ACCOUNTS - Final Accounts preparation

Operating profit

The operating profit is stated after charging:

Registered number: 09359296

CHEMIQUE UK LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

CHEMIQUE UK LIMITED

COMPANY INFORMATION

Directors	Mr S I Francis
	Mr A J McMullen


Registered number	09359296


Registered office	Unit 21 Empire Industrial Park
	Aldridge
	Walsall
	West Midlands
	WS9 8UR


Independent auditors	PKF Smith Cooper Audit Limited
	Statutory Auditors
	Cornerblock
	2 Cornwall Street
	Birmingham
	B3 2DX


Bankers	HSBC Bank Plc
	South East Midlands Commercial Centre
	Church Green West
	Redditch
	Worcestershire
	B97 4EA

CHEMIQUE UK LIMITED

CONTENTS

	Page
Group strategic report	1 - 2
Directors' report	3 - 4
Independent auditors' report	5 - 9
Consolidated statement of comprehensive income	10
Consolidated balance sheet	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
Consolidated analysis of net debt	16
Notes to the financial statements	17 - 34

CHEMIQUE UK LIMITED

GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2025

Principal activities

The Group’s principal activities continued to be the manufacturing and sale of adhesives and adhesive application equipment.

Business review

We aim to present a balanced and comprehensive review of the Group's development and performance during the year, and its position at year-end. Our review is consistent with the Group's size and non-complex nature and is written in the context of the risks and uncertainties we face.

During 2025, the Group experienced a decrease in turnover due to a more challenging economic environment; however, it achieved an increase in gross margin. As a trusted UK manufacturer of industrial adhesives with a history spanning four decades, we have provided industry-leading adhesive solutions and delivered first-class service and support to our longstanding customer base. We have continuously evolved and expanded our product portfolio to cater for many industries, including automotive, commercial manufacturing, construction, foam, furniture, panel lamination, raised access flooring, and more. We strive to provide adhesive solutions that result in exceptional quality and performance. We are certified to ISO 9001 and ISO 14001; our commitment to quality management and environmental responsibility is at the core of everything we do. We are also proud holders of the EcoVadis Committed badge, reflecting our ongoing commitment to upholding industry-leading standards in safety, ethics, and sustainability.

Principal risks and uncertainties

As with many Groups of our size, the business environment in which we operate remains challenging. With these risks and uncertainties in mind, we are aware that any plans for the future development of the business may be subject to unforeseen events outside of our control. However, we will continue to show flexibility and respond to market conditions and opportunities as they arise. The ongoing military conflict in the Middle East has created significant disruptions across global supply chains. Chemique production setup allows us to safeguard product availability and to maintain a high level of supply reliability, even in the face of global instability. We have been moving quickly to secure the supply of all necessary products. Our objective is to maintain continuity of supply for our customers who rely on our products for essential, everyday needs.

Trade debtors are managed for credit and cash flow risks through policies governing the credit offered to customers and regular monitoring of outstanding amounts against time and credit limits. The amounts presented in the balance sheet are net of allowances for doubtful debtors.

Trade creditors' liquidity risk is managed by ensuring sufficient funds are available to meet the amounts due.

Management monitors and reviews exposure to the volatility of the US Dollar/Sterling and Euro/Sterling exchange rates to minimise it where possible.

Financial key performance indicators

We consider our key financial performance indicators to be those that communicate the Group's overall financial performance and strength: turnover and gross profit. During the year, the Group's turnover decreased by 3% to £15.8m from £16.3m, while gross profit remained at £5.81m. Overall, the directors are satisfied with the performance in 2025 and will continue to strive for future growth.

Page 1

CHEMIQUE UK LIMITED

GROUP STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2025

This report was approved by the board on 18 May 2026 and signed on its behalf.

Mr S I Francis

Director

Page 2

CHEMIQUE UK LIMITED

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2025

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

Directors' responsibilities statement

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.

