Totem Holdings Ltd

	Page
Strategic Report	1—2
Directors' Report	3—4
Independent Auditor's Report	5—8
Consolidated Profit and Loss Account	9
Consolidated Balance Sheet	10—11
Company Balance Sheet	12
Consolidated Statement of Changes in Equity	13
Company Statement of Changes in Equity	14
Consolidated Statement of Cash Flows	15
Notes to the Consolidated Statement of Cash Flows	16
Company Statement of Cash Flows	17
Notes to the Company Statement of Cash Flows	18
Notes to the Financial Statements	19—32

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

Review of the Business

The Totem Group has continued to show strong underlying performance this year, as a trusted partner to both public sector operators and private house builders, our commitment to delivering comprehensive solutions continues to strengthen the breadth of services we offer. Our goal is clear: to be recognised as the premier ‘one-stop shop’ for all construction needs, thereby streamlining procurement processes and reducing costs for our clients.

To safeguard our resilience and adaptability in an ever-evolving construction landscape, we have intentionally limited inter-company trading within the group. This strategic decision is designed to minimise our exposure to market fluctuations. Each company within our portfolio maintains its own distinct corporate identity, operating with a strong outward-facing approach. This structure not only allows us to maximise our competitive edge but also opens avenues for securing contracts with strategic competitors, where our integrated capabilities can deliver exceptional value.

As we move forward, our focus remains on expanding our scope of work and enhancing our service offerings, reinforcing our position as an indispensable partner in the construction sector.

The Directors monitor the performance of the Group using a variety of financial and non-financial KPIs. The following table summarizes the primary metrics used to assess the Group’s progress:

	2025	2024	Variance
Turnover	£12,283,043	£12,687,641	(3.2%)
Gross Profit Margin	28.6%	32.9%	(4.3%)
Operating Profit Margin	(5.4%)	9.9%	(15.3%)

The decrease in Gross Margin reflects the industry-wide inflationary pressure on raw materials and the increase in labour costs during the period.

The current period’s results include the impact of the administration and subsequent restructuring of SIM Shopfitting Ltd. This resulted in a loss for the period for SIM Shopfitting Ltd of £338,254, plus the impairment of the original purchase price of £310,000. Excluding these exceptional items, the underlying profit of the Group demonstrated the strength of the remaining core business units.

The pre-pack administration of the assets has allowed the Group to retain key talent and contacts while shedding the liabilities associated with loss-making legacy contracts.

While the statutory results for the period have been impacted by non-recurring restructuring costs and prior-period adjustments, the Directors consider Adjusted EBITDA (Earnings Before Interest, Tax, Depreciation, Amortization, and Exceptional Items) to be the most accurate reflection of the Group’s core trading performance. This was £753,071 in the current period and £1,982,582 in the prior period.

At the reporting date, the Group maintained a net asset position of £1,826,591 (Prior Period: £2,347,474). The Group’s cash at bank and in hand of £480,230 represented a reduction on the previous year's balance, the Directors have reviewed the Group’s banking facilities and are satisfied that there is sufficient headroom to meet the Group's liabilities as they fall due.

The Group continues to be funded through a mix of retained earnings and bank loans.

As part of a comprehensive financial review following the Group’s restructuring, a material error was identified in the accounts for the year ended 31 March 2024.

The Directors have restated the comparative figures to ensure a 'fair, balanced, and understandable' representation of the Group's historical performance. While this adjustment reduces the reported profit for the prior period, it ensures that the opening position for the current is accurately stated and provides a more reliable basis for future performance analysis

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Totem Holdings Ltd

Strategic Report (continued)

For The Year Ended 31 March 2025

Principal Risks and Uncertainties

As we navigate the dynamic landscape of our industry, it is imperative to acknowledge the key business risks and uncertainties that could impact our organization. Three principal factors merit our attention:

1. Market Competition:

The competitive landscape continues to evolve, necessitating that we remain vigilant and proactive in our strategy to differentiate our offerings and maintain our market leadership.

2. Rising Costs:

We are experiencing increased subcontractor and employment costs, which could affect our overall profitability. It is crucial that we implement effective cost management strategies while ensuring we attract and retain top talent to sustain our operational excellence.

3. Economic and Regulatory Changes:

The business environment is subject to fluctuations due to economic shifts and changes in regulatory frameworks. We must be agile and adaptable to these changes to mitigate risks and seize emerging opportunities.

Development and performance

The landscape of the construction sector is evolving, and with it, new opportunities are emerging. We must leverage these changes by expanding into markets aligned with our strategic vision. Our commitment to sustainability will not only meet client expectations but also position us as leaders in responsible construction practices.

At Totem Holdings, our strategic ambition is to curate a diversified portfolio of companies that delivers a ‘whole of market’ solution tailored to meet the evolving needs of our clients. We recognise the critical importance of addressing the complexities of the construction sector, and as such, our focus encompasses the entire lifecycle of services, including planning, construction, maintenance (both planned and reactive), and comprehensive management of diverse property portfolios.

A key area of emphasis for us will be centrally funded housing projects, particularly those involving Council and Housing Association properties. With an acute awareness of the increasing government investment in housing initiatives driven by the ongoing housing shortage, we are uniquely positioned to capitalise on these opportunities and contribute to effective solutions for communities across the UK.

To realise this vision, Totem Holdings is committed to an aggressive growth strategy through strategic acquisitions. We are actively seeking out companies that demonstrate a track record of robust performance and possess proven management expertise. By integrating these high-calibre organisations into our portfolio, we will not only enhance our operational capabilities but also expand our market reach, ensuring that we deliver exceptional value to our stakeholders.

On behalf of the board

Mr Matthew David Diskin Director	Mr Joseph Dickinson Director
13/05/2026

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Totem Holdings Ltd

Company No. 11791436

Directors' Report For The Year Ended 31 March 2025

Directors' Report

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

Principal Activity

The group's principal activity continues to be that of the provision of construction and professional design services. This encompasses a range of specialist sectors including architectural design, civil engineering and groundworks, general building contracting, and interior shopfitting alongside associated services.

