, monthly internal management accounts and full individual cost tracking for all projects.

KEY PERFORMANCE INDICATORS

The directors use a number of key performance indicators, both financial and non-financial, to monitor the company's position.

THIS REPORT WAS APPROVED BY THE BOARD:

I P Shorney Toledano - Director

20 April 2026

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

DIVIDENDS

The total distribution of dividends for the year ended 31 August 2025 was £360,000 (2024: £Nil).

DIRECTORS

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

S J B Muir

N P Jones

C C Shorney

G J Smythe

I P S Toledano

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

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

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

THIS REPORT WAS APPROVED BY THE BOARD:

I P Shorney Toledano - Director

20 April 2026

Opinion

We have audited the financial statements of AL13 Group Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 August 2025 which comprise the Consolidated Profit and Loss Account, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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

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

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

Basis for opinion

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

Conclusions relating to going concern

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

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

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

Other information

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

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

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

Opinions on other matters prescribed by the Companies Act 2006

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

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

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

Matters on which we are required to report by exception

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

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

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

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

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

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

Responsibilities of directors

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

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

Auditors' responsibilities for the audit of the financial statements

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

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

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risks of acts by the company that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the risk, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment.

The laws and regulations that we determined were most significant to the company were the Companies Act, UK corporate tax laws, Health and Safety at Work Act and the Environmental Protection Act.

We obtained an understanding of how the company is complying with those laws and regulations by making enquiries to the management, and corroborated these enquiries through our review of board minutes.

We assessed the susceptibility of the companys financial statements to material misstatement, including how fraud might occur, and did not identify any key audit matters relating to irregularities, including fraud. We assessed the effectiveness of internal controls that management has in place to prevent and detect fraud, including testing of manual journals and evaluating the assumptions and judgements made by management in its significant accounting estimates.

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.

Nicholas Matthew Toye FCA (Senior Statutory Auditor)

for and on behalf of BPU Limited

Chartered Accountants

Statutory Auditor

24 April 2026

TURNOVER

14,234,079

5,171,711

Cost of sales

(9,855,151

)

(3,796,495

)

GROSS PROFIT

4,378,928

1,375,216

Distribution costs

(799

)

(1,915

)

Administrative expenses

(2,285,638

)

(1,173,364

)

OPERATING PROFIT

3

2,092,491

199,937

Interest receivable & similar income

39,841

19,294

2,132,332

219,231

Interest payable and similar expenses

4

(37,572

)

(3,255

)

PROFIT BEFORE TAXATION

2,094,760

215,976

Tax on profit

5

(549,234

)

(68,410

)

PROFIT FOR THE FINANCIAL YEAR

1,545,526

147,566

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,545,526

147,566

Profit attributable to:

Owners of the parent

1,545,526

147,566

Total comprehensive income attributable to:

Owners of the parent

1,545,526

147,566

FIXED ASSETS

Intangible assets

8

494,953

549,948

Tangible assets

9

333,266

303,086

Investments

10

46,892

53,892

875,111

906,926

CURRENT ASSETS

Stocks

11

479,972

1,093,458

Debtors

12

3,795,291

3,117,589

Cash at bank and in hand

1,591,774

1,008,907

5,867,037

5,219,954

CREDITORS

Amounts falling due within one year

13

2,759,914

2,655,469

NET CURRENT ASSETS

3,107,123

2,564,485

TOTAL ASSETS LESS CURRENT LIABILITIES

3,982,234

3,471,411

CREDITORS

Amounts falling due after more than one year

14

(2,606,868

)

(3,296,788

)

PROVISIONS FOR LIABILITIES

17

(41,764

)

(26,557

)

NET ASSETS

1,333,602

148,066

CAPITAL AND RESERVES

Called up share capital

18

510

500

Retained earnings

1,333,092

147,566

SHAREHOLDERS' FUNDS

1,333,602

148,066

The financial statements were approved by the Board of Directors and authorised for issue on 20 April 2026 and were signed on its behalf by:

I P Shorney Toledano - Director

FIXED ASSETS

Intangible assets

8

-

-

Tangible assets

9

-

-

Investments

10

3,809,227

3,809,227

3,809,227

3,809,227

CURRENT ASSETS

Debtors

12

590,815

-

Cash at bank

410

400

591,225

400

CREDITORS

Amounts falling due within one year

13

266,435

159,127

NET CURRENT ASSETS/(LIABILITIES)

324,790

(158,727

)

TOTAL ASSETS LESS CURRENT LIABILITIES

4,134,017

3,650,500

CREDITORS

Amounts falling due after more than one year

14

2,581,079

3,250,000

NET ASSETS

1,552,938

400,500

CAPITAL AND RESERVES

Called up share capital

18

510

500

Retained earnings

1,552,428

400,000

SHAREHOLDERS' FUNDS

1,552,938

400,500

Company's profit for the financial year

1,512,428

400,000

The financial statements were approved by the Board of Directors and authorised for issue on 20 April 2026 and were signed on its behalf by:

I P Shorney Toledano - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Changes in equity

Issue of share capital

500

-

500

Total comprehensive income

-

147,566

147,566

Balance at 31 August 2024

500

147,566

148,066

Changes in equity

Issue of share capital

10

-

10

Dividends

-

(360,000

)

(360,000

)