In preparing these financial statements, the directors are required to:

∙select suitable accounting policies for the Group's financial statements and then apply them consistently;

∙make judgments 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 Group will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The profit for the year, after taxation, amounted to £329,044 (2024 - £284,706).

Dividends of £34,452 (2024 - £85,290) were paid during the year.

Directors

The directors who served during the year were:

Mr S I Francis

Mr A J McMullen

Mr M J McMullen (resigned 26 November 2025)

Future developments

Attention in the short to medium term has been on managing cash flow and working capital in general with the directors of the opinion that the Group can continue to operate within its current and future financial parameters and so continue to meet its debts as they fall due.

The Group's longer term strategy for beyond 2025 is to maintain its market share and profitability and ultimately, to achieve some growth. The directors have continued to put measures in place to try and expand the markets in which the Group operates in order to achieve this. As such, the directors believe the Group to be a going concern and have adopted this assumption in preparing the financial statements.

Page 3

CHEMIQUE UK LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2025

Engagement with employees

The Group maintained its practice of consultation and communication with employees both by formal and informal methods.

Disabled employees

The Group gives full consideration to applications for employment from disabled persons, to the training and promotion of disabled employees and to the consideration of employment from those becoming disabled.

Matters covered in the Group strategic report

Details on the principal risks and uncertainties are contained in the Group Strategic Report.

Disclosure of information to auditors

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

∙so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

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

Post balance sheet events

There have been interim dividends of £56,570 paid since the balance sheet date.

Auditors

The auditors, PKF Smith Cooper Audit Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 18 May 2026 and signed on its behalf.

Mr S I Francis

Director

Page 4

CHEMIQUE UK LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CHEMIQUE UK LIMITED

Opinion

We have audited the financial statements of Chemique UK Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2025, which comprise the Consolidated statement of comprehensive income, the Consolidated balance sheet, the Company balance sheet, the Consolidated statement of changes in equity, the Company statement of changes in equity, the Consolidated statement of cash flows and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

∙give a true and fair view of the state of the Group's and of the Parent Company's affairs as at 31 December 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 United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or the Parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Page 5

CHEMIQUE UK LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CHEMIQUE UK LIMITED (CONTINUED)

Other information

The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinion on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

∙the information given in the Group strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

∙the Group strategic report and the Directors' report 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 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 and returns; or

∙certain disclosures of directors' remuneration specified by law are not made; or

∙we have not received all the information and explanations we require for our audit.

Page 6

CHEMIQUE UK LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CHEMIQUE UK LIMITED (CONTINUED)

Responsibilities of directors

As explained more fully in the Directors' responsibilities statement set out on page 3, 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's and the Parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the Parent Company or to cease operations, or have no realistic alternative but to do so.

Page 7

CHEMIQUE UK LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CHEMIQUE UK LIMITED (CONTINUED)

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 an Auditors' 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 Group financial statements.

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

Based on our understanding of the Group and industry, we identified the key laws and regulations affecting the Group are:

∙Companies Act 2006;

∙Tax legislation; and

∙Health and safety and employment legislation.

We identified that the principal risk of fraud or non-compliance with laws and regulations related to:

∙Management bias in respect of accounting estimates and judgements made;

∙Management override of controls; and

∙Posting of unusual journals or transactions.

We focused on those areas that could give rise to a material misstatement in the Group's financial statements.

Our procedures included, but were not limited to:

∙Enquiry of management and those charged with governance around actual and potential litigation and claims including instances of non-compliance with laws, regulations and fraud;

∙Reviewing legal expenditure in the year to identify instances of non-compliance with laws, regulations and fraud;

∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations; and

∙Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias, in particular the valuation of stock.

It is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.

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

Page 8

CHEMIQUE UK LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CHEMIQUE UK LIMITED (CONTINUED)

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 Auditors' report.

Use of our report

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' 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.