Future Developments

The Group remains well-positioned to capitalize on the sustained demand for high-quality integrated construction and design services. Following a successful restructuring during the period, the Directors intend to focus on strengthening the Group's presence in the construction, commercial shopfitting and professional architectural sectors, where margins remain resilient.

The Group continues to invest in staff training and modern construction technologies to enhance operational efficiency. While mindful of the broader inflationary pressures affecting material costs in the construction industry, the Directors are confident that the Group’s diversified service offering and strong pipeline of secured contracts provide a solid foundation for growth in the coming period.

Dividends

The value of dividends paid amounted to £NIL .

The directors recommended a final dividend of £NIL .

Directors

The directors who held office during the year were as follows:

Mr Matthew David Diskin

Mr Joseph Dickinson

Post Balance Sheet Events

Following the Company Year End, Totem Holdings Ltd acquired controlling shareholding in both YORKSHIRE TIMBER MERCHANTS LIMITED and YORKSHIRE TIMBER AND BUILDERS MERCHANTS LIMITED to continue to expand the group and strengthen it's positioning within the construction industry.

There are reviews being completed to confirm any new synergies through the new additions to the group. The acquisition was funded through third-party lending secured against the Company assets and also utilising funds in the Company at the date of acquisition.

Statement of Directors' Responsibilities

The directors are responsible for preparing the Strategic Report, 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', 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 the financial statements the directors are required to:

select suitable accounting policies and then apply them consistently;
make judgments and accounting estimates that are reasonable and prudent;
state whether applicable United Kingdom Accounting Standards, comprising FRS102, have been followed subject to any material departures disclosed and explained in the financial statements;
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 and 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.

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Totem Holdings Ltd

Directors' Report (continued)

For The Year Ended 31 March 2025

The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Statement of Disclosure of Information to Auditors

In the case of each director in office at the date the Directors' Report is approved:

so far as the director is aware, there is no relevant audit information of which the company and group's auditors are unaware; and
they have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the company and group's auditors are aware of that information.

Independent Auditors

The auditors, Xeinadin Audit, Chartered Accountants, have indicated their willingness to continue in office and a resolution concerning their re-appointment will be proposed at the Annual General Meeting.

On behalf of the board

Mr Matthew David Diskin Director	Mr Joseph Dickinson Director
13/05/2026

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Independent Auditor's Report

to the Members of

Totem Holdings Ltd

Independent Auditor's Report

Opinion

We have audited the financial statements of Totem Holdings Ltd (the "parent company") and its subsidiaries (the "group") for the year ended 31 March 2025 which comprise the Consolidated Profit and Loss Account, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes of Equity, Company Statement of Changes of Equity, Consolidated Cash Flow Statement, Company Cash Flow Statement 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 (United Kingdom Generally Accepted Accounting Practice), including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland".

In our opinion the financial statements:

give a true and fair view of the state of the group's and of the parent company's affairs as at 31 March 2025 and of the group's profit/(loss) 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 group and parent 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 group and parent company's ability to continue as a going concern for a period of at least 12 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. 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

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Independent Auditor's Report (continued)

to the Members of

Totem Holdings Ltd

Matters on Which We Are Required to Report by Exception

In the light of the knowledge and understanding of the group and parent company and their 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 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 or 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 3—4, 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 group and 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.

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Independent Auditor's Report (continued)

to the Members of

Totem Holdings Ltd

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.

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

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including

fraud and non-compliance with laws and regulations, was as follows:

the engagement principal ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the group through discussions with directors and other management, and from our commercial knowledge and experience of the construction sector;
we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the group, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation;
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining

an understanding of how fraud might occur, by:

making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud;
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; and
understanding the design of the group’s remuneration policies.To address the risk of fraud through management bias and override of controls, we:
performed analytical procedures to identify any unusual or unexpected relationships;
tested journal entries to identify unusual transactions;
assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and
investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

agreeing financial statement disclosures to underlying supporting documentation;
reading the minutes of meetings of those charged with governance;
enquiring of management as to actual and potential litigation and claims; and
reviewing correspondence with HMRC and the company’s legal advisors.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may

involve deliberate concealment or collusion.

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.

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Independent Auditor's Report (continued)

to the Members of

Totem Holdings Ltd

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 that 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.

Deborah Fletcher-Mcvay (Senior Statutory Auditor)

for and on behalf of Xeinadin Audit, Chartered Accountants , Statutory Auditor

13/05/2026

Xeinadin Audit, Chartered Accountants

Trinity House

Thurston Road

Northallerton

North Yorkshire

DL6 2NA

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Totem Holdings Ltd

Consolidated Profit and Loss Account

For The Year Ended 31 March 2025

Consolidated Profit and Loss Account

		2025	2024 as restated
	Notes	£	£
TURNOVER	3	12,283,043	12,687,641
Cost of sales		(8,767,664 )	(8,517,931 )

GROSS PROFIT		3,515,379	4,169,710

Administrative expenses		(4,176,474 )	(2,920,791 )
Other operating income		226	1,554

OPERATING (LOSS)/PROFIT	5	(660,869 )	1,250,473
Income from Shares in group undertakings		-	-
(Loss)/profit on disposal of fixed assets		(57,880 )	63,152
Profit on disposal of fixed asset investments		589,306	-
Other interest receivable and similar income	10	275	880
Interest payable and similar charges	11	(221,331 )	(77,214 )

(LOSS)/PROFIT BEFORE TAXATION		(350,499 )	1,237,291
Tax on (Loss)/profit	12	(170,383 )	(410,855 )

(LOSS)/PROFIT AFTER TAXATION BEING (LOSS)/PROFIT FOR THE FINANCIAL YEAR		(520,882 )	826,436


(Loss)/profit attributable to:
Owners of the parent		(176,268)	788,981
Non-controlling interest		(344,614)	37,455

		(520,882 )	826,436

The notes on pages 16 to 32 form part of these financial statements.

