| REGISTERED NUMBER: 10536291 (England and Wales) |
| GROUP STRATEGIC REPORT, |
| REPORT OF THE DIRECTOR AND |
| CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 OCTOBER 2025 |
| FOR |
| TWINGEAR HOLDINGS LIMITED |
| REGISTERED NUMBER: 10536291 (England and Wales) |
| GROUP STRATEGIC REPORT, |
| REPORT OF THE DIRECTOR AND |
| CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 OCTOBER 2025 |
| FOR |
| TWINGEAR HOLDINGS LIMITED |
| TWINGEAR HOLDINGS LIMITED (REGISTERED NUMBER: 10536291) |
| CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
| for the year ended 31 October 2025 |
| Page |
| Company Information | 1 |
| Group Strategic Report | 2 |
| Report of the Director | 3 |
| Report of the Independent Auditors | 4 |
| Consolidated Statement of Income and Retained Earnings |
6 |
| Consolidated Balance Sheet | 7 |
| Company Balance Sheet | 8 |
| Consolidated Cash Flow Statement | 9 |
| Notes to the Consolidated Cash Flow Statement | 10 |
| Notes to the Consolidated Financial Statements | 11 |
| TWINGEAR HOLDINGS LIMITED |
| COMPANY INFORMATION |
| for the year ended 31 October 2025 |
| DIRECTOR: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Accountants |
| Statutory Auditor |
| Unit 2, Charnwood Edge Business Park |
| Syston Road |
| Leicestershire |
| LE7 4UZ |
| TWINGEAR HOLDINGS LIMITED (REGISTERED NUMBER: 10536291) |
| GROUP STRATEGIC REPORT |
| for the year ended 31 October 2025 |
| The director presents his strategic report of the company and the group for the year ended 31 October 2025. |
| REVIEW OF BUSINESS |
| The group has performed satisfactorily in this period, despite some supply chain issues and mixed customer demand. Since the previous year customer volumes have generally flatlined in tune with the global economy. Some areas of the group have been very busy, especially those serving the power generation sector, whilst other areas such as automotive have been very quiet. These various effects have limited the ability to significantly drive growth and margins however performance has been improved for the year due to a variety of internal improvements. The group has continued to keep a tight control of costs throughout this period and the Directors are pleased to report good levels of operational performance. Moving into 2026 customer volumes are forecast to be healthy which should allow the group to see some sales growth and maintain reasonable margins. |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| The key risks and uncertainties affecting the group are considered to relate to competition from overseas suppliers, global demand for our customer products and energy/raw material costs. The group is well positioned with a capable supply chain, strong workforce and management team and healthy reserves to meet these challenges allowing continuing investment into the future. |
| ECONOMIC IMPACT OF GLOBAL EVENTS |
| UK businesses continue to operate in an environment characterised by heightened uncertainty arising from environmental sustainability challenges and ongoing geopolitical conflicts, including the ongoing instability in the Middle East. These global events have contributed to economic pressures, giving rise to a range of risks and uncertainties such as elevated inflation, volatile interest rates, labour market constraints, supply chain disruption and evolving working practices. |
| The Directors have assessed the potential impact of these ongoing global events on the Group, including the effectiveness of mitigating actions taken. The Directors have concluded that these matters represent non-adjusting events, with the most significant potential impact arising from indirect economic effects on the wider global and UK economies rather than directional operational disruption. |
| These considerations have been incorporated into the Directors' going concern assessment. The Directors of the Group continue to actively mitigate potential adverse impacts and, where possible, identify and realise any opportunities arising from the changing economic environment. |
| FINANCIAL KEY PERFORMANCE INDICATORS |
| The Group's key performance indicators are as follows: |
| Sales |
| The accounts report a 9.5% increase (2024: 16% decrease) in the level of sales over the previous financial year. |
| Gross Margin |
| Gross margin for the year has increased from 12% to 14%. |
| OTHER KEY PERFORMANCE INDICATORS |
| There are no significant non-financial key performance indicators which are relevant to understanding the position of the group. |
| ON BEHALF OF THE BOARD: |
| TWINGEAR HOLDINGS LIMITED (REGISTERED NUMBER: 10536291) |
| REPORT OF THE DIRECTOR |
| for the year ended 31 October 2025 |