Richard Haydon (Senior Statutory Auditor)

for and on behalf of

PKF Smith Cooper Audit Limited

Statutory Auditors

Cornerblock

2 Cornwall Street

Birmingham

B3 2DX

20 May 2026

Page 9

CHEMIQUE UK LIMITED

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2025

	2025	2024
Note	£	£


Turnover	4	15,828,454	16,288,498
Cost of sales		(10,018,450)	(10,477,304)
Gross profit		5,810,004	5,811,194
Distribution costs		(816,900)	(751,338)
Administrative expenses		(4,729,643)	(4,873,221)
Other operating income	5	121,402	24,674
Operating profit	6	384,863	211,309
Interest receivable and similar income	9	41,243	46,238
Profit before taxation		426,106	257,547
Tax on profit	10	(97,062)	27,159
Profit for the financial year		329,044	284,706

Profit for the year attributable to:
Owners of the parent Company	329,044	284,706
	329,044	284,706

There was no other comprehensive income for 2025 (2024: £NIL).

The notes on pages 17 to 34 form part of these financial statements.

Page 10

CHEMIQUE UK LIMITED

REGISTERED NUMBER: 09359296

CONSOLIDATED BALANCE SHEET

AS AT 31 DECEMBER 2025

		2025		2024
Note		£		£

Fixed assets
Tangible assets	12		3,600,503		3,695,021
Investment property	14		245,000		245,000
			3,845,503		3,940,021
Current assets
Stocks	15	1,905,580		1,858,618
Debtors: amounts falling due within one year	16	2,727,919		2,538,543
Cash at bank and in hand	17	2,859,982		2,443,524
		7,493,481		6,840,685
Creditors: amounts falling due within one year	18	(1,964,287)		(1,813,843)
Net current assets			5,529,194		5,026,842
Total assets less current liabilities			9,374,697		8,966,863
Provisions for liabilities
Deferred taxation	20		(499,893)		(386,651)
Net assets			8,874,804		8,580,212

Capital and reserves
Called up share capital	21	4,388,000	4,388,000
Merger reserve	22	(4,338,000)	(4,338,000)
Profit and loss account	22	8,824,804	8,530,212
		8,874,804	8,580,212

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 18 May 2026.

Mr S I Francis

Director

The notes on pages 17 to 34 form part of these financial statements.

Page 11

CHEMIQUE UK LIMITED

REGISTERED NUMBER: 09359296

COMPANY BALANCE SHEET

AS AT 31 DECEMBER 2025

	2025	2024
Note	£	£

Fixed assets
Investments	13	4,388,000	4,388,000
Net assets		4,388,000	4,388,000

Capital and reserves
Called up share capital	21	4,388,000	4,388,000
Profit for the year		34,452	85,290
Dividends paid		(34,452)	(85,290)
		4,388,000	4,388,000

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 18 May 2026.

Mr S I Francis

Director

The notes on pages 17 to 34 form part of these financial statements.

Page 12

CHEMIQUE UK LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2025

	Called up share capital	Merger reserve	Profit and loss account	Total equity
	£	£	£	£
At 1 January 2024	4,388,000	(4,338,000)	8,330,796	8,380,796

Profit for the year	-	-	284,706	284,706
Dividends: Equity capital	-	-	(85,290)	(85,290)

At 1 January 2025	4,388,000	(4,338,000)	8,530,212	8,580,212

Profit for the year	-	-	329,044	329,044
Dividends: Equity capital	-	-	(34,452)	(34,452)
At 31 December 2025	4,388,000	(4,338,000)	8,824,804	8,874,804

The notes on pages 17 to 34 form part of these financial statements.

Page 13

CHEMIQUE UK LIMITED

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2025

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 January 2024	4,388,000	-	4,388,000

Profit for the year	-	85,290	85,290
Dividends: Equity capital	-	(85,290)	(85,290)

At 1 January 2025	4,388,000	-	4,388,000

Profit for the year	-	34,452	34,452
Dividends: Equity capital	-	(34,452)	(34,452)
At 31 December 2025	4,388,000	-	4,388,000

The notes on pages 17 to 34 form part of these financial statements.