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Totem Holdings Ltd

Consolidated Balance Sheet

As At 31 March 2025

Consolidated Balance Sheet

Registered number: 11791436

		2025		2024 as restated
	Notes	£	£	£	£
FIXED ASSETS
Intangible Assets	14		2,454,076		2,911,480
Tangible Assets	15		1,405,802		1,532,068

			3,859,878		4,443,548
CURRENT ASSETS
Stocks	17	18,695		22,593
Debtors	18	2,027,647		1,793,942
Cash at bank and in hand		480,230		783,824

		2,526,572		2,600,359
Creditors: Amounts Falling Due Within One Year	19	(3,631,403 )		(3,596,946 )

NET CURRENT ASSETS (LIABILITIES)			(1,104,831 )		(996,587 )

TOTAL ASSETS LESS CURRENT LIABILITIES			2,755,047		3,446,961

Creditors: Amounts Falling Due After More Than One Year	20		(204,587 )		(453,494 )

PROVISIONS FOR LIABILITIES
Provisions	24		(347,966 )		(298,443 )
Deferred Taxation	23		(375,903 )		(347,550 )

NET ASSETS			1,826,591		2,347,474

CAPITAL AND RESERVES
Called up share capital	25		2		2
Profit and Loss Account			1,615,436		2,183,811

Equity attributable to owners of the parent			1,615,438		2,183,813
Non-controlling interest			211,153		163,661

TOTAL EQUITY			1,826,591		2,347,474

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Totem Holdings Ltd

Consolidated Balance Sheet (continued)

As At 31 March 2025

On behalf of the board

Mr Matthew David Diskin Director	Mr Joseph Dickinson Director
13/05/2026

The notes on pages 16 to 32 form part of these financial statements.

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Totem Holdings Ltd

Company Balance Sheet

As At 31 March 2025

Company Balance Sheet

Registered number: 11791436

		2025		2024 as restated
	Notes	£	£	£	£
FIXED ASSETS
Investments	16		7,681,625		7,837,180

			7,681,625		7,837,180
CURRENT ASSETS
Debtors	18	54,400		2,880
Cash at bank and in hand		2		289

		54,402		3,169
Creditors: Amounts Falling Due Within One Year	19	(4,838,180 )		(4,891,932 )

NET CURRENT ASSETS (LIABILITIES)			(4,783,778 )		(4,888,763 )

TOTAL ASSETS LESS CURRENT LIABILITIES			2,897,847		2,948,417

Creditors: Amounts Falling Due After More Than One Year	20		(10,833 )		(20,833 )

NET ASSETS			2,887,014		2,927,584

CAPITAL AND RESERVES
Called up share capital	25		2		2
Profit and Loss Account			2,887,012		2,927,582

SHAREHOLDERS' FUNDS			2,887,014		2,927,584

In accordance with section 408(3) of the Companies Act 2006, the company has not presented its own profit and loss account and the related notes. The company's (loss)/profit for the year was £(40,570 ) (2024: £ 1,294,011 profit).

On behalf of the board

Mr Matthew David Diskin Director	Mr Joseph Dickinson Director
13/05/2026

The notes on pages 16 to 32 form part of these financial statements.

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Totem Holdings Ltd

Consolidated Statement of Changes in Equity

For The Year Ended 31 March 2025

Consolidated Statement of Changes in Equity

	Share Capital	Profit and Loss Account	Total Attributable to Parent	Non-controlling interest	Total
	£	£	£	£	£
As at 1 April 2023 as previously stated	2	967,507	967,509	4,194,557	5,162,066
Prior year adjustment	-	374,840	374,840	(3,954,868 )	(3,580,028)

As at 1 April 2023 as restated	2	1,342,347	1,342,349	239,689	1,582,038
1,342,347

Profit for year	-	788,981	788,981	37,455	826,436

Adjustments	-	-	-	(52,483 )	(52,483 )
Adjustment (1)	-	52,483	52,483	-	52,483

Other comprehensive income for the year	-	52,483	52,483	(52,483 )	-

Total comprehensive income for the year	-	841,464	841,464	(15,028 )	826,436

Dividends paid	-	-	-	(61,000 )	(61,000)

As at 31 March 2024 as restated	2	2,183,811	2,183,813	163,661	2,347,474


As at 1 April 2024 as previously stated	2	2,932,293	2,932,295	4,171,002	7,103,297
Prior year adjustment	-	(748,482 )	(748,482 )	(4,007,341 )	(4,755,823)

As at 1 April 2024 as restated	2	2,183,811	2,183,813	163,661	2,347,474
2,183,811

Loss for year	-	(176,268)	(176,268 )	(344,614 )	(520,882 )

Adjustments	-	-	-	53,852	53,852

Other comprehensive income for the year	-	-	-	53,852	53,852

Total comprehensive income for the year	-	(176,268 )	(176,268 )	(290,762 )	(467,030)

Disposal of interest in subsidiary	-	(338,254 )	(338,254 )	-	(338,254 )
Disposal of interest in subsidiaries	-	-	-	338,254	338,254
Adjustments (P&L Account)	-	(53,853)	(53,853)	-	(53,853)

As at 31 March 2025	2	1,615,436	1,615,438	211,153	1,826,591

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Totem Holdings Ltd

Company Statement of Changes in Equity

For The Year Ended 31 March 2025

Company Statement of Changes in Equity

	Share Capital	Profit and Loss Account	Total
	£	£	£
As at 1 April 2023	2	1,633,571	1,633,573
Profit for the year and total comprehensive income	-	1,294,011	1,294,011

As at 31 March 2024 and 1 April 2024 as restated	2	2,927,582	2,927,584


Loss for the year and total comprehensive income	-	(40,570 )	(40,570)

