REGISTERED NUMBER: 00775765 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

TEES COMPONENTS LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

5

Statement of Income and Retained Earnings

8

Balance Sheet

9

Notes to the Financial Statements

10

DIRECTORS:

Ms. S. L. Lane

Mrs. J. Wood

SECRETARY:

Mrs. J. Wood

REGISTERED OFFICE:

North Skelton

Saltburn-by-the-Sea

TS12 2AP

REGISTERED NUMBER:

00775765 (England and Wales)

SENIOR STATUTORY AUDITOR:

Donald Adams F.C.A.

AUDITORS:

Baines Jewitt Limited

Spitfire House

19 Falcon Court

Stockton-on-Tees

TS18 3TU

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

INTRODUCTION

The company was established in 1963, and now with over 60 years of experience it has become one of the leading independent precision engineering subcontractors in the UK. Our head office and factory is based in Teesside, and we trade globally.

We provide machining, measurement, blasting, painting, balancing and testing of large-scale components for key industries, including defence, renewable power generation, new nuclear and decommissioning, and marine.

Our aim is to consistently deliver a supply chain that delivers engineering excellence from concept to completion. We can accommodate anything from multi-million pound defence projects and offshore power generation, to quick turnaround local projects and one-off pressure testing.

We are OEM for Tees White Gill, a 360 degrees waterjet thruster which is particularly suited to oceanographic research vessels. We design, manufacture and assemble this product from our Teesside facility, and this is exported worldwide.

REVIEW OF BUSINESS

The results for the year and the financial position of the company are as shown in the annexed financial statements.

The statement of income and retained earnings is set out on page 8 and shows turnover increased by 12.5% to £4,930,406 compared to £4,381,955 in the previous year. Underlying business remained strong in both the UK and overseas.

The balance sheet is set out on page 9 and shows net assets of £5,420,317 as at 31 December 2025 compared to £5,045,636 as 31 December 2024.

Throughout the year we continued to invest in new machinery, including a boring and milling machine to further support our operations. Our heavy investment in skills, with record levels of apprentices in 2023 and 2024, continues to reap rewards as trainees move from learning to operational.

PRINCIPAL RISKS AND UNCERTAINTIES

The directors do not consider there to be any immediate risks likely to have a significant impact on the short- or long-term value of the business. Risks identified by the Board are summarised below, along with their respective controls in place.

Market risks are managed by ensuring that subcontract work is carried out for a range of clients and sectors. Whilst the company undertakes contracts for others in the supply chain, such as fabricators and foundries, it also supplies direct to OEMs, and these are operating across various sectors including rail, water processing, marine defence, renewable energy, traditional power generation, and nuclear decommissioning.

Operational risks are predominantly those of health, safety and environmental performance. These are managed through the ISO 14001 environmental management system, and the in-house systems for health and safety. These continue to be led and managed in a top-down approach. Skills shortages and a tight labour market are a challenge across the manufacturing sector, and the strong apprentice training provision mitigates this.

Financial risk included those of defaulting creditors, fraud and exchange rate losses. There is an effective credit control system in place which limits exposure and identifies problems early, and the company's IT system, staff training and input from banking professionals reduces the risk of loss through fraud. Delayed and defaulted payments from creditors were and continue to be risks which the business works to mitigate with its systems.

ON BEHALF OF THE BOARD:

Ms. S. L. Lane - Director

1 May 2026

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

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of engineering, machining, fabrication and design.

DIVIDENDS

Ordinary dividends were paid amounting to £83,415. The directors do not recommend payment of a further dividend.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report.

Ms. S. L. Lane

Mrs. J. Wood

DIRECTORS' RESPONSIBILITIES STATEMENT

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

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

-	select suitable accounting policies and then apply them consistently;

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

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

ON BEHALF OF THE BOARD:

Ms. S. L. Lane - Director

1 May 2026

Opinion

We have audited the financial statements of Tees Components Limited (the 'company') for the year ended 31 December 2025 which comprise the Statement of Income and Retained Earnings, Balance Sheet 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 31 December 2025 and of its profit for the year then ended;

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

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

Basis for opinion

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

Conclusions relating to going concern

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

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

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

Other information

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

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

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

Opinions on other matters prescribed by the Companies Act 2006

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

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

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

Matters on which we are required to report by exception

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

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

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

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

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

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

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement 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 company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

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

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

Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations related to Health & Safety, Food Safety and Employment law, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006.

