ACCOUNTS - Final Accounts

Commitments under operating leases

At 31 December 2025 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

Company registration number: 2840206

	DIRECTORS' REPORT AND FINANCIAL STATEMENTS
	FOR THE YEAR ENDED 31 DECEMBER 2025

	GRANDECO UK LIMITED


GRANDECO UK LIMITED

COMPANY INFORMATION

Directors	P Molemans
	H Van Der Plaetsen


Company secretary	H Van der Plaetsen


Registered number	2840206


Registered office	4th Floor
	95 Gresham Street
	London
	EC2V 7AB


Independent auditor	Menzies LLP
	Chartered Accountants & Statutory Auditor
	4th Floor
	95 Gresham Street
	London
	EC2V 7AB


GRANDECO UK LIMITED

CONTENTS

	Page
Directors' report	1 - 2
Independent auditor's report	3 - 6
Statement of income and retained earnings	7
Statement of financial position	8
Notes to the financial statements	9 - 14


GRANDECO UK LIMITED

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2025

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

Directors' responsibilities statement

The Directors are responsible for preparing the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Company's financial statements 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 to 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.

Principal activity

The principal activity of the company during the year was that of wholesalers of wall coverings within the United Kingdom.

Directors

The Directors who served during the year were:

P Molemans

H Van Der Plaetsen

Disclosure of information to auditor

Each of the persons who are Directors at the time when this Directors' report is approved has confirmed that:

∙so far as the Director is aware, there is no relevant audit information of which the Company's auditor is unaware, and

∙the Director has taken all the steps that ought to have been taken as a Director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

Auditor

The auditor, Menzies LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

Page 1


GRANDECO UK LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2025

Small companies note

In preparing this report, the Directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

This report was approved by the board and signed on its behalf.

H Van Der Plaetsen

Director

Date: 20 February 2026

Page 2


GRANDECO UK LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GRANDECO UK LIMITED

Opinion

We have audited the financial statements of Grandeco UK Limited (the 'Company') for the year ended 31 December 2025, which comprise the Statement of income and retained earnings, the Statement of financial position and the related notes, 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 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 United Kingdom, including the Financial Reporting Council'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.

Page 3


GRANDECO UK LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GRANDECO UK LIMITED (CONTINUED)

Opinion 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 Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

∙the Directors' report has 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 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; or

∙the Directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemptions in preparing the Directors' report and from the requirement to prepare a Strategic report.

Responsibilities of directors

As explained more fully in the Directors' responsibilities statement set out on page 1, 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.

Page 4


GRANDECO UK LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GRANDECO UK LIMITED (CONTINUED)

Auditor's 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 an Auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

The Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation. We determined that the following laws and regulations were most significant:

∙The Companies Act 2006;

∙Financial Reporting Standard 102;

∙UK employment legislation;

∙UK health and safety legislation;

∙General Data Protection Regulations;

∙UK tax legislation;

We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

We understood how the Company is complying with those legal and regulatory frameworks by making inquiries to management and those responsible for legal and compliance procedures.

The engagement partner assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations. He did not identify any issues in this area.

We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included:

∙Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud;

∙Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process;

∙Challenging assumptions and judgements made by management in its significant accounting estimates; and

∙Identifying and testing journal entries, in particular any journal entries posted outside of the normal working patterns of the accounts team, or with unusual descriptions or account combinations.

As a result of the above procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas:

∙The application of inappropriate judgements or estimation to manipulate the financial position in the calculation of the year end provisions;

∙The posting of unusual journals and complex transactions; or

∙The use of management override of controls to manipulate results.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities 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 Auditor's report.

Page 5


GRANDECO UK LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GRANDECO UK LIMITED (CONTINUED)

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 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.

Andrew Wooding FCA (Senior statutory auditor)

for and on behalf of

Menzies LLP

Chartered Accountants

Statutory Auditor

4th Floor

95 Gresham Street

London

EC2V 7AB

20 February 2026

Page 6


GRANDECO UK LIMITED

STATEMENT OF INCOME AND RETAINED EARNINGS

FOR THE YEAR ENDED 31 DECEMBER 2025

	2025	2024
	£	£


Turnover	8,525,617	7,988,268
Cost of sales	(6,645,675)	(6,088,793)
Gross profit	1,879,942	1,899,475
Administrative expenses	(535,956)	(633,178)
Operating profit	1,343,986	1,266,297
Interest receivable and similar income	37,265	67,432
Profit before tax	1,381,251	1,333,729
Tax on profit	(333,606)	(334,041)
Profit after tax	1,047,645	999,688



Retained earnings at the beginning of the year	2,139,446	2,139,758
	2,139,446	2,139,758
Profit for the year	1,047,645	999,688
Dividends declared and paid	(1,500,000)	(1,000,000)
Retained earnings at the end of the year	1,687,091	2,139,446

The notes on pages 9 to 14 form part of these financial statements.

