REGISTERED NUMBER: 16734929 (England and Wales)

ALFRED BROWN (WORSTED MILLS) HOLDINGS

LIMITED

GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD

22ND SEPTEMBER 2025 TO 31ST DECEMBER 2025

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

3

to

4

Report of the Independent Auditors

5

to

7

Consolidated Income Statement

8

Consolidated Other Comprehensive Income

9

Consolidated Balance Sheet

10

Company Balance Sheet

11

Consolidated Statement of Changes in Equity

12

Company Statement of Changes in Equity

13

Notes to the Consolidated Financial Statements

14

to

20

DIRECTORS:

M N Jessop

B D Jones

REGISTERED OFFICE:

Empire Mills

Bramley

Leeds

West Yorkshire

LS13 3HG

REGISTERED NUMBER:

16734929 (England and Wales)

AUDITORS:

Thomas Coombs Limited

Statutory Auditor

Chartered Accountants

3365 The Pentagon

Century Way

Thorpe Park

Leeds

West Yorkshire

LS15 8ZB

The directors present their strategic report of the company and the group for the period 22nd September 2025 to 31st December 2025.

REVIEW OF BUSINESS

We aim to present a balanced and comprehensive review of the development and performance of our business during the period and its position at the period end. The review is consistent with the size and non-complex nature of our business and is written in the context of the risks and uncertainties we face.

The group generated a pre-tax profit of £167,960.

The group has net assets of £5 million with no net borrowings or debt. Net cash funds at the period end remain very healthy at £407.4k.

PRINCIPAL RISKS AND UNCERTAINTIES

The management of the business and the execution of the group's strategy are subject to a number of risks.

The key business risks and uncertainties affecting the group are considered to relate to competition from overseas producers and variable wool prices within an overall uncertain retail environment arising from economic and geo-political factors.

There is also a risk associated with foreign exchange due to volatility of foreign exchange rates which could have an impact on the group's reported results. This is due to the increasing level of overseas trading and is mitigated through the use of foreign currency bank accounts and where appropriate forward exchange contracts to limit the impacts of the foreign exchange movements.

KEY PERFORMANCE INDICATORS

Given the straightforward nature of the business, it is believed that analysis using KPIs is not necessary for an understanding of the development, performance or position of the business.

ON BEHALF OF THE BOARD:

M N Jessop - Director

23rd April 2026

The directors present their report with the financial statements of the company and the group for the period 22nd September 2025 to 31st December 2025.

INCORPORATION

The group was incorporated on 22nd September 2025 .

DIVIDENDS

The total distribution of dividends for the year ended 31st December 2025 will be £1,900,000.

DIRECTORS

I J Brown - appointed 22nd September 2025 and resigned 3rd October 2025

A N Brown - appointed 22nd September 2025 and resigned 3rd October 2025

J M Handley - appointed 22nd September 2025 and resigned 3rd October 2025

M N Jessop - appointed 3rd October 2025

B D Jones - appointed 3rd October 2025

FINANCIAL INSTRUMENTS

The group's financial statements comprise of borrowings such as secured overdrafts, advance receipts in respect of the ordinary activities of the group, cash and liquid resources and various other items such as trade debtors and trade creditors that also arise directly from its operations.

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.

AUDITORS

The auditors, Thomas Coombs Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

M N Jessop - Director

23rd April 2026

Opinion

We have audited the financial statements of Alfred Brown (Worsted Mills) Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31st December 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the group's and of the parent company affairs as at 31st December 2025 and of the group's profit for the period 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 three, 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.

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

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our knowledge of the business and sector, enquiries of directors and management, and review of regulatory information and correspondence. We communicated identified laws and regulations throughout the audit team and remained alert to any indication of non-compliance through the audit.

We discussed with directors and management the policies and procedures in place to ensure compliance with laws and regulations and otherwise prevent, deter and detect fraud.

Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations identified as potentially having a material effect on the financial statements. Our procedures included review of financial statement information and testing of that information, enquiries of management and examination of documents, analytical procedures to identify unusual or unexpected relationships that may indicate fraud, and procedures to address the risk of fraud through director or management override of controls.

At the completion stage of the audit, the engagement partner's review included ensuring the audit team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.

The primary responsibility for the prevention and detection of fraud rests with those charged with governance and management, and we cannot be expected to detect non-compliance with all laws and regulations. There are inherent limitations in the audit procedures described above and the further removed non-compliance of laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. In addition, the risk of not detecting a material misstatement relating to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment.

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.