We evaluated management's opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls). Audit procedures performed by the engagement team included:

-

discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulation and fraud;

-

evaluation and testing of the operating effectiveness of management's controls designed to prevent and detect irregularities;

-

challenging assumptions and judgements made by management in their significant accounting estimates; and

-

identifying and testing journal entries, in particular any journal entries posted with unusual account combinations or posted by senior management.

There are inherent limitations in the audit procedures described above and the further removed noncompliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

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.

Donald Adams F.C.A. (Senior Statutory Auditor)

for and on behalf of Baines Jewitt Limited

Spitfire House

19 Falcon Court

Stockton-on-Tees

TS18 3TU

1 May 2026

TURNOVER

3

4,930,406

4,381,955

Cost of sales

2,860,491

2,892,112

GROSS PROFIT

2,069,915

1,489,843

Administrative expenses

1,623,466

1,649,866

446,449

(160,023

)

Other operating income

32,807

38,407

OPERATING PROFIT/(LOSS)

5

479,256

(121,616

)

Interest receivable and similar income

13,037

10,591

492,293

(111,025

)

Interest payable and similar expenses

6

34,196

19,997

PROFIT/(LOSS) BEFORE TAXATION

458,097

(131,022

)

Tax on profit/(loss)

7

(6,219

)

(66,593

)

PROFIT/(LOSS) FOR THE FINANCIAL YEAR

464,316

(64,429

)

Retained earnings at beginning of year

5,044,536

5,212,565

Dividends

8

(83,415

)

(103,600

)

RETAINED EARNINGS AT END OF YEAR

5,425,437

5,044,536

FIXED ASSETS

Intangible assets

9

-

-

Tangible assets

10

5,114,482

4,698,549

Investment property

11

63,860

63,860

5,178,342

4,762,409

CURRENT ASSETS

Debtors

12

832,918

743,955

Cash at bank and in hand

1,111,087

785,527

1,944,005

1,529,482

CREDITORS

Amounts falling due within one year

13

1,034,013

920,582

NET CURRENT ASSETS

909,992

608,900

TOTAL ASSETS LESS CURRENT LIABILITIES

6,088,334

5,371,309

CREDITORS

Amounts falling due after more than one year

14

(415,151

)

(199,044

)

PROVISIONS FOR LIABILITIES

16

(246,646

)

(126,629

)

NET ASSETS

5,426,537

5,045,636

CAPITAL AND RESERVES

Called up share capital

17

1,100

1,100

Retained earnings

18

5,425,437

5,044,536

SHAREHOLDERS' FUNDS

5,426,537

5,045,636

The financial statements were approved by the Board of Directors and authorised for issue on 1 May 2026 and were signed on its behalf by:

Ms. S. L. Lane - Director

Mrs. J. Wood - Director

1.	STATUTORY INFORMATION

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

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemption 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.

Turnover

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

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 or, if held under a finance lease, over the lease term, whichever is the shorter.

Freehold land and buildings

-

2% on cost

Plant and machinery

-

at variable rates on reducing balance

Fixtures and fittings

-

15% on reducing balance

Motor vehicles

-

25% on reducing balance

Investment property

Investment property is shown at most recent valuation. Any aggregate surplus or deficit arising from changes in fair value is recognised in profit or loss.

Taxation

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

Current or deferred taxation assets and liabilities are not discounted.

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

Deferred tax

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

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

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

Hire purchase and leasing commitments

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.

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.

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

3,937,639

3,286,938

Overseas

992,767

1,095,017

4,930,406

4,381,955

4.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

2,211,621

2,194,996

Social security costs

240,522

218,595

Other pension costs

68,829

70,966

2,520,972

2,484,557

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

2025

2024

Manufacturing

42

42

Office and management

15

16

57

58

2025

2024

£

£

Directors' remuneration

114,543

128,131

Directors' pension contributions to money purchase schemes

21,000

21,300

5.	OPERATING PROFIT/(LOSS)

The operating profit (2024 - operating loss) is stated after charging/(crediting):

2025

2024

£

£

Depreciation - owned assets

207,066

217,785

Depreciation - assets on hire purchase contracts

113,985

97,660

(Profit)/loss on disposal of fixed assets

(1,373

)

13,035

Auditors' remuneration

12,430

9,230

Foreign exchange differences

(12,079

)

(3,647

)

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

Bank loan interest

21

133

Hire purchase

34,175

19,864

34,196

19,997

7.