Page 7


GRANDECO UK LIMITED REGISTERED NUMBER:2840206

STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2025

		2025		2024
Note		£		£

Fixed assets
Tangible assets	5		47,816		-
Investments	6		9		9
			47,825		9
Current assets
Stocks		8,108		6,895
Debtors: amounts falling due within one year	7	551,383		830,270
Cash at bank and in hand		2,196,198		2,207,897
		2,755,689		3,045,062
Creditors: amounts falling due within one year	8	(1,116,323)		(905,525)
Net current assets			1,639,366		2,139,537
Total assets less current liabilities			1,687,191		2,139,546

Net assets			1,687,191		2,139,546

Capital and reserves
Called up share capital	9	100	100
Profit and loss account		1,687,091	2,139,446
		1,687,191	2,139,546

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

H Van Der Plaetsen

Director

Date: 20 February 2026

The notes on pages 9 to 14 form part of these financial statements.

Page 8


GRANDECO UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

1.	General information

Grandeco UK Limited is a company limited by shares and incorporated in England & Wales under the Companies Act. The address of the registered office is provided in the company information summary. The principle place of business is Unit C1, 2nd Floor, Pear Mill Industrial Estate, Stockport Road West, Lower Bredbury, Stockport, SK6 2BP.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The following principal accounting policies have been applied:

2.2

Revenue recognition

Turnover is measured at the fair value of the consideration received or receivable, after the deduction of sales rebates and discounts allowed. VAT is excluded from turnover.
Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods has transferred to the customer which is deemed to be when the goods are physically delivered to the customer.

2.3

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

2.4

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 9


GRANDECO UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.5

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

2.6

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

				Plant and machinery	-	20%	5 years
				Fixtures and fittings	-	20%	2-5 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

2.7

Investments

Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.

Page 10


GRANDECO UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.8

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

2.9

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

2.10

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

Employees

The average monthly number of employees, including directors, during the year was 14 (2024 - 12).

4.	Intangible assets

		Goodwill
		£
	Cost
	At 1 January 2025	29,999
	At 31 December 2025	29,999
	Amortisation
	At 1 January 2025	29,999
	At 31 December 2025	29,999
	Net book value
	At 31 December 2025	-
	At 31 December 2024	-

Page 11


GRANDECO UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

5.	Tangible fixed assets

		Fixtures and fittings
		£
	Cost or valuation
	At 1 January 2025	6,762
	Additions	51,106
	At 31 December 2025	57,868
	Depreciation
	At 1 January 2025	6,762
	Charge for the year on owned assets	3,290
	At 31 December 2025	10,052
	Net book value
	At 31 December 2025	47,816
	At 31 December 2024	-

6.	Fixed asset investments

		Investments in subsidiary companies
		£
	Cost or valuation
	At 1 January 2025	9
	At 31 December 2025	9

Page 12


GRANDECO UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

Debtors

					2025	2024
					£	£


Trade debtors	527,395	813,422
Amounts owed by group undertakings	1,125	823
Other debtors	6,288	6,722
Prepayments and accrued income	16,575	9,303
	551,383	830,270

8.	Creditors: Amounts falling due within one year
		2025	2024
		£	£

Trade creditors	42,536	53,236
Amounts owed to group undertakings	130,697	43,218
Corporation tax	168,950	184,386
Other taxation and social security	396,234	384,077
Accruals and deferred income	377,906	240,608
	1,116,323	905,525

9.	Share capital
		2025	2024
		£	£

Allotted, called up and fully paid

100 (2024 - 100) Ordinary Shares of £1.00 each	100	100

10.	Contingent liabilities

The Company acts as a guarantor to a facility agreement on behalf of Grandeco Wallfashion Group Belgium NV. There is a fixed and floating charge over its assets in respect of borrowings in the group of €23,963k (2024: €31,047k).

Page 13


GRANDECO UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

Not later than 1 year	64,125	61,123
Later than 1 year and not later than 5 years	6,704	59,104
	70,829	120,227

12.	Related party transactions
	The company is exempt from disclosing related party transactions with other 100% owned members of the group headed by Grandeco Wallfashion Group Belgium NV by virtue of FRS102 section 33.

13.	Controlling party

Grandeco Wallfashion Group Belgium NV, a company incorporated in Belgium, is the parent company of the smallest group for which the consolidated financial statements are drawn up of which the company is a member. The parent company's registered office is Wakkensesteenweg 49 Tielt, 8700 Belgium.

Page 14