Page 14

CHEMIQUE UK LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2025

			2025	2024
			£	£

Cash flows from operating activities
Profit for the financial year	329,044	284,706
Adjustments for:
Depreciation of tangible assets	340,439	312,084
Loss on disposal of tangible assets	5,750	-
Research & development expenditure credit	(108,802)	-
Interest receivable	(41,243)	(46,238)
Taxation charge/(credit)	97,062	(27,159)
(Increase)/decrease in stocks	(46,962)	6,645
(Increase)/decrease in debtors	(77,997)	55,778
Increase/(decrease) in creditors	163,209	(451,266)
Corporation tax received/(paid)	838	(264)
Net cash generated from operating activities	661,338	134,286

Cash flows from investing activities
Purchase of tangible fixed assets	(251,671)	(544,664)
Interest received	41,243	46,238
Net cash from investing activities	(210,428)	(498,426)
Cash flows from financing activities
Dividends paid	(34,452)	(85,290)
Net cash used in financing activities	(34,452)	(85,290)
Net increase/(decrease) in cash and cash equivalents	416,458	(449,430)
Cash and cash equivalents at beginning of year	2,443,524	2,892,954
Cash and cash equivalents at the end of year	2,859,982	2,443,524

Cash and cash equivalents at the end of year comprise:
Cash at bank and in hand	2,859,982	2,443,524
	2,859,982	2,443,524

The notes on pages 17 to 34 form part of these financial statements.

Page 15

CHEMIQUE UK LIMITED

CONSOLIDATED ANALYSIS OF NET DEBT

FOR THE YEAR ENDED 31 DECEMBER 2025


At 1 January 2025	Cash flows	At 31 December 2025
£	£	£

Cash at bank and in hand	2,443,524	416,458	2,859,982
	2,443,524	416,458	2,859,982

The notes on pages 17 to 34 form part of these financial statements.

Page 16

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

1.	General information

Chemique UK Limited, is a private company, limited by shares incorporated in England and Wales. The address of the registered office is given in the Company Information section. The nature of the Group's operations and its principal activities are set out in the Group Strategic Report.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

The following principal accounting policies have been applied:

2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.

The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.

In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 1 January 2015.

Therefore, the Group continues to recognise a merger reserve which arose on a past business combination that was accounted for as a merger in accordance with UK GAAP as applied at that time.

Page 17

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.3

Foreign currency translation

Functional and presentation currency

The Group's functional and presentational currency is Pound Sterling. The financial statements are rounded to the nearest £.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Consolidated statement of comprehensive income.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in the Consolidated Statement of comprehensive income within 'administration expenses'.

2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:

∙the Group has transferred the significant risks and rewards of ownership to the buyer;

∙the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

∙the amount of revenue can be measured reliably;

∙it is probable that the Group will receive the consideration due under the transaction; and

∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue is recognised on despatch of goods to customer.

2.5

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to the Consolidated statement of comprehensive income on a straight-line basis over the lease term.

Page 18

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.6

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured.

If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

2.7

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to the Consolidated statement of comprehensive income at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.

Grants of a revenue nature are recognised in the Consolidated statement of comprehensive income in the same period as the related expenditure.

2.8

Interest income

Interest income is recognised in the Consolidated statement of comprehensive income using the effective interest method.

2.9

Pensions

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in the Consolidated Statement of comprehensive income when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Group in independently administered funds.

Page 19

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.10

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the Consolidated statement of comprehensive income except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate 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.

Deferred tax balances are not recognised in respect of permanent differences. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

2.11

Tangible fixed assets

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

Land is not depreciated. Depreciation on other assets is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Freehold property	-	2%
Leasehold land and buildings	-	over the term of the lease
Plant and machinery	-	10%
Fixtures and fittings	-	33%
Demo equipment	-	33%

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

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Consolidated statement of comprehensive income.

Page 20

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.12

Investment property

Investment property is carried at fair value determined annually by the directors and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided. Changes in fair value are recognised in the Consolidated statement of comprehensive income.