TAXATION

Analysis of the tax credit

The tax credit on the profit for the year was as follows:

2025

2024

£

£

Current tax:

UK corporation tax

(126,236

)

-

Deferred tax

120,017

(66,593

)

Tax on profit/(loss)

(6,219

)

(66,593

)

Reconciliation of total tax credit included in profit and loss

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

2025

2024

£

£

Profit/(loss) before tax

458,097

(131,022

)

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

114,524

(32,756

)

Effects of:

Expenses not deductible for tax purposes

456

711

Adjustments to tax charge in respect of previous periods

268

(38,467

)

Depreciation on assets not qualifying for tax allowances

4,769

3,919

R&D tax credits for YE 2022 and 2023

(126,236

)

-

Total tax credit

(6,219

)

(66,593

)

8.

DIVIDENDS

2025

2024

£

£

Ordinary A shares shares of £1 each

Interim

43,200

43,200

Ordinary B shares shares of £1 each

Interim

40,215

60,400

83,415

103,600

9.	INTANGIBLE FIXED ASSETS

Goodwill

£

COST

At 1 January 2025

and 31 December 2025

32,000

AMORTISATION

At 1 January 2025

and 31 December 2025

32,000

NET BOOK VALUE

At 31 December 2025

-

At 31 December 2024

-

10.	TANGIBLE FIXED ASSETS

Freehold

Fixtures

land and

Plant and

and

Motor

buildings

machinery

fittings

vehicles

Totals

£

£

£

£

£

COST

At 1 January 2025

2,402,575

7,808,711

364,174

93,227

10,668,687

Additions

28,350

683,346

26,355

-

738,051

Disposals

-

(51,044

)

-

-

(51,044

)

At 31 December 2025

2,430,925

8,441,013

390,529

93,227

11,355,694

DEPRECIATION

At 1 January 2025

936,306

4,791,093

177,147

65,592

5,970,138

Charge for year

34,967

253,508

25,662

6,914

321,051

Eliminated on disposal

-

(49,977

)

-

-

(49,977

)

At 31 December 2025

971,273

4,994,624

202,809

72,506

6,241,212

NET BOOK VALUE

At 31 December 2025

1,459,652

3,446,389

187,720

20,721

5,114,482

At 31 December 2024

1,466,269

3,017,618

187,027

27,635

4,698,549

Assets on hire purchase totalled £1,339,387 (2024: £731,677) at the balance sheet date.

11.	INVESTMENT PROPERTY

Total

£

FAIR VALUE

At 1 January 2025

and 31 December 2025

63,860

NET BOOK VALUE

At 31 December 2025

63,860

At 31 December 2024

63,860

The fair value of the investment property has been arrived at on the basis of its cost of acquisition in the year and reviewed by the directors at the balance sheet date as a fair reflection of its fair value at that date.

12.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade debtors

391,722

404,996

Amounts recoverable on contract

117,181

91,942

Other debtors

682

682

Directors' current accounts

134,427

94,122

Section 455 tax

32,712

32,712

2023 R&D tax credit receivable

76,307

-

Prepayments and accrued income

79,887

119,501

832,918

743,955

13.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Hire purchase contracts (see note 15)

117,242

54,626

Trade creditors

265,018

381,373

Amounts owed to group undertakings

235,243

199,171

Social security and other taxes

48,792

78,606

VAT

159,913

34,698

Other creditors

86,778

111,091

Accruals and deferred income

94,120

34,110

Deferred government grants

26,907

26,907

1,034,013

920,582

14.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2025

2024

£

£

Hire purchase contracts (see note 15)

376,189

133,175

Deferred government grants

38,962

65,869

415,151

199,044

15.	LEASING AGREEMENTS

Minimum lease payments under hire purchase fall due as follows:

2025

2024

£

£

Net obligations repayable:

Within one year

117,242

54,626

Between one and five years

376,189

133,175

493,431

187,801

16.	PROVISIONS FOR LIABILITIES

2025

2024

£

£

Deferred tax

Accelerated capital allowances

721,293

581,632

Tax losses carried forward

(473,765

)

(452,501

)

Retirement benefit obligations

(882

)

(2,502

)

246,646

126,629

Deferred tax

£

Balance at 1 January 2025

126,629

Movement in year

120,017

Balance at 31 December 2025

246,646