As at 31 March 2025	2	2,887,012	2,887,014

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Totem Holdings Ltd

Consolidated Statement of Cash Flows

For The Year Ended 31 March 2025

Consolidated Statement of Cash Flows

		2025	2024 as restated
	Notes	£	£
Cash flows from operating activities
Net cash generated from operations	1	1,562,654	1,930,669
Interest paid		(221,331 )	(77,214 )
Tax paid		(251,347 )	(253,563 )

Net cash generated from operating activities		1,089,976	1,599,892

Cash flows from investing activities
Purchase of tangible assets		(274,560 )	(659,319 )
Proceeds from disposal of tangible assets		147,089	269,874
Purchase of investment in subsidiary undertaking		(766,930 )	(495,000 )
Interest received		275	880

Net cash used in investing activities		(894,126 )	(883,565 )

Cash flows from financing activities
Equity dividends paid		-	(61,000 )
Proceeds from new bank borrowings		200,000	-
Repayment of bank borrowings		(420,812 )	(185,756 )
Repayment of finance leases		(280,966 )	(471,137 )
Amount introduced by directors		-	77,008
Amount withdrawn by directors		(75,941)	-

Net cash used in financing activities		(577,719 )	(640,885 )



(Decrease)/increase in cash and cash equivalents		(381,869 )	75,442
Cash and cash equivalents at beginning of year	2	775,787	700,345

Cash and cash equivalents at end of year	2	393,918	775,787

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Totem Holdings Ltd

Notes to the Consolidated Statement of Cash Flows

For The Year Ended 31 March 2025

Notes to the Consolidated Statement of Cash Flows

1. Reconciliation of (loss)/profit for the financial year to cash generated from operations

	2025	2024 as restated
	£	£
(Loss)/profit for the financial year	(520,882 )	826,436
Adjustments for:
Tax on (loss)/profit	170,383	410,855
Interest expense	221,331	77,214
Interest income	(275 )	(880 )
Amortisation of intangible assets	413,600	413,600
Depreciation of tangible assets	400,657	318,509
Impairment of tangible assets	259,563	-
Loss/(profit) on disposal of tangible assets	57,880	(63,152)
Movements in working capital:
Decrease/(increase) in stocks	3,898	(1,023 )
(Increase)/decrease in trade and other debtors	(172,434 )	637,283
Increase/(decrease) in trade and other creditors	728,933	(688,173 )

Net cash generated from operations	1,562,654	1,930,669

2. Cash and cash equivalents

Cash and cash equivalents, as stated in the Statement of Cash Flows, relates to the following items in the Balance Sheet:

	2025	2024 as restated
	£	£
Cash at bank and in hand	480,230	783,824
Overdraft facilities repayable on demand	(86,312 )	(8,037 )

Cash and cash equivalents as stated in the Statement of Cash Flows	393,918	775,787

3. Analysis of changes in net debt

	As at 1 April 2024	Cash flows	New finance leases	As at 31 March 2025
	£	£	£	£
Cash at bank and in hand	783,824	(303,594)	-	480,230
Overdraft facilities repayable on demand	(8,037)	(78,275)	-	(86,312)

Cash and cash equivalents	775,787	(381,869)	-	393,918
Finance leases	(546,545)	280,966	(204,800)	(470,379)
Debts falling due within one year	(560,556 )	126,062	-	(434,494 )
Debts falling due after more than one year	(132,063)	94,750	-	(37,313)

	(463,377)	119,909	(204,800)	(548,268)

Page 16

Page 17

Totem Holdings Ltd

Company Statement of Cash Flows

For The Year Ended 31 March 2025

Company Statement of Cash Flows

		2025	2024 as restated
	Notes	£	£
Cash flows from operating activities
Net cash generated from/(used in) operations	1	8,958	(1,231,574 )
Interest paid		(20,189 )	(14,277 )

Net cash used in operating activities		(11,231 )	(1,245,851 )

Cash flows from investing activities
Dividends received		-	1,250,000

Cash flows from financing activities
Repayment of bank borrowings		(10,000 )	(10,000 )



Decrease in cash and cash equivalents		(21,231 )	(5,851 )
Cash and cash equivalents at beginning of year	2	289	6,140

Cash and cash equivalents at end of year	2	(20,942 )	289

Page 17

Page 18

Totem Holdings Ltd

Notes to the Company Statement of Cash Flows

For The Year Ended 31 March 2025

Notes to the Company Statement of Cash Flows

1. Reconciliation of (loss)/profit for the financial year to cash generated from/(used in) operations

	2025	2024 as restated
	£	£
(Loss)/profit for the financial year	(40,570 )	1,294,011
Adjustments for:
Interest expense	69,493	14,277
Income from shares in group undertakings	-	(1,250,000)
Movements in working capital:
Increase in trade and other debtors	(51,520 )	(2,680 )
Increase/(decrease) in trade and other creditors	31,555	(1,287,182 )

Net cash generated from/(used in) operations	8,958	(1,231,574 )

2. Cash and cash equivalents

Cash and cash equivalents, as stated in the Statement of Cash Flows, relates to the following items in the Balance Sheet:

	2025	2024 as restated
	£	£
Cash at bank and in hand	2	289
Overdraft facilities repayable on demand	(20,944 )	-

Cash and cash equivalents as stated in the Statement of Cash Flows	(20,942)	289

3. Analysis of changes in net debt

	As at 1 April 2024	Cash flows	As at 31 March 2025
	£	£	£
Cash at bank and in hand	289	(287)	2
Overdraft facilities repayable on demand	-	(20,944)	(20,944)

Cash and cash equivalents	289	(21,231)	(20,942 )
Debts falling due within one year	(10,000 )	-	(10,000 )
Debts falling due after more than one year	(20,833)	10,000	(10,833)

	(30,544)	(11,231)	(41,775)

Page 18

Page 19

Totem Holdings Ltd

Notes to the Financial Statements

For The Year Ended 31 March 2025

Notes to the Financial Statements

1. General Information

Totem Holdings Ltd is a private company, limited by shares, incorporated in England & Wales, registered number 11791436 . The registered office is Olympus House, 2 Howley Park Business Village, Morley, West Yorkshire, Leeds, LS27 0BZ.

