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

Scanpole UK Limited is a wholly owned subsidiary of Scanpole Oy and a part of the Iivari Mononen Group.

The company’s performance in 2025 was driven by the continued demand in the utility sector. The demand of the treated timber products and fencing decreased slightly during 2025.

The company revenue for the period was £21,834,516 with the increase of 1.7% compared to previous year. The company had net current assets of £1,875,687 at 31 December 2025 which is down on the previous year net current assets balance of £2,240,149.

We anticipate that volumes across business streams will increase during 2026 to some extent. Demand for power transmission and telecommunication poles is expected to increase, and the demand for treated timber products remains stable. Fencing market has uncertain outlook due to potential changes in the products (preservatives) regulations.

The management of the business and the execution of the company's strategy are subject to a number of risks. The key business risks and uncertainties affecting the company are considered to relate to competition and future legislation relating to potential changes in the products (preservatives) regulations.

Competition

The company operates in a competitive market, and to reduce this risk the company works with its customers and suppliers to ensure that the company's products meet their needs to retain their custom. If necessary, the company then adjusts its strategy to better meet the customer's needs.

Future legislation relating to products (preservatives)

The company utilises certain wood preservative products which may be subject to future legislation changes. Under the HSE regulation wood preservatives are authorised for a limited period of time. One of the preservatives used by the company is classed as ‘products for substitution', namely creosote. The company is mitigating this risk by researching alternative wood preservatives that meet current legislative criteria.

Environmental matter

Scanpole UK Limited's facilities are located at a leased site in the dock of Newport. The conditions are well registered and controlled by the company. The operations are permitted by Newport City Council and Natural Resources Wales.

Business environment

Russia’s attack to Ukraine brought up new challenges to the general business environment, as the countries involved are major suppliers in energy, metal, forestry, and agricultural products. The war had significant impact on the company’s material flows and availability resulting in increased costs for raw materials, energy, and logistics. Albeit the cost pressure slowed down a bit and availability of raw materials improved in 2025, demanding business environment is expected to continue in 2026.

Management have identified Key Performance Indicators (KPI’s) that are used to drive business performance and set targets for units and employees throughout the business that will deliver the desired strategic goals.

The KPI’s used by the management to assess performance of the company are turnover and EBIT. The company has recognized turnover of £21,834,516 (2024: £21,455,443) and EBIT of £320,426 (2024: £573,080).

UK business restructuring

During the year 2025 Scanpole Group had two subsidiaries in the UK namely Scanpole Limited, which owned Burt Boulton & Haywood Limited. The owners of the companies as well as boards of directors entered a process to simplify the UK legal structure by transferring the ownership of Burt Boulton & Haywood Limited from Scanpole Limited to Finnish parent company of Scanpole Oy in December 2025. Having completed the ownership transfer, the boards of both companies agreed on a business transfer transaction, where Scanpole Limited business with related balance sheet items, rights and obligations were sold to Burt Boulton & Haywood Limited at the end of year 2025. In this context, Burt Boulton & Haywood Limited name was decided to be changed to Scanpole UK Limited, which was registered to the Companies House on the 5th, January 2026. In 2026 all business of Scanpole group will be conducted by Scanpole UK Limited whereas Scanpole Limited (renamed as SP BB&H Limited) continues as a dormant company in the group structure.

On behalf of the board

The directors present their annual report and financial statements for the year ended 31 December 2025.

The principal activity of the company continued to be that of the manufacture of telegraph and transmission poles and related timber preservation.

The results for the year are set out on page 9.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

No preference dividends were paid.

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

In accordance with the company's articles, a resolution proposing that Dyke Yaxley Limited be reappointed as auditor of the company will be put at a General Meeting.

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of review of business, principal risks and uncertainties and future developments.

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 company’s auditor 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 company’s auditor is aware of that information.

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

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 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; and

• 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.

We have audited the financial statements of Scanpole UK Limited (the 'company') for the year ended 31 December 2025 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity 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 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 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 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 company and its 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, 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.

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 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.

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

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 gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. The key laws and regulations that were subject to assessment were environmental laws and health and safety.

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 by, for example, forgery or intentional misrepresentations, or through collusion.

We focussed on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. Our tests included agreeing the disclosures to underlying supporting documentation and enquiries with management.

In particular, we reviewed correspondence files concerning the ongoing requirement for the entity to comply with COMAH safety regulations as an upper tier establishment.

We also reviewed minutes of meetings of those charged with governance, external safety assessment reports and ISO 9001 and 14001 compliance reports.

We audited the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business. This included the review of the environmental provision in place for decontamination of the land at the end of the land and buildings lease.

There are inherent limitations in the audit procedures described above and, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.

We did not identify any issues relating to irregularities, including fraud.

As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.

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.

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 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 company and the 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.

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

Scanpole UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is Alexandra Docks, Newport, Gwent, NP20 2WA.

On 5 January 2026, the company changes its name from Burt Boulton & Haywood Limited to Scanpole UK Limited. The change was registered at Companies House on that date.