2.13

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.14

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a weighted average basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the Consolidated statement of comprehensive income.

2.15

Debtors

Short-term debtors are measured at transaction price, less any impairment.

2.16

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated Statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

2.17

Creditors

Short-term creditors are measured at the transaction price.

2.18

Financial instruments

The Group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an

Page 21

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.18

Financial instruments (continued)

out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Consolidated Statement of comprehensive income.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Group would receive for the asset if it were to be sold at the balance sheet date.

Financial assets and liabilities are offset and the net amount reported in the Balance sheet when there is an 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.

2.19

Equity instruments

Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

2.20

Dividends

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

Page 22

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

3.	Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements in conformity with generally accepted accounting principles requires the Directors to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Actual results in the future could differ from those estimates. In this regard, the Directors believe that the critical accounting policies where judgements or estimation are necessarily applied are summarised below.

Depreciation and residual values

The Directors have reviewed the asset lives and associated residual values of all fixed asset classes, and in particular, the useful economic life and residual values of plant and machinery, and have concluded that straight line depreciation policy is more appropriate as it reflects the useful economic lives of assets and their residual values more reliably than the reducing balance depreciation policy.

Fair value of investment property

The Directors have reviewed the current market rents and investment property yields for comparable real estate and have concluded that the value of investment property is appropriate.

Stock provision

Stock is stated net of provisions for slow moving and obsolete stock, the calculation of which includes judgements. The directors review these periodically to ensure slow moving and obsolete stock is identified and provisions are appropriately calculated.

Turnover

The whole of the turnover is attributable to the Group's principal activity.

Analysis of turnover by country of destination:

					2025	2024
					£	£

United Kingdom	12,677,770	12,595,072
Rest of Europe	1,499,866	2,080,924
Rest of the world	1,650,818	1,612,502
	15,828,454	16,288,498

Page 23

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

5.	Other operating income
		2025	2024
		£	£

Net rent receivable	12,600	4,674
Government grants receivable	-	20,000
Research & development expenditure credit	108,802	-
	121,402	24,674

Research & development charged as an expense	14,259	19,027
Depreciation of tangible fixed assets	340,439	312,084
Fees payable to the Group's auditor for the audit of the Group's annual financial statements	23,500	23,000
Exchange differences	(32,426)	27,999
Other operating lease rentals	491,433	451,222
Defined contribution pension cost	312,545	302,611
Bad debt expense	79,422	29,978
Stock - impairment loss movement recognised in cost of sales	2,144	16,147
Loss on disposal of fixed assets	5,750	-

Page 24

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

7.	Employees
	Staff costs, including directors' remuneration, were as follows:

		Group	Group
		2025	2024
		£	£


Wages and salaries	3,188,196	3,286,874
Social security costs	415,860	393,453
Cost of defined contribution scheme	312,545	302,611
	3,916,601	3,982,938

The average monthly number of employees, including the directors, during the year was as follows:

	2025	2024
	No.	No.

Manufacturing	42	43
Sales and administration	17	16

	59	59

8.	Directors' remuneration
		2025	2024
		£	£

Directors' emoluments	1,021,251	1,238,571
Group contributions to defined contribution pension schemes	66,433	65,249
	1,087,684	1,303,820

	During the year retirement benefits were accruing to 2 directors (2024 - 2) in respect of defined contribution pension schemes.
	The highest paid director received remuneration of £443,966 (2024 - £543,592).
	The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £33,216 (2024 - £33,000).

Page 25

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

9.	Interest receivable
		2025	2024
		£	£

Other interest receivable

41,243

46,238

Corporation tax
Adjustments in respect of previous periods	(16,180)	-

Total current tax	(16,180)	-

Deferred tax
Origination and reversal of timing differences	113,242	(27,159)
Total deferred tax	113,242	(27,159)


	Taxation on profit/(loss) on ordinary activities	97,062	(27,159)

Page 26

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

10.Taxation (continued)

Profit on ordinary activities before tax

426,106

257,547

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)	106,527	64,387
Effects of:
Fixed asset differences	4,869	-
Expenses not deductible for tax purposes	22,518	21,806
Adjustments to tax charge in respect of prior periods	(16,180)	-
Adjustment in research and development tax credit	-	(113,352)
Tax credits	(20,672)	-
Total tax charge for the year	97,062	(27,159)

Factors that may affect future tax charges

The group has estimated losses of £203,000 (2024 - £738,000) available for carry forward against future trading profits.

11.	Dividends
		2025	2024
		£	£

A Ordinary shares	23,083	57,144
B Ordinary shares	8,613	21,323
C Ordinary shares	2,756	6,823
	34,452	85,290

Page 27

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

12.	Tangible fixed assets
	Group

	Land and buildings	Plant and machinery	Fixtures and fittings	Demo equipment	Total
	£	£	£	£	£
Cost
At 1 January 2025	2,259,176	4,234,905	387,539	39,015	6,920,635
Additions	37,809	173,068	25,793	15,001	251,671
Disposals	-	(11,500)	-	-	(11,500)
At 31 December 2025	2,296,985	4,396,473	413,332	54,016	7,160,806
Depreciation
At 1 January 2025	615,809	2,198,785	372,858	38,162	3,225,614
Charge for the year	45,184	287,466	7,295	494	340,439
Disposals	-	(5,750)	-	-	(5,750)
At 31 December 2025	660,993	2,480,501	380,153	38,656	3,560,303
Net book value
At 31 December 2025	1,635,992	1,915,972	33,179	15,360	3,600,503
At 31 December 2024	1,643,367	2,036,120	14,681	853	3,695,021

Land amounting to £199,000 (2024 - £199,000) has not been depreciated.

Included in the net book value of land and buildings is freehold £930,207 (2024 - £940,684) and leasehold of £705,785 (2024 - £702,683).

Page 28

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

13.	Fixed asset investments

	Company

		Investments in subsidiary companies
		£
	Cost
	At 1 January 2025	4,388,000
	At 31 December 2025	4,388,000

Subsidiary undertaking
The following was a subsidiary undertaking of the Company:
Name	Registered office	Class of shares	Holding

Chemique Adhesives and Sealants Limited

Unit 21, Empire Close, Brickyard Road, Aldridge, West Midlands, WS9 8UR

Ordinary

100%

14.	Investment property
	Group

		Long term leasehold investment property
		£
	Valuation
	At 1 January 2025	245,000
	At 31 December 2025	245,000

The directors have determined the fair value of the investment property as at 31 December 2025.

Page 29

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

15.	Stocks
		Group	Group
		2025	2024
		£	£

Raw materials and consumables	1,447,231	1,358,842
Work in progress	77,174	67,613
Finished goods and goods for resale	381,175	432,163
	1,905,580	1,858,618

The carrying value of stock is stated net of impairment losses totalling £26,713 (2024: £24,289).

16.

Debtors

		Group	Group
		2025	2024
		£	£


Trade debtors	2,010,552	1,881,191
Amounts owed by related undertakings	336,956	380,395
Other debtors	2,577	-
Deferred tax asset	20,672	-
Prepayments and accrued income	269,032	276,957
Tax recoverable	88,130	-
	2,727,919	2,538,543

Debtors due from related undertakings are unsecured, interest free and repayable on demand.

Trade debtors are stated net of a bad debt provision of £89,916 (2024: £29,731).

17.	Cash and cash equivalents
		Group	Group
		2025	2024
		£	£

	Cash at bank and in hand	2,859,982	2,443,524

Page 30

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

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

Trade creditors	1,369,244	1,309,506
Corporation tax	3,415	16,180
Other taxation and social security	482,604	371,384
Accruals and deferred income	109,024	116,773
	1,964,287	1,813,843

19.	Financial instruments
		Group	Group
		2025	2024
		£	£

	Financial assets
	Financial assets measured at amortised cost	5,207,490	4,705,110

	Financial liabilities
	Financial liabilities measured at transaction price	(1,369,244)	(1,309,506)

	Financial assets measured at amortised cost comprise of cash at bank and in hand, trade debtors and amounts owed by related undertakings.
	Financial liabilities measured at transaction price comprise of trade creditors.

Page 31

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

20.	Deferred taxation
	Group

		2025
		£

	At beginning of year	(386,651)
	Charged to consolidated statement of comprehensive income	(113,242)
	At end of year	(499,893)

The provision for deferred taxation is made up as follows:

		Group	Group
		2025	2024
		£	£

Accelerated capital allowances	(571,226)	(571,077)
Tax losses carried forward	50,661	184,426
Expenditure credit step restrictions	20,672	-
	(499,893)	(386,651)

21.	Share capital
		2025	2024
		£	£

Authorised, allotted, called up and fully paid

2,939,960 (2024 - 2,939,960) A Ordinary shares of £1.00 each	2,939,960	2,939,960
1,097,000 (2024 - 1,097,000) B Ordinary shares of £1.00 each	1,097,000	1,097,000
351,040 (2024 - 351,040) C Ordinary shares of £1.00 each	351,040	351,040

	4,388,000	4,388,000

Page 32

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

22.

Reserves

Merger Reserve

This reserve is a non-distributable reserve created by the exercise of s612 merger relief for the amount in excess of the nominal value of the ordinary shares issued in connection with the acquisition of Chemique Adhesives and Sealants Limited.

Profit and loss account

The profit and loss account includes all current and prior period retained profit and losses, net of dividends paid and other adjustments.

23.	Contingent liabilities

The Group is subject to and is one of a number of Defendants in a High Court claim brought by a customer concerning the supply of a product. The Group was a part of the supply chain for that product and others forming part of that supply chain are also named Defendants. The claim is being defended and as such, at this stage no estimate of the claim’s financial effect on the Group can be provided. The financial effect on the Group is uncertain at this stage as to the amount or timing of any outflow.

24.	Capital commitments
	At 31 December 2025 the Group had capital commitments as follows:
		Group	Group
		2025	2024
		£	£

Contracted for but not provided in these financial statements

67,746

25.	Pension commitments

The Group operates a defined contributions pension 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 £312,545 (2024 - £302,611). Contributions totalling £nil (2024 - £nil) were payable to the fund at the balance sheet date and are included in accruals.

Page 33

CHEMIQUE UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

26.	Commitments under operating leases
	At 31 December 2025 the Group had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
		Group	Group
		2025	2024
		£	£


Not later than 1 year	383,799	433,796
Later than 1 year and not later than 5 years	960,700	968,991
Later than 5 years	321,105	402,957
	1,665,604	1,805,744

27.	Transactions with directors

During the year the Group advanced £19,645 (2024 - £143,158) to a director and the director repaid £19,645 (2024 - £157,144). At the balance sheet date, the amount due to the Group was £nil (2024 - £nil).The amounts advanced were interest free and holds no conditions.

28.

Related party transactions

M J McMullen and A J McMullen are also directors of Chemique Adhesives Inc, a Company under common control and incorporated in the United States of America. During the year, the Group made sales to Chemique Adhesives Inc. of £1,415,256 (2024 - £1,370,730). At 31 December 2025, a balance of £336,956 (2024 - £380,395) was due to the Group from Chemique Adhesives Inc. During the year, purchases of £950 (2024 - £6,242) were made from Chemique Adhesives Inc. by the Group and at 31 December 2025, a balance of £Nil (2024 - £Nil) was due to Chemique Adhesives Inc. from the Group.

The Group consider that their key management personnel are the directors of Chemique UK Limited. Directors remuneration is disclosed in note 8 of the accounts.

29.	Post balance sheet events

There have been interim dividends of £56,570 paid since the balance sheet date.

30.	Controlling party

The ultimate controlling party is M J McMullen by virtue of his shareholding.

Page 34