2. Accounting Policies

2.1. Basis of Preparation of Financial Statements

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

In the application of the Company’s accounting policies, the directors are required to make judgements that have a significant impact on the amounts recognised in the financial statements.

Revenue Recognition and Contract Stages: The Company recognises revenue for projects based on surveys of work performed to date. The directors judge that this method provides the most faithful representation of the progress of the Company’s obligations, as it reflects the physical reality of the construction phase rather than purely financial inputs.

Identification of Onerous Contracts: The Company assesses whether a contract is loss-making by comparing the total expected costs against the total contract revenue. This requires a judgement on the final outcome of the project, including the assessment of any contractual penalties or performance bonuses.

Going Concern: The directors have performed a rigorous assessment of the Company’s ability to continue as a going concern. This included the preparation of detailed entity-level forecasts across the group, considering the current order book and the availability of working capital to support the increased turnover.

Key Sources of Estimation Uncertainty

The following estimates have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year:

Estimated Costs to Complete: The Company’s turnover and margin are dependent on the estimated total costs to complete each project. These budgets are reviewed monthly and signed off by Quantity Surveyors. These estimates include assumptions regarding future labour productivity, subcontractor availability, and the finalisation of material requirements. Given the fluctuations in material costs, these estimates include contingency amounts based on historical data and current market trends.

Provision for Defects and Snagging: The Company provides for the cost of rectifying defects (snagging) on a project-by-project basis. These provisions are estimated by in-house surveyors based on the complexity of the build and historical rectification rates. The actual costs incurred may vary from these estimates as the buildings settle or latent defects emerge during the liability period.

Subcontractor Accruals: Due to the Company’s reliance on subcontractors, there is an estimation involved in valuing work completed but not yet invoiced at the year-end. The Company calculates these accruals based on post-period-end invoices and internal valuations of work performed to ensure the cost of sales is accurately matched to the period in which the work was undertaken.

2.2. Basis Of Consolidation

The group consolidated financial statements include the financial statements of the company and all of its subsidiary undertakings together with the group’s share of the results of associates made up to 31 March 2025.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Where the group owns less than 50% of the voting powers of an entity but controls the entity by virtue of an agreement with other investors which give it control of the financial and operating policies of the entity, it accounts for that entity as a subsidiary.

Where a subsidiary has different accounting policies to the group, adjustments are made to those subsidiary financial statements to apply the group’s accounting policies when preparing the consolidated financial statements.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the group holds a long-term interest and where the group has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate. The results of associates are accounted for using the equity method of accounting.

Any subsidiary undertakings or associates sold or acquired during the year are included up to, or from, the dates of change of control or change of significant influence respectively.

...CONTINUED

Page 19

Page 20

Totem Holdings Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

2.2. Basis Of Consolidation - continued

Where control of a subsidiary is lost, the gain or loss is recognised in the consolidated income statement. The cumulative amounts of any exchange differences on translation, recognised in equity, are not included in the gain or loss on disposal and are transferred to retained earnings. The gain or loss also includes amounts included in other comprehensive income that are required to be reclassified to profit or loss but excludes those amounts that are not required to be reclassified.

Where control of a subsidiary is achieved in stages, the initial acquisition that gave the group control is accounted for as a business combination. Thereafter where the group increases its controlling interest in the subsidiary the transaction is treated as a transaction between equity holders. Any difference between the fair value of the consideration paid and the carrying amount of the non-controlling interest acquired is recognised directly in equity. No changes are made to the carrying value of assets, liabilities or provisions for contingent liabilities.

2.3. Business Combinations

Business combinations are accounted for by applying the purchase method.

The cost of a business combination is the fair value of the consideration given, liabilities incurred or assumed and of equity instruments issued plus the costs directly attributable to the business combination. Where control is achieved in stages the cost is the consideration at the date of each transaction.

Contingent consideration is initially recognised at estimated amount where the consideration is probable and can be measured reliably. Where (i) the contingent consideration is not considered probable or cannot be reliably measured but subsequently becomes probable and measurable or (ii) contingent consideration previously measured is adjusted, the amounts are recognised as an adjustment to the cost of the business combination.

On acquisition of a business, fair values are attributed to the identifiable assets, liabilities and contingent liabilities unless the fair value cannot be measured reliably, in which case the value is incorporated in goodwill. Intangible assets are only recognised separately from goodwill where they are separable and arise from contractual or other legal rights. Where the fair value of contingent liabilities cannot be reliably measured they are disclosed on the same basis as other contingent liabilities.

2.4. Turnover

Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the rendering of services. Turnover is reduced for estimated customer returns, rebates and other similar allowances.

Rendering of services

Turnover from the rendering of services is recognised by reference to the stage of completion of the contract. The stage of completion of a contract is measured by comparing the costs incurred for work performed to date to the total estimated contract costs. Turnover is only recognised to the extent of recoverable expenses when the outcome of a contract cannot be estimated reliably.

2.5. Intangible Fixed Assets and Amortisation - Goodwill

Goodwill represents the excess of the cost of a business combination over the fair value of the group’s share of the identifiable net assets, liabilities and contingent liabilities acquired.

Goodwill arising on the acquisition of subsidiaries is included in Intangible Assets. Goodwill arising on the acquisition of associates and joint ventures is included in the related equity accounted investment value.

Goodwill is amortised over its expected useful life which is estimated to be 10 years.

Goodwill is assessed for impairment when there are indicators of impairment and any impairment is charged to the profit and loss account. No reversals of impairment are recognised.

2.6. Tangible Fixed Assets and Depreciation

Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:

Leasehold	10% WDV
Plant & Machinery	25% WDV
Motor Vehicles	25% WDV
Fixtures & Fittings	25% WDV
Computer Equipment	33% SL

Page 20

Page 21

Totem Holdings Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

2.7. Leasing and Hire Purchase Contracts

Assets obtained under finance leases are capitalised as tangible fixed assets. Assets acquired under finance leases are depreciated over the shorter of the lease term and their useful lives. Assets acquired under hire purchase contracts are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the group. Obligations under such agreements are included in the creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to the profit and loss account so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged to the profit and loss account as incurred.