Jordan Mitchell ACA (Senior Statutory Auditor)

for and on behalf of Thomas Coombs Limited

Statutory Auditor

Chartered Accountants

3365 The Pentagon

Century Way

Thorpe Park

Leeds

West Yorkshire

LS15 8ZB

23rd April 2026

TURNOVER

2,640,144

Cost of sales

1,914,294

GROSS PROFIT

725,850

Administrative expenses

566,120

159,730

Other operating income

6,714

OPERATING PROFIT

4

166,444

Interest receivable and similar income

1,516

PROFIT BEFORE TAXATION

167,960

Tax on profit

5

41,991

PROFIT FOR THE FINANCIAL PERIOD

125,969

Profit attributable to:

Owners of the parent

125,969

PROFIT FOR THE PERIOD

125,969

OTHER COMPREHENSIVE INCOME

Merger reserve acquired on combinations

6,683,022

Income tax relating to other comprehensive income

-

OTHER COMPREHENSIVE INCOME FOR THE PERIOD, NET OF INCOME TAX

6,683,022

TOTAL COMPREHENSIVE INCOME FOR THE PERIOD

6,808,991

Total comprehensive income attributable to:

Owners of the parent

6,808,991

FIXED ASSETS

Tangible assets

8

401,243

Investments

9

-

401,243

CURRENT ASSETS

Stocks

10

3,061,942

Debtors

11

2,249,250

Cash at bank and in hand

407,351

5,718,543

CREDITORS

Amounts falling due within one year

12

1,024,028

NET CURRENT ASSETS

4,694,515

TOTAL ASSETS LESS CURRENT LIABILITIES

5,095,758

PROVISIONS FOR LIABILITIES

14

86,767

NET ASSETS

5,008,991

CAPITAL AND RESERVES

Called up share capital

15

100,000

Merger reserve

16

4,783,022

Retained earnings

16

125,969

SHAREHOLDERS' FUNDS

5,008,991

The financial statements were approved by the Board of Directors and authorised for issue on 23rd April 2026 and were signed on its behalf by:

M N Jessop - Director

FIXED ASSETS

Tangible assets

8

-

Investments

9

100,000

100,000

TOTAL ASSETS LESS CURRENT LIABILITIES

100,000

CAPITAL AND RESERVES

Called up share capital

15

100,000

SHAREHOLDERS' FUNDS

100,000

Company's profit for the financial year

1,900,000

The financial statements were approved by the Board of Directors and authorised for issue on 23rd April 2026 and were signed on its behalf by:

M N Jessop - Director

Called up

share

Retained

Merger

Total

capital

earnings

reserve

equity

£

£

£

£

Changes in equity

Issue of share capital

100,000

-

-

100,000

Dividends

-

(1,900,000

)

-

(1,900,000

)

Total comprehensive income

-

2,025,969

4,783,022

6,808,991

Balance at 31st December 2025

100,000

125,969

4,783,022

5,008,991

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Changes in equity

Issue of share capital

100,000

-

100,000

Dividends

-

(1,900,000

)

(1,900,000

)

Total comprehensive income

-

1,900,000

1,900,000

Balance at 31st December 2025

100,000

-

100,000

1.	STATUTORY INFORMATION

Alfred Brown (Worsted Mills) Holdings 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 General 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 group 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.

Basis of consolidation

The consolidated income statement, balance sheet and cash flow statement include the accounts of the company and its subsidiary undertakings, Alfred Brown (Worsted Mills) Limited, Brown & Sons (Bramley) Limited and Alfred Brown (Woodhead) Limited. All financial statements are made up to the 31st December 2025. A separate income statement dealing with the results of the company has not been presented, in accordance with the exemptions given in the Companies Act 2006.

The financial statements are presented in sterling which is the functional currency of the company and rounded to the nearest

£.

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

Going concern basis of accounting

Based on all available information the directors are satisfied that the group and company has sufficient cash flows to continue to meet its liabilities as they fall due for at least one year from the date of approval of the financial statements, thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements.

Turnover and revenue recognition

Turnover represents amounts receivable for goods net of valued added tax and trade discounts.

Revenue is recognised at the point of delivery to the customer.

Tangible fixed assets

Tangible fixed assets are stated at cost (or deemed cost) less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

Depreciation is provided on all tangible fixed assets, at rates calculated to write off the cost, less estimated residual value, of each asset on a systematic basis over its expected useful life as follows:

Freehold property 2% on cost

Plant and machinery 20% on cost and 10% on cost

Looms 6.67% on cost

Fixtures and fittings 33% on cost and 20% on cost

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase, costs of conversion and other costs incurred in bringing stock to its present location and condition. Cost is calculated using the first-in, first-out formula. Provision is made for damaged, obsolete and slow-moving stock where appropriate.