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 £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This 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:

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

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

The financial statements of the company are consolidated in the financial statements of Iivari Mononen Oy. These consolidated financial statements are available from its registered office, Länsikatu 15, 80110 Joensuu, Finland.

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has 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.

Revenue comprises sales of goods provided to customers net of value added tax and other sales taxes. The fair value consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Tangible fixed assets 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 credited or charged to profit or loss.

At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell using the average cost method. 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.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

The company 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 company's balance sheet when the company 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.

Equity instruments issued by the company 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 company.

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 company’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.

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

The costs of short-term employee benefits are recognised as a liability and an expense.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss 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 leases asset are consumed.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

In the application of the company’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 estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Determining the best estimate of the amount required to settle the obligation at the reporting date in relation to the environmental provision requires a comparison to similar remediation costs incurred elsewhere within the group. Further details of the environmental provision valuation are set out in note 12.

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

Their aggregate remuneration comprised:

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:

There has been a prior period restatement to reclassify £421,403 worth of items that had previously been classified as plant and machinery, which relate to assets under the course of construction. Refer to the Prior Period Adjustment note (note 21) for further information.

During the year, the company participated in a group cash pooling arrangement with its parent undertaking, Iivari Mononen Oy. At the year end, the net balance due to the parent undertaking was £2,088,898 (2024: £-12,525 due from parent undertaking). The balance is unsecured, interest bearing and repayable on demand.

The environmental provision relates to land remediation work required on the expiration of the lease at the current site. The lease expires on 31 March 2035 however it is expected to be extended beyond this date.

The provision has been adjusted during 2025 as a result of new comparable information that has been made available to management. The estimated carrying value of the provision at the period end date has been calculated based on similar remediation costs incurred elsewhere within the group.

Management will continue to review further information as it becomes available to continually determine the best estimate of the amount required to settle the obligation at future reporting dates.

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

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

Voting rights

All shares rank equally for voting purposes. On a show of hands each member has one vote and on a poll each member has one vote per share held.

Dividend rights

Dividends may be paid to the holders of classes of shares as determined by ordinary resolution or resolution of the directors. The holders of the preference shares shall be entitled to be paid out of the profits available for distribution of the company a fixed cumulative preferential dividend at the rate of seven pence per share per annum.

Rights to capital

On a return of capital on liquidation or otherwise, the assets of the company available for distribution among the members shall be applied first in repaying to the holders of the preference shares. This would be to the sum of £1 per share, together with a sum equal to any arrears and accruals of the preference dividend and any further sum payable in respect of the preference dividend. Secondly, the balance of such assets shall belong to, and be distributed among, the holders of the ordinary shares in proportion to the number of ordinary shares held by them.

Rights of redemption

No shares are redeemable.

Operating lease payments represent rentals payable by the company for certain of its properties and for some vehicles. Leases are negotiated for an average term of 10 years and rentals are fixed for this period with an option to extend for a further 10 years at the prevailing market rate.

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

Amounts contracted for but not provided in the financial statements:

During the year, the company made purchases of £74,070 (2024: £72,219) for shipment services from Joensuun Laivaus Oy, a related party.

The company has taken advantage of the exemption not to disclose transactions with other wholly owned group members.

On 23 December 2025, the Company's issued share capital was transferred from Scanpole Limited (now known as SP BB&H Limited) to Scanpole Oy, both of which are wholly owned subsidiaries of Iivari Mononen Oy. There was no change in the Company's ultimate controlling party as a result of this transaction.

The ultimate parent company is Iivari Mononen Oy a company incorporated and trading in Finland.

The ultimate parent company Iivari Mononen Oy prepares accounts for the group. The registered office of the company is Länsikatu 15, 80110 Joensuu, Finland.

The following are the parents of the largest and smallest groups in which this company's results are consolidated:

On 31 December 2025, the trade and related assets of Scanpole Limited (now known as SP BB&H Limited), a fellow subsidiary undertaking, were transferred to the company as part of a group reorganisation under common control.

The transaction has been accounted for using book value (predecessor) accounting principles. The assets and liabilities transferred have been recognised at their existing carrying values in the books of the transferor undertaking.

Certain intangible assets, including goodwill, the benefit of the contracts, business information, IT system, business name, business intellectual property rights, domain names and social media accounts, records, and business claims, were legally transferred for consideration of £1 each. These assets had no carrying value in the books of the transferor and accordingly have been recognised at £nil in these financial statements.

No goodwill arose on the transaction.

In the financial statements for the year ended 31 December 2024, certain project-related expenditure had been included within Plant and Machinery as completed assets. Following a detailed review of capital projects in the current year, management determined that these costs related to assets that were not yet available for use at 31 December 2024 and should therefore have been presented as Assets Under Construction.

Accordingly, the comparative figures for the year ended 31 December 2024 have been restated to increase Assets Under Construction by £421,403 and decrease Plant and Machinery by £421,403.

Depreciation had previously been charged on these assets prior to 1 January 2025. The directors have assessed the impact of this depreciation and consider it to be immaterial to the financial statements. Accordingly, no prior period adjustment has been made in respect of depreciation.