Rentals paid under operating leases are charged to the Profit and Loss on a straight-line basis over the lease term. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the period of the lease.

2.8. Stocks and Work in Progress

Stocks and work in progress are valued at the lower of cost and net realisable value after making due allowance for obsolete and slow-moving stocks.

Cost is determined using the first-in, first-out method. Cost includes all direct costs and an appropriate proportion of fixed and variable overheads.

Work in progress is reflected in the accounts on a contract by contract basis by recording turnover and related costs as contract activity progresses.

At the end of each reporting period stocks are assessed for impairment. If an item of stock is impaired, the identified stock is reduced to its selling price less costs to complete and sell and an impairment charge is recognised in the profit and loss account. Where a reversal of the impairment is required the impairment charge is reversed, up to the original impairment loss, and is recognised as a credit in the profit and loss account.

2.9. Cash and Cash Equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks, other short-term highly liquid investments that mature in no more than three months from the date of acquisition and are readily convertible to a known amount of cash with insignificant risk of change in value, and bank overdrafts.

2.10. Taxation

Income 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 profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The group's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.

Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors. The measurement of deferred tax liabilities and assets reflect the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Current and deferred tax are recognised in profit or loss for the year, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case current and deferred tax are recognised in other comprehensive income or directly in equity respectively.

Page 21

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Totem Holdings Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

2.11. Provisions and Contingencies

Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that a transfer of economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.

The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at the reporting 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 recognized at its present value using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognized as a finance cost in the Profit and Loss account in the period it arises.

Contingent liabilities are not recognized in the Statement of Financial Position but are disclosed in the notes to the financial statements, unless the probability of an outflow of resources is remote. A contingent liability is:

A possible obligation that arises from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company; or

A present obligation that arises from past events but is not recognized because it is not probable that an outflow of resources will be required to settle the obligation, or the amount of the obligation cannot be measured with sufficient reliability.

Contingent assets are not recognized in the Statement of Financial Position but are disclosed in the notes when an inflow of economic benefits is probable. When the inflow of economic benefits is virtually certain, the asset is no longer contingent and is recognized in the financial statements.

3. Turnover

All turnover in the group is generated through the rendering of services, analysis of turnover by class of business is as follows:

	2025	2024 as restated
	£	£
Architecture Services	1,588,582	1,730,112
General Building	2,867,527	4,264,391
Groundworks	4,739,310	6,693,136
Shopfitting	3,087,624	-

	12,283,043	12,687,639

The amount of contract revenue recognised as revenue during the period is £12,283,043 (2024: £12,687,641).

4. Other Operating Income

	2025	2024 as restated
	£	£
Other operating income	226	1,554

	226	1,554

Page 22

Page 23

Totem Holdings Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

5. Operating (Loss)/profit

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

	2025	2024 as restated
	£	£
Bad debts	220,361	54,986
Operating lease rentals	79,902	68,652
Depreciation of tangible fixed assets	400,657	318,509
Amortisation of intangible fixed assets	413,600	413,600
Impairment losses - intangible fixed assets	261,430	-

The impairment loss has been recognised due to the pre-pack administration of SIM Shopfitting Ltd during the period, the impairment reflects the amount paid for the acquisiton of the business, the administration resulted in the value of the Company being £nil.

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to the income statement on a straight-line basis over the period of the lease.

6. Auditor's Remuneration

Remuneration received by the group's auditors and their associates during the year was as follows:

	2025	2024 as restated
	£	£
Audit Services
Audit of the group and company's financial statements	28,500	28,500

7. Staff Costs

Staff costs, including directors' remuneration, were as follows:

	2025	2024 as restated
	£	£
Wages and salaries	3,537,721	4,289,938
Social security costs	64,928	81,879
Other pension costs	36,490	30,065

	3,639,139	4,401,882

8. Average Number of Employees

Group

Average number of employees, including directors, during the year was: 71 (2024: 75)

Company

Average number of employees, including directors, during the year was: 2 (2024: 2)

Page 23

Page 24

Totem Holdings Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

9. Directors' remuneration

	2025	2024 as restated
	£	£
Emoluments	36,000	40,765

10. Interest Receivable and Similar Income

	2025	2024 as restated
	£	£
Bank interest receivable	275	865
Other interest receivable type A	-	15

	275	880

11. Interest Payable and Similar Charges

	2025	2024 as restated
	£	£
Bank loans and overdrafts	115,889	54,148
Finance charges payable under finance leases and hire purchase contracts	26,750	10,303
Late payment tax charges	10,093	10,253
Other finance charges	68,599	2,510

	221,331	77,214

12. Tax on Profit

The tax charge on the (loss)/profit for the year was as follows:

	Tax Rate		2025	2024 as restated
	2025	2024	£	£
Current tax
UK Corporation Tax	25.0%	25.0%	161,087	307,715
Prior period adjustment			9,140	(41 )

			170,227	307,674
Deferred Tax
Deferred taxation			156	103,181


Total tax charge for the period			170,383	410,855

The actual charge for the year can be reconciled to the expected (credit)/charge for the year based on the (loss)/profit and the standard rate of corporation tax as follows:

	2025	2024
	£	£
Profit before tax	(350,499)	1,237,291

Tax on profit at 25% (UK standard rate)	(87,625 )	309,323

...CONTINUED

Page 24

Page 25

Totem Holdings Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

Goodwill/depreciation not allowed for tax	282,925	167,240
Expenses not deductible for tax purposes	4,689	-
Capital allowances	(38,746 )	(65,667 )
Prior period adjustment	9,140	(41 )

Total tax charge for the period	170,383	410,855

13. Prior Period Adjustment

During the current financial period the Company identified material errors relating to the comparative figures presented.