Financial instruments

The company only enters into transactions in 'basic' financial instruments which result in the recognition of assets and liabilities; these include trade and other debtors and creditors, bank balances, loans from banks and other third parties, and loans to related parties. These are recognised in the company's balance sheet when it becomes party to the contractual provisions of the instrument.

Basic financial assets (other than those classified as payable within one year) are initially measured at cost and are subsequently carried at cost or amortised cost using the effective interest method, less any impairment losses. Basic financial assets classed as receivable within one year are not amortised.

Basic financial liabilities (other than those classified as payable within one year) are initially measured at present value of future cash flows and subsequently at amortised cost using the effective interest method. Basic financial liabilities classed as payable within one year are not amortised.

Financial assets and liabilities are offset, with the net amount reported 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.

Taxation

Taxation for the period comprises current and deferred tax. Tax is recognised in the Consolidated 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 period end and that are expected to apply to the reversal of the timing difference.

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

Foreign currencies

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

Pension costs and other post-retirement benefits

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.

Provisions

Provisions are recognised when the company has an obligation at the balance sheet date as a result of a past event, it is probable that an outflow of economic benefits will be required in settlement and the amount can be reliably estimated.

Investments

Fixed asset investments are stated at cost less provision for diminution in value.

3.	EMPLOYEES AND DIRECTORS

£

Wages and salaries

654,485

Social security costs

70,314

Other pension costs

11,334

736,133

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

Management and Senior Staff

14

Administration and Warehouse

12

Manufacturing

43

69

The average number of employees by undertakings that were proportionately consolidated during the period was 69 .

£

Directors' remuneration

-

4.	OPERATING PROFIT

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

£

Depreciation - owned assets

25,169

Auditors' remuneration

2,667

Auditors' remuneration for non audit work

5,675

Foreign exchange differences

(65

)

5.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the period was as follows:

£

Current tax:

UK corporation tax

41,991

Tax on profit

41,991

Tax effects relating to effects of other comprehensive income

Gross

Tax

Net

£

£

£

Merger reserve acquired on combinations

6,683,022

-

6,683,022

6.	INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.

7.

DIVIDENDS

£

Ordinary shares of £1 each

Interim

1,900,000

8.	TANGIBLE FIXED ASSETS

Group

Fixtures

Plant and

and

machinery

fittings

Totals

£

£

£

COST

Additions

-

25,254

25,254

Acquired through business

combinations

2,788,122

115,226

2,903,348

At 31st December 2025

2,788,122

140,480

2,928,602

DEPRECIATION

Charge for period

20,601

4,568

25,169

Acquired through business

combinations

2,404,550

97,640

2,502,190

At 31st December 2025

2,425,151

102,208

2,527,359

NET BOOK VALUE

At 31st December 2025

362,971

38,272

401,243

9.	FIXED ASSET INVESTMENTS

Company

Shares in

group

undertakings

£

COST

Additions

100,000

At 31st December 2025

100,000

NET BOOK VALUE

At 31st December 2025

100,000

The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

Subsidiaries

Alfred Brown (Worsted Mills) Limited

Registered office: Empire Mills, Bramley, West Yorkshire, LS13 3HG

Nature of business: Weaving of textiles

%

Class of shares:

holding

Ordinary

100.00

2025

£

Aggregate capital and reserves

3,823,982

Profit for the period

179,735

Brown & Sons (Bramley) Limited

Registered office: Empire Mills, Bramley, West Yorkshire, LS13 3HG

Nature of business: Commission Weavers

%

Class of shares:

holding

Ordinary

100.00

2025

£

Aggregate capital and reserves

988,315

Profit for the period

446,505

Alfred Brown (Woodhead) Limited

Registered office: Empire Mills, Bramley, West Yorkshire, LS13 3HG

Nature of business: Dormant

%

Class of shares:

holding

Ordinary

100.00

2025

£

Aggregate capital and reserves

422,823

10.

STOCKS

Group

£

Raw materials

1,143,857

Work-in-progress

24,591

Finished goods

1,893,494

3,061,942

11.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group

£

Trade debtors

2,097,493

Other debtors

4,424

VAT

35,261

Prepayments and accrued income

112,072

2,249,250

12.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group

£

Trade creditors

613,322

Amounts owed to group undertakings

43,878

Corporation Tax

152,985

Social security and other taxes

64,738

Other creditors

37,611

Accruals and deferred income

111,494

1,024,028

13.	LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group

Non-

cancellable

operating

leases

£

Between one and five years

660,000

14.	PROVISIONS FOR LIABILITIES

Group

£

Deferred tax

86,767

Group

Deferred

tax

£

Acquired through combinations

86,767

Balance at 31st December 2025

86,767