REGISTERED NUMBER: 03377633 (England and Wales)

Group Strategic Report,

Report of the Directors and

Consolidated Financial Statements

for the Year Ended 31 August 2025

for

Minchem Limited

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Consolidated Income Statement

10

Consolidated Other Comprehensive Income

11

Consolidated Balance Sheet

12

Company Balance Sheet

13

Consolidated Statement of Changes in Equity

14

Company Statement of Changes in Equity

15

Consolidated Cash Flow Statement

16

Notes to the Consolidated Cash Flow Statement

17

Notes to the Consolidated Financial Statements

18

DIRECTORS:

C A Skidmore

Dr T A Skidmore

J A Ledsham

D C Skidmore

REGISTERED OFFICE:

The Old Pottery

4 Hillside Road

Aldershot

Hampshire

GU11 3NB

REGISTERED NUMBER:

03377633 (England and Wales)

SENIOR STATUTORY AUDITOR:

Paul Robert Scriven FCCA

AUDITORS:

Paterson Brodie Limited

Chartered Certified Accountants

Statutory Auditor

Cliveden Chambers

Cliveden Place

Longton

Stoke-on-Trent

Staffordshire

ST3 4JB

The directors present their strategic report of the company and the group for the year ended 31 August 2025.

REVIEW OF BUSINESS

The financial performance for the year shows an operating profit of £1,250,546 (year ended 31st August 2024 - £1,322,636).

The Minchem Limited Group of Companies consists of 4 entities;

Minchem Limited an established trading, agency and distribution business with a focus on Zirconium-based specialist products, minerals and chemicals.

Minchem HMP Limited is an established ceramic mineral milling and blending business, with a focus on milling of Zircon (Zirconium Silicate) and related minerals.

ACCS Limited is a manufacturer and supplier of protective linings used in industrial corrosive environments.

Minchem Europe SrL, incorporated in Italy, was formed in 2019 to enable the group to maintain a presence in the European Union post Brexit.

The group was formed following the acquisition by Minchem Limited of Minchem HMP Limited in 2006. ACCS Limited was acquired in 2012. Both companies are based on the same site in Stoke-on-Trent.

The future growth of the group is reliant upon the continued development of the existing business relationships with suppliers and on a number of potential overseas opportunities, in particular in the US, Spain, Korea and Australia.

PRINCIPAL RISKS AND UNCERTAINTIES

Despite the fact that the group companies products can be described as 'niche', each of the group companies operates in highly competitive market areas. In order to maintain competitive pricing, costs, margins and final selling prices are reviewed on a regular basis.

Supply chain risks are managed by a combination of nurturing long-term business relationships with suppliers and holding buffer stocks of materials in UK and European stores. Potential alternative suppliers are vetted on an on-going basis.

The directors continue to monitor developments in global supply chains, including the ongoing trade tensions between the United States and China and the resulting restrictions on the export of certain chemicals from China. In addition, continuing conflict in the Middle East has contributed to disruption within international shipping routes and logistics networks.

These factors risk increases in costs and reduced availability of certain raw materials and supplies. The company has sought to mitigate these risks by actively engaging with alternative suppliers and reviewing procurement arrangements in order to maintain continuity of supply and minimise operational disruption.

KEY PERFORMANCE INDICATORS (KPI'S)

The directors monitor progress of the company by reference to the operating results;

Year ended

31st August 2025

31st August 2024

Profit before tax

£1,306,718

£1,286,867

The results are in line with forecast, taking into account the volatility of the exchange rate and commodity prices during the year.

FINANCIAL RISK MANAGEMENT

The primary financial risk exposure for the group relates to foreign exchange. The group companies purchase the majority of their raw materials in US Dollars, Japanese Yen and Euro's and sell in Sterling, Euro's and US Dollars. Whenever possible, purchase and sale are made in the same currency but when not possible, the forex position is reviewed on a regular basis.

ON BEHALF OF THE BOARD:

Dr T A Skidmore - Director

26 May 2026

The directors present their report with the financial statements of the company and the group for the year ended 31 August 2025.

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was that of the processing and sale of minerals and chemicals.

DIVIDENDS

An interim dividend of £11,900 per share on the Ordinary T £1 shares was paid on 1 October 2024. The directors recommend a final dividend of £72,000 per share be paid on these shares, giving a total of £83,900.

No interim dividend was paid on the Ordinary D £1 shares. The directors recommend a final dividend of £36,000 per share be paid on these shares, giving a total of £36,000.

No interim dividend was paid on the Ordinary C £1 shares. The directors recommend that no final dividend be paid on these shares.

No interim dividend was paid on the Ordinary J £1 shares. The directors recommend that no final dividend be paid on these shares.

No interim dividend was paid on the Ordinary £1 shares. The directors recommend that no final dividend be paid on these shares.

No interim dividend was paid on the Ordinary A £1 shares. The directors recommend that no final dividend be paid on these shares.

Total dividends for the year = £119,900

DIRECTORS

The directors shown below have held office during the whole of the period from 1 September 2024 to the date of this report.

C A Skidmore

Dr T A Skidmore

J A Ledsham

D C Skidmore

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and 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 and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are 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 each director 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, Paterson Brodie Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Dr T A Skidmore - Director

26 May 2026

Opinion

We have audited the financial statements of Minchem Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 August 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, 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 August 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 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 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 directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, 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 Directors 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 Directors 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 Directors.

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 directors' remuneration specified