Errors were identified relating to the time apportionment of income and expenses for the subsidiary Watsons Groundworks Ltd which previously had a non-coterminous year-end to the parent company. Errors were also identified in the subsidiary accounts and have been corrected for in those statutory accounts.

Errors were also identified relating to the calculation of goodwill and non-controlling interests on acquisition, and the recognition of

goodwill amortisation in prior periods.

The impact of the above restatements has been to reduce group net assets by £3,580,028 as at 1 April 2023, including a reduction in non-controlling

interests of £3,954,868 and an increase in retained profits attributable to the parent of £374,840. Group profits for the year to 31 March 2024

have been reduced by £1,175,795 to £826,436. Group net assets have reduced by £4,755,823 including a reduction in non-controlling interests

of £4,007,341 and a reduction in retained profits attributable to the parent of £748,482.

14. Intangible Assets

Group

	Goodwill
	£
Cost
As at 1 April 2024	4,136,001
Additions	266,930
Revaluations	(49,304 )

As at 31 March 2025	4,353,627

Amortisation
As at 1 April 2024	1,224,521
Provided during the period	413,600
Impairment losses	261,430

As at 31 March 2025	1,899,551

Net Book Value
As at 31 March 2025	2,454,076

As at 1 April 2024	2,911,480

Company

The company had no intangible fixed assets as at 31 March 2025 or 31 March 2024.

Page 25

Page 26

Totem Holdings Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

15. Tangible Assets

Group

	Land & Property
	Leasehold	Plant & Machinery	Motor Vehicles	Fixtures & Fittings
	£	£	£	£
Cost
As at 1 April 2024	5,098	1,950,711	718,339	188,628
Additions	-	261,875	207,677	9,308
Disposals	-	(274,779 )	(183,398 )	-

As at 31 March 2025	5,098	1,937,807	742,618	197,936

Depreciation
As at 1 April 2024	3,512	807,515	413,887	127,038
Provided during the period	637	236,419	135,505	16,313
Disposals	-	(152,599 )	(100,609 )	-

As at 31 March 2025	4,149	891,335	448,783	143,351

Net Book Value
As at 31 March 2025	949	1,046,472	293,835	54,585

As at 1 April 2024	1,586	1,143,196	304,452	61,590


	Computer Equipment	Total
	£	£
Cost
As at 1 April 2024	98,741	2,961,517
Additions	500	479,360
Disposals	-	(458,177 )

As at 31 March 2025	99,241	2,982,700

Depreciation
As at 1 April 2024	77,497	1,429,449
Provided during the period	11,783	400,657
Disposals	-	(253,208 )

As at 31 March 2025	89,280	1,576,898

Net Book Value
As at 31 March 2025	9,961	1,405,802

As at 1 April 2024	21,244	1,532,068

Page 26

Page 27

Totem Holdings Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

Included above are assets held under finance leases or hire purchase contracts with a net book value as follows:

	2025	2024 as restated
	£	£
Plant & Machinery	674,822	574,442
Motor Vehicles	134,282	75,776

	809,104	650,218

Company

The company had no tangible fixed assets as at 31 March 2025 or 31 March 2024.

16. Investments

Company

	Subsidiaries
	£
Cost
As at 1 April 2024	7,837,180
Disposals	(106,251 )
Revaluations	(49,304 )

As at 31 March 2025	7,681,625

Provision
As at 1 April 2024	-

As at 31 March 2025	-

Net Book Value
As at 31 March 2025	7,681,625

As at 1 April 2024	7,837,180

Subsidiaries

Details of the group's subsidiaries as at 31 March 2025 are as follows:

Name of undertaking	Registered Office	Class of shares held	Direct holding	Indirect holding
Watsons Groundworks Ltd	WGL Parkhill Road, Wombwell, Barnsley, South Yorkshire, S73 0BE	Ordinary	100.00%	-
JHA Architecture Ltd	West Suite, Second Floor, Unit F, South Quay, Lakeside Boulevard, Doncaster, DN4 5PL	Ordinary A	66.70%	-
Pulmann Associates Ltd	Bridge House, 18a Bridge Street, Milnrow, Rochdale, Lancashire, OL16 3ND	Ordinary A, Ordinary B, Ordinary C, Ordinary D	-	66.70%

...CONTINUED

Page 27

Page 28

Totem Holdings Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

Grove Building Solutions Ltd	Unit 5 Lister Park, Green Lane, Featherstone, West Yorkshire, WF7 6FE	Ordinary A, Ordinary B, Ordinary C	85.00%	-
SIM Shopfitting Ltd	9th Floor, 7 Park Row, Leeds, LS1 5HD	Ordinary A	-	63.75%
SIM Fit-Out Ltd	Unit 5 Lister Park, Green Lane, Featherstone, West Yorkshire, WF7 6FE	Ordinary	-	63.75%

The aggregate capital and reserves and the result for the year of the subsidiaries listed above was as follows:

	Capital and Reserves	Profit/(loss)
	£	£
Watsons Groundworks Ltd	3,052,390	175,171
JHA Architecture Ltd	417,351	118,476
Pulmann Associates Ltd	42,460	3,413
Grove Building Solutions Ltd	955,474	(195,624 )
SIM Shopfitting Ltd	-	(933,116 )
SIM Fit-Out Ltd	119,776	119,676

During the previous period, the reporting date of Watsons Groundworks Ltd was not in line with the reporting date of the group.

17. Stocks

	2025	2024 as restated
	£	£
Stock	15,570	17,731
Work in progress	3,125	4,862

	18,695	22,593

18. Debtors

	Group		Company
	2025	2024 as restated	2025	2024 as restated
	£	£	£	£
Due within one year
Trade debtors	1,089,017	1,554,807	14,400	2,880
Prepayments and accrued income	46,220	30,214	-	-
Other debtors	791,139	208,921	40,000	-
Directors' loan accounts	61,271	-	-	-
Amounts owed by other participating interests	40,000	-	-	-

	2,027,647	1,793,942	54,400	2,880

The amount of monies owed from customers for contract work is £741,268 (2024 - £103,454) included in Other Debtors.