| The director presents his report with the financial statements of the company and the group for the year ended 31 October 2025. |
| PRINCIPAL ACTIVITY |
| The principal activity of the group in the year under review was that of the manufacture of other parts and accessories for motor vehicles. |
| DIVIDENDS |
| Interim dividends were paid amounting to £200,000 (2024: £325,000). The directors recommend that no final dividends will be paid. |
| DIRECTOR |
| STATEMENT OF DIRECTOR'S RESPONSIBILITIES |
| The director is responsible for preparing the Group Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations. |
| Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the director is required to: |
| - | select suitable accounting policies and then apply them consistently; |
| - | make judgements and accounting estimates that are reasonable and prudent; |
| - | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
| The director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
| AUDITORS |
| The auditors, Magma Audit LLP (part of the Dains Group), will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| TWINGEAR HOLDINGS LIMITED |
| Opinion |
| We have audited the financial statements of Twingear Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 October 2025 which comprise the Consolidated Statement of Income and Retained Earnings, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
| In our opinion the financial statements: |
| - | give a true and fair view of the state of the group's and of the parent company affairs as at 31 October 2025 and of the group's profit for the year then ended; |
| - | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
| - | have been prepared in accordance with the requirements of the Companies Act 2006. |
| Basis for opinion |
| We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
| Conclusions relating to going concern |
| In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
| Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
| Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report. |
| Other information |
| The director is responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Director, but does not include the financial statements and our Report of the Auditors thereon. |
| Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
| In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
| Opinions on other matters prescribed by the Companies Act 2006 |
| In our opinion, based on the work undertaken in the course of the audit: |
| - | the information given in the Group Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Group Strategic Report and the Report of the Director have been prepared in accordance with applicable legal requirements. |
| Matters on which we are required to report by exception |
| In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Director. |
| We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
| - | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
| - | the parent company financial statements are not in agreement with the accounting records and returns; or |
| - | certain disclosures of director's remuneration specified by law are not made; or |
| - | we have not received all the information and explanations we require for our audit. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| TWINGEAR HOLDINGS LIMITED |
| Responsibilities of director |
| As explained more fully in the Statement of Director's Responsibilities set out on page three, the director is 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 director determines 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 director is responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the group or the parent company or to cease operations, or has no realistic alternative but to do so. |
| Auditors' responsibilities for the audit of the financial statements |
| Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
| The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
| Based on our understanding of the group and the industry, we have identified the principal risks of non-compliance with laws and regulations, and we have considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as Companies Act 2006. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principal risks were related to posting inappropriate journal entries, and management bias in accounting estimates. Audit procedures performed included: |
| - | Enquiries with management for consideration of known or suspected instances of non-compliance with laws and regulations and fraud. |
| - | Challenging assumptions made by management in their significant accounting estimates, in particular depreciation of tangible assets and stock provisioning. |
| - | Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations, journal entries crediting revenue, journal entries crediting cash and journal entries with specific defined descriptions. |
| There are inherent limitations in the audit procedures described above and the further removed non-compliant with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting in error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentation, or through collusion. |
| A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
| Use of our report |
| This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
| for and on behalf of |
| Chartered Accountants |
| Statutory Auditor |
| Unit 2, Charnwood Edge Business Park |
| Syston Road |
| Leicestershire |
| LE7 4UZ |
| TWINGEAR HOLDINGS LIMITED (REGISTERED NUMBER: 10536291) |
| CONSOLIDATED |
| STATEMENT OF INCOME AND |
| RETAINED EARNINGS |
| for the year ended 31 October 2025 |
| 2025 | 2024 |
| Notes | £ | £ |
| TURNOVER | 4 | 11,308,245 | 10,329,100 |
| Cost of sales | (9,707,670 | ) | (9,076,885 | ) |
| GROSS PROFIT | 1,600,575 | 1,252,215 |
| Administrative expenses | (1,003,119 | ) | (1,007,631 | ) |
| 597,456 | 244,584 |
| Other operating income | 5 | 9,677 | 10,119 |
| OPERATING PROFIT | 7 | 607,133 | 254,703 |
| Interest receivable and similar income | 27,235 | 38,708 |
| 634,368 | 293,411 |
| Interest payable and similar expenses | 8 | - | (1,736 | ) |
| PROFIT BEFORE TAXATION | 634,368 | 291,675 |
| Tax on profit | 9 | (170,041 | ) | (88,959 | ) |
| PROFIT FOR THE FINANCIAL YEAR |
| Retained earnings at beginning of year | 3,090,640 | 3,212,924 |
| Dividends | 11 | (200,000 | ) | (325,000 | ) |
| RETAINED EARNINGS FOR THE GROUP AT END OF YEAR |
3,354,967 |
3,090,640 |
| Profit attributable to: |
| Owners of the parent | 464,327 | 202,716 |
| TWINGEAR HOLDINGS LIMITED (REGISTERED NUMBER: 10536291) |
| CONSOLIDATED BALANCE SHEET |
| 31 October 2025 |
| 2025 | 2024 |
| Notes | £ | £ |
| FIXED ASSETS |
| Tangible assets | 12 | 466,925 | 654,360 |
| Investments | 13 | - | - |
| 466,925 | 654,360 |
| CURRENT ASSETS |
| Stocks | 14 | 858,147 | 593,417 |
| Debtors | 15 | 1,680,673 | 1,657,725 |
| Cash at bank | 2,077,278 | 1,768,016 |
| 4,616,098 | 4,019,158 |
| CREDITORS |
| Amounts falling due within one year | 16 | (1,668,556 | ) | (1,489,178 | ) |
| NET CURRENT ASSETS | 2,947,542 | 2,529,980 |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
3,414,467 |
3,184,340 |
| PROVISIONS FOR LIABILITIES | 17 | (58,500 | ) | (92,700 | ) |
| NET ASSETS | 3,355,967 | 3,091,640 |
| CAPITAL AND RESERVES |
| Called up share capital | 18 | 1,000 | 1,000 |
| Retained earnings | 19 | 3,354,967 | 3,090,640 |
| SHAREHOLDERS' FUNDS | 3,355,967 | 3,091,640 |
| The financial statements were approved by the director and authorised for issue on 12 May 2026 and were signed by: |
| C R F Shield - Director |
| TWINGEAR HOLDINGS LIMITED (REGISTERED NUMBER: 10536291) |
| COMPANY BALANCE SHEET |
| 31 October 2025 |
| 2025 | 2024 |
| Notes | £ | £ |
| FIXED ASSETS |
| Tangible assets | 12 |
| Investments | 13 |
| CURRENT ASSETS |
| Debtors | 15 |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CAPITAL AND RESERVES |
| Called up share capital | 18 |
| SHAREHOLDERS' FUNDS |
| Company's profit for the financial year | 200,000 | 325,000 |
| The financial statements were approved by the director and authorised for issue on |
| TWINGEAR HOLDINGS LIMITED (REGISTERED NUMBER: 10536291) |
| CONSOLIDATED CASH FLOW STATEMENT |
| for the year ended 31 October 2025 |
| 2025 | 2024 |
| Notes | £ | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | 690,208 | 394,290 |
| Interest element of hire purchase or finance lease rental payments paid |
- |
(1,736 |
) |
| Tax paid | (183,150 | ) | (100,087 | ) |
| Net cash from operating activities | 507,058 | 292,467 |
| Cash flows from investing activities |
| Purchase of tangible fixed assets | (25,031 | ) | (39,968 | ) |
| Sale of tangible fixed assets | - | 13,444 |
| Interest received | 27,235 | 38,708 |
| Net cash from investing activities | 2,204 | 12,184 |
| Cash flows from financing activities |
| Capital repayments in year | - | (41,551 | ) |
| Equity dividends paid | (200,000 | ) | (325,000 | ) |
| Net cash from financing activities | (200,000 | ) | (366,551 | ) |
| Increase/(decrease) in cash and cash equivalents | 309,262 | (61,900 | ) |
| Cash and cash equivalents at beginning of year |
2 |
1,768,016 |
1,829,916 |
| Cash and cash equivalents at end of year | 2 | 2,077,278 | 1,768,016 |
| TWINGEAR HOLDINGS LIMITED (REGISTERED NUMBER: 10536291) |
| NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT |
| for the year ended 31 October 2025 |
| 1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
| 2025 | 2024 |
| £ | £ |
| Profit before taxation | 634,368 | 291,675 |
| Depreciation charges | 212,466 | 227,829 |