Total comprehensive income

-

1,545,526

1,545,526

Balance at 31 August 2025

510

1,333,092

1,333,602

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Changes in equity

Issue of share capital

500

-

500

Total comprehensive income

-

400,000

400,000

Balance at 31 August 2024

500

400,000

400,500

Changes in equity

Issue of share capital

10

-

10

Dividends

-

(360,000

)

(360,000

)

Total comprehensive income

-

1,512,428

1,512,428

Balance at 31 August 2025

510

1,552,428

1,552,938

Cash flows from operating activities

Cash generated from operations

1

1,428,507

484,729

Interest paid

(37,572

)

(3,255

)

Tax paid

(251,187

)

(194,434

)

Net cash from operating activities

1,139,748

287,040

Cash flows from investing activities

Purchase of tangible fixed assets

(97,856

)

(30,520

)

Purchase of fixed asset investments

-

(3,809,227

)

Sale of fixed asset investments

7,000

-

Interest received

39,841

19,294

Net cash from investing activities

(51,015

)

(3,820,453

)

Cash flows from financing activities

New loans in year

-

3,750,000

Loan repayments in year

(410,000

)

(500,000

)

Capital repayments in year

(25,701

)

(13,648

)

Amount introduced by directors

289,825

11,004

Amount withdrawn by directors

-

(11,004

)

Share issue

10

500

Cash on acquisition of business

-

1,305,468

Equity dividends paid

(360,000

)

-

Net cash from financing activities

(505,866

)

4,542,320

Increase in cash and cash equivalents

582,867

1,008,907

Cash and cash equivalents at beginning of year

2

1,008,907

-

Cash and cash equivalents at end of year

2

1,591,774

1,008,907

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

Period

27/2/24

Year Ended

to

31/8/25

31/8/24

£

£

Profit before taxation

2,094,760

215,976

Depreciation charges

122,673

28,820

Loss on disposal of fixed assets

6,606

-

Finance costs

37,572

3,255

Finance income

(39,841

)

(19,294

)

2,221,770

228,757

Decrease/(increase) in stocks

613,486

(441,755

)

Increase in trade and other debtors

(677,702

)

(633,099

)

(Decrease)/increase in trade and other creditors

(729,047

)

1,330,826

Cash generated from operations

1,428,507

484,729

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 August 2025

31/8/25

1/9/24

£

£

Cash and cash equivalents

1,591,774

1,008,907

Period ended 31 August 2024

31/8/24

27/2/24

£

£

Cash and cash equivalents

1,008,907

-

3.	ANALYSIS OF CHANGES IN NET DEBT

At 1/9/24

Cash flow

At 31/8/25

£

£

£

Net cash

Cash at bank and in hand

1,008,907

582,867

1,591,774

1,008,907

582,867

1,591,774

Debt

Finance leases

(67,489

)

25,701

(41,788

)

Debts falling due within 1 year

-

(266,435

)

(266,435

)

Debts falling due after 1 year

(3,250,000

)

668,921

(2,581,079

)

(3,317,489

)

428,187

(2,889,302

)

Total

(2,308,582

)

1,011,054

(1,297,528

)

1.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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

Turnover

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

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of Services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

-

the amount of revenue can be measured reliably;

-

it is probable that the Company will receive the consideration due under the contract;

-

the stage of completion of the contract at the end of the reporting period can be measured reliably; and

-

the costs incurred and the costs to complete the contract can be measured reliably.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of a business in 2024, is being amortised evenly over its estimated useful life of ten years.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Improvements to property

-

10% straight line

Plant and machinery

-

25% reducing balance

Fixtures and fittings

-

15% reducing balance

Motor vehicles

-

25% reducing balance

Computer equipment

-

25% reducing balance

Stocks

Stocks are valued at the lower of cost and net realisable value, 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 Consolidated Profit and Loss Account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

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

Deferred tax

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

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

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

Hire purchase and leasing commitments

Assets held under finance leases and hire purchase contracts, which are those where substantially all the risks and rewards of ownership of the asset have passed to the company, are capitalised in the balance sheet and depreciated over their useful lives.

The interest element of the rental obligations is charged to the profit and loss account over the period of the lease and represents a constant proportion of the balance of capital repayments outstanding.

Rentals paid under operating leases are charged to income on a straight line basis over the lease term.

Pension costs

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

Valuation of investments

Investments are measured at cost less accumulated impairment.

Investments in unlisted Company shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

Investments in listed company shares are remeasured to market value at each Statement of Financial Position date. Gains and losses on remeasurement are recognised in profit or loss for the period.

Work in progress

Work in progress on ongoing contracts is stated at the lower of cost and net realisable value. Cost includes directly attributable materials, subcontractor costs and direct labour relating to the stage of completion at the reporting date. Costs are recognised on a cost-to-cost basis consistent with the company's revenue recognition policy under FRS 102 Section 23. No element of profit is recognised within work in progress. Any expected losses on contracts are recognised in full when identified.

2.	EMPLOYEES AND DIRECTORS

Period

27/2/24

Year Ended

to

31/8/25

31/8/24

£

£

Wages and salaries

1,993,260

551,370

Social security costs

204,505

173,104

Other pension costs

165,452

183,523

2,363,217

907,997

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

Period

27/2/24

Year Ended

to

31/8/25

31/8/24

Administration

28

27

Production

31

27

59

54