Page 28

Page 29

Totem Holdings Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

19. Creditors: Amounts Falling Due Within One Year

	Group		Company
	2025	2024 as restated	2025	2024 as restated
	£	£	£	£
Net obligations under finance lease and hire purchase contracts	303,105	225,114	-	-
Trade creditors	1,179,374	931,405	4,562	10,302
Bank loans and overdrafts	520,806	568,593	30,944	10,000
Corporation tax	355,950	437,070	-	-
Other taxes and social security	201,445	86,347	-	-
VAT	69,609	2,205	9,850	2,306
Net wages	6,282	6,902	-	-
Other creditors	626,588	833,349	290,000	790,000
Accruals and deferred income	310,299	433,346	-	-
Directors' loan accounts	57,945	72,615	-	-
Amounts owed to subsidiaries	-	-	4,502,824	4,079,324

	3,631,403	3,596,946	4,838,180	4,891,932

20. Creditors: Amounts Falling Due After More Than One Year

	Group		Company
	2025	2024 as restated	2025	2024 as restated
	£	£	£	£
Net obligations under finance lease and hire purchase contracts	167,274	321,431	-	-
Bank loans	37,313	132,063	10,833	20,833

	204,587	453,494	10,833	20,833

Of the creditors the following amounts are secured.

	Group
	2025	2024 as restated
	£	£
Net obligations under finance lease and hire purchase contracts	470,379	546,545
Bank loans and overdrafts	172,545	104,700

The Hire Purchase Contracts are secured against the assets financed.

The Bank Loans and Overdraft are secured by a debenture including a fixed and floating charge over all assets including a multilateral guarantee provided by the company and its subsidiaries.

Page 29

Page 30

Totem Holdings Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

21. Loans

An analysis of the maturity of loans is given below:

	Group		Company
	2025	2024 as restated	2025	2024 as restated
	£	£	£	£
Amounts falling due within one year or on demand:
Bank loans	434,494	560,556	10,000	10,000

	Group		Company
	2025	2024 as restated	2025	2024 as restated
	£	£	£	£
Amounts falling due between one and five years:
Bank loans	37,313	132,063	10,833	20,833

22. Obligations Under Finance Leases and Hire Purchase

	Group
	2025	2024 as restated
	£	£
The future minimum finance lease payments are as follows:
Not later than one year	303,105	225,114
Later than one year and not later than five years	167,274	321,431

	470,379	546,545

	470,379	546,545

23. Deferred Taxation

The provision for deferred tax is made up as follows:

	2025	2024 as restated
	£	£
Other timing differences	375,903	347,550

24. Provisions for Liabilities

Group
	Deferred Tax	Other Provisions	Total
	£	£	£
As at 1 April 2024	347,550	298,443	645,993
Additions	28,353	49,523	77,876

Balance at 31 March 2025	375,903	347,966	723,869

As part of the group's contractual arrangements the group has an obligation to rectify defects which incur during the defects period. The cost is charged to profit and loss as an obligation arises. The provision is expected to be utilised between 2025 and 2034 as the defects periods expire.

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Totem Holdings Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

25. Share Capital

	2025	2024 as restated
Allotted, called up and fully paid	£	£
2 Ordinary Shares of £ 1.000 each	2	2

26. Contingent Liabilities

In line with normal industry practice claims are made against the group for the rectification of defects relating to contractual work. Where the group believes the defects do not arise as a result of its contracted work but there is a possibility that rectification costs may be incurred no provision has been made. It has been estimated that the potential cost of such claims could be between £150,000 - £250,000.

27. Other Commitments

The total of future minimum lease payments under non-cancellable operating leases are as following:

	2025	2024 as restated
	£	£
Not later than one year	79,902	79,902
Later than one year and not later than five years	78,146	158,048

	158,048	237,950

28. Pension Commitments

The group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the group in an independently administered fund.

During the year the charge to the profit and loss account in respect of defined contribution schemes was £36,490 (2024: £30,065).

At the balance sheet date contributions of £4,099 (2024: £4,151) were due to the fund and are included in creditors.

29. Directors Advances, Credits and Guarantees

Included within Debtors are the following loans to directors:

John O'Neill (JHA Architecture) - £61,272

The above loan is unsecured, interest free and repayable on demand.

30. Post Balance Sheet Events

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Totem Holdings Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

31. Related Party Disclosures

Key management personnel (including directors) received compensation of £170,736 (2024: £139,943)

During the period, the controlling shareholders of the Group charged Consultancy Fees to the Group as below:

JD Capital Partners Ltd - £179,810 (2024 - £104,688)

Diskin Capital Partners Ltd - £90,725 (2024 - £114,000)

As at the end of the year, there was an amount of £42,400 in Trade Creditors being amounts owed to Diskin Capital Partners (2024 - £3,000)

As at the end of the year, there was an amount of £126,000 in Trade Creditors being amounts owed to JD Capital Partners (2024 - £6,000)

As at the end of the year, £40,000 was owed to the Group by virtue of a loan to Diskin Capital Partners Ltd, a 50% shareholder of the Company.

32. Acquisitions and Disposals during the Period

During the period, the below acquisitons were made within the group:

75% of the shareholding in SIM Shopfitting Ltd was acquired by Grove Building Solutions Ltd for £310,000.

75% of the shareholding in SIM Fit-Out Ltd was acquired by Grove Building Solutions Ltd for the nominal value of £75

Both acquisitons were accounted for under the acquisition method of accounting.

During the period, SIM Shopfitting Ltd was disposed of via a pre-pack administration, a total loss of £599,684 in the Profit and Loss for the period relates to the this Company. No proceeds were realised on the disposal of the Company.

There is an exceptional profit on disposal of subsidary of £594,861 reported in the Profit & Loss, this relates to liabilities that were derecognised as a result of the pre-pack administration of SIM Shopfitting Ltd, this profit is included in the total loss above.

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