| Loss on disposal of fixed assets | - | 1,115 |
| Finance costs | - | 1,736 |
| Finance income | (27,235 | ) | (38,708 | ) |
| 819,599 | 483,647 |
| (Increase)/decrease in stocks | (264,730 | ) | 96,767 |
| (Increase)/decrease in trade and other debtors | (22,924 | ) | 86,545 |
| Increase/(decrease) in trade and other creditors | 158,263 | (272,669 | ) |
| Cash generated from operations | 690,208 | 394,290 |
| 2. | CASH AND CASH EQUIVALENTS |
| The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
| Year ended 31 October 2025 |
| 31/10/25 | 1/11/24 |
| £ | £ |
| Cash and cash equivalents | 2,077,278 | 1,768,016 |
| Year ended 31 October 2024 |
| 31/10/24 | 1/11/23 |
| £ | £ |
| Cash and cash equivalents | 1,768,016 | 1,830,216 |
| Bank overdrafts | - | (300 | ) |
| 1,768,016 | 1,829,916 |
| 3. | ANALYSIS OF CHANGES IN NET FUNDS |
| At 1/11/24 | Cash flow | At 31/10/25 |
| £ | £ | £ |
| Net cash |
| Cash at bank | 1,768,016 | 309,262 | 2,077,278 |
| 1,768,016 | 309,262 | 2,077,278 |
| Total | 1,768,016 | 309,262 | 2,077,278 |
| TWINGEAR HOLDINGS LIMITED (REGISTERED NUMBER: 10536291) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
| for the year ended 31 October 2025 |
| 1. | STATUTORY INFORMATION |
| Twingear Holdings Limited is a group, limited by shares, registered in England and Wales. Its registered office address is First Floor, One Colton Square, Leicester, England, LE1 1QH and the registered number is 10536291. |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| The financial statements are prepared in sterling, which is the functional currency of the group, and rounded to the nearest £1. |
| Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation are included in the profit and loss account for the period. |
| Going concern |
| The group had positive net current assets at the year end of £2.95m. The directors believe that it is appropriate to adopt the going concern basis in the preparation of the financial statements. At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. The directors have prepared financial forecasts, including an assessment of available associated company support. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements. |
| Related party exemption |
| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
| Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. |
| Turnover |
| Turnover represents amounts receivable for goods and services net of VAT and trade discounts and is recognised when goods are dispatched. |
| Revenue from the sale of goods is recognised when the significant risk and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably. |
| Tangible fixed assets |
| Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses. Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases: |
| Plant & machinery | 12.5% straight line |
| Fixtures & fittings | 20-25% straight line |
| Motor vehicles | 25% straight line |
| The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss. |
| Stocks |
| Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. |
| TWINGEAR HOLDINGS LIMITED (REGISTERED NUMBER: 10536291) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| for the year ended 31 October 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Financial instruments |
| The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments. |
| Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument. |
| Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. |
| Basic financial assets |
| Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised. |
| Classification of financial liabilities |
| Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities. |
| Basic financial liabilities |
| Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised. |
| Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. |
| Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method. |
| Equity instruments |
| Equity instruments issued by the group are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group. |
| Finance costs |
| Finance costs are charged to the Profit and Loss Account over the term of the debt using the effective interest method so that the amount charged is at constant rate on the carrying amount. Issue cost are initially recognised as a reduction in the proceeds of the associated capital instruments. |
| Taxation |
| The tax expense for the year comprises current and deferred tax. Tax is recognised in the Profit and Loss Account, except that a change 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 balance sheet date in the countries where the group operates and generates income. |
| Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Balance Sheet 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. |
| TWINGEAR HOLDINGS LIMITED (REGISTERED NUMBER: 10536291) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| for the year ended 31 October 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| 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 balance sheet date. |
| Pension costs and other post-retirement benefits |
| The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
| Employee benefits |
| The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets. |
| The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received. |
| Termination benefits are recognised immediately as an expense when the group is demonstrably committed to terminate the employment of an employee or to provide termination benefits. |
| Operating leases |
| Rentals paid under operating leases are charged to the Profit and Loss Account on a straight line basis over the term of the lease. |
| 3. | CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY |
| In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. |
| The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods. |
| Key sources of estimation uncertainty |
| The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows. |
| Depreciation of tangible assets |
| The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual lives of the assets. The useful economic lives and residual values are reassessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets. See note 12 for the carrying amount of the assets and the tangible fixed asset accounting policy for the useful economic lives for each class of asset. |
| Stock provisioning |
| Slow moving stock provisions are based on estimates of the likely recoverable amounts. |
| TWINGEAR HOLDINGS LIMITED (REGISTERED NUMBER: 10536291) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| for the year ended 31 October 2025 |
| 4. | TURNOVER |
| The turnover and profit before taxation are attributable to the one principal activity of the group. |
| An analysis of turnover by geographical market is given below: |
| 2025 | 2024 |
| £ | £ |
| United Kingdom | 10,218,335 | 9,479,748 |
| Rest of World | 1,089,910 | 849,352 |
| 11,308,245 | 10,329,100 |
| 5. | OTHER OPERATING INCOME |
| 2025 | 2024 |
| £ | £ |
| Rents received | 8,840 | 9,840 |
| Government grants | 837 | 279 |
| 9,677 | 10,119 |
| 6. | EMPLOYEES AND DIRECTORS |
| 2025 | 2024 |
| £ | £ |
| Wages and salaries | 2,579,527 | 2,333,550 |
| Social security costs | 290,959 | 223,833 |
| Other pension costs | 54,236 | 49,563 |
| 2,924,722 | 2,606,946 |
| The average number of employees during the year was as follows: |
| 2025 | 2024 |
| Production | 72 | 68 |
| Administration | 10 | 10 |
| Management | 1 | 1 |
| 2025 | 2024 |
| £ | £ |
| Director's remuneration | 48,000 | 48,000 |
| 7. | OPERATING PROFIT |
| The operating profit is stated after charging: |
| 2025 | 2024 |
| £ | £ |
| Depreciation - owned assets | 212,466 | 197,835 |
| Depreciation - assets on hire purchase contracts or finance leases | - | 29,994 |
| Loss on disposal of fixed assets | - | 1,115 |
| Auditors' remuneration | 16,185 | 16,345 |
| TWINGEAR HOLDINGS LIMITED (REGISTERED NUMBER: 10536291) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| for the year ended 31 October 2025 |
| 8. | INTEREST PAYABLE AND SIMILAR EXPENSES |
| 2025 | 2024 |
| £ | £ |
| Hire purchase interest | - | 1,736 |
| 9. | TAXATION |
| Analysis of the tax charge |
| The tax charge on the profit for the year was as follows: |
| 2025 | 2024 |
| £ | £ |
| Current tax: |
| UK corporation tax | 204,241 | 120,759 |
| Deferred tax | (34,200 | ) | (31,800 | ) |
| Tax on profit | 170,041 | 88,959 |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
| 2025 | 2024 |
| £ | £ |
| Profit before tax | 634,368 | 291,675 |
| Profit multiplied by the standard rate of corporation tax in the UK of 25 % (2024 - 25 %) |
158,592 |
72,919 |
| Effects of: |
| Expenses not deductible for tax purposes | 5,732 | 15,682 |
| Depreciation in excess of capital allowances | 39,917 | 32,158 |
| Movement in deferred tax | (34,200 | ) | (31,800 | ) |
| Total tax charge | 170,041 | 88,959 |
| 10. | INDIVIDUAL INCOME STATEMENT |
| As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
| 11. | DIVIDENDS |
| 2025 | 2024 |
| £ | £ |
| Ordinary shares of £1 each |
| Interim | 200,000 | 325,000 |
| TWINGEAR HOLDINGS LIMITED (REGISTERED NUMBER: 10536291) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| for the year ended 31 October 2025 |
| 12. | TANGIBLE FIXED ASSETS |
| Group |
| Fixtures |
| Plant and | and | Motor |
| machinery | fittings | vehicles | Totals |
| £ | £ | £ | £ |
| COST |
| At 1 November 2024 | 2,440,690 | 234,146 | 8,040 | 2,682,876 |
| Additions | 25,031 | - | - | 25,031 |
| At 31 October 2025 | 2,465,721 | 234,146 | 8,040 | 2,707,907 |
| DEPRECIATION |
| At 1 November 2024 | 1,826,175 | 201,680 | 661 | 2,028,516 |
| Charge for year | 199,351 | 11,105 | 2,010 | 212,466 |
| At 31 October 2025 | 2,025,526 | 212,785 | 2,671 | 2,240,982 |
| NET BOOK VALUE |
| At 31 October 2025 | 440,195 | 21,361 | 5,369 | 466,925 |
| At 31 October 2024 | 614,515 | 32,466 | 7,379 | 654,360 |
| Fixed assets, included in the above, which are held under hire purchase contracts or finance leases are as follows: |
| Plant and |
| machinery |
| £ |
| COST |
| At 1 November 2024 | 239,950 |
| Transfer to ownership | (239,950 | ) |
| At 31 October 2025 | - |
| DEPRECIATION |
| At 1 November 2024 | 102,524 |
| Transfer to ownership | (102,524 | ) |
| At 31 October 2025 | - |
| NET BOOK VALUE |
| At 31 October 2025 | - |
| At 31 October 2024 | 137,426 |
| TWINGEAR HOLDINGS LIMITED (REGISTERED NUMBER: 10536291) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| for the year ended 31 October 2025 |
| 13. | FIXED ASSET INVESTMENTS |
| Company |
| Shares in |
| group |
| undertakings |
| £ |
| COST |
| At 1 November 2024 |
| and 31 October 2025 |
| NET BOOK VALUE |
| At 31 October 2025 |
| At 31 October 2024 |
| 14. | STOCKS |
| Group |
| 2025 | 2024 |
| £ | £ |
| Raw materials | 827,792 | 578,497 |
| Work-in-progress | 30,355 | 14,920 |
| 858,147 | 593,417 |
| 15. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| Group | Company |
| 2025 | 2024 | 2025 | 2024 |
| £ | £ | £ | £ |
| Trade debtors | 1,013,348 | 985,027 |
| Amounts owed by participating interests | 578,500 | 581,146 | - | - |
| Called up share capital not paid | 999 | 999 |
| Prepayments and accrued income | 87,826 | 90,553 |
| 1,680,673 | 1,657,725 |
| 16. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| Group |
| 2025 | 2024 |
| £ | £ |
| Trade creditors | 760,777 | 679,215 |
| Amounts owed to participating interests | 248,597 | 234,508 |
| Corporation tax | 141,850 | 120,759 |
| Social security and other taxes | 143,115 | 77,155 |
| VAT | 1,780 | 1,996 |
| Other creditors | - | 2,909 |
| Accruals and deferred income | 372,437 | 372,636 |
| 1,668,556 | 1,489,178 |
| TWINGEAR HOLDINGS LIMITED (REGISTERED NUMBER: 10536291) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| for the year ended 31 October 2025 |
| 17. | PROVISIONS FOR LIABILITIES |
| Group |
| 2025 | 2024 |
| £ | £ |
| Deferred tax |
| Accelerated capital allowances | 58,500 | 88,000 |
| Deferred tax | - | 4,700 |
| 58,500 | 92,700 |
| Group |
| Deferred |
| tax |
| £ |
| Balance at 1 November 2024 | 92,700 |
| Credit to Income Statement during year | (34,200 | ) |
| Balance at 31 October 2025 | 58,500 |
| 18. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 2025 | 2024 |
| value: | £ | £ |
| Ordinary | £1 | 1,000 | 1,000 |
| Ordinary non-redeemable shares with the rights to vote, receive dividends and to share assets if the company is sold or wound up. |
| 19. | RESERVES |
| Group |
| Retained |
| earnings |
| £ |
| At 1 November 2024 | 3,090,640 |
| Profit for the year | 464,327 |
| Dividends | (200,000 | ) |
| At 31 October 2025 | 3,354,967 |
| Company |
| Retained |
| earnings |
| £ |
| Profit for the year |
| Dividends | ( |
) |
| At 31 October 2025 |
| TWINGEAR HOLDINGS LIMITED (REGISTERED NUMBER: 10536291) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| for the year ended 31 October 2025 |
| 20. | PENSION COMMITMENTS |
| The group operates a defined contributions scheme. The assets of the scheme are held separately from those of the group in an independently administered fund. The pension cost charge represents contributions payable by the group to the fund and amounted to £54,236 (2024 - £49,563). At 31 October 2025, contributions amounting to £nil (2024 - £2,909) were payable to the scheme. |
| 21. | RELATED PARTY DISCLOSURES |
| During the year the company had the following transactions with related companies, all ultimately controlled by Mr C R F Shield. |
| Income from related parties |
| During the year the company made sales of £157,622 (2024 - £44,876) to entities under the control of Mr C R F Shield. |
| Purchases from related parties |
| During the year the company purchased goods of £3,719,545 (2024 - £3,017,129) from entities under the control of Mr C R F Shield. |
| Amounts owed by related parties |
| At the year end the company was owed £578,500 (2024 - £581,146) by entities under the control of Mr C R F Shield. |
| Amounts owed to related parties |
| At the year end the company owed £248,597 (2024 - £234,508) to entities under the control of Mr C R F Shield. |
| During the year, a total of key management personnel compensation of £206,052 (2024 - £166,428) was paid. |
| 22. | ULTIMATE CONTROLLING PARTY |
| The ultimate controlling party is C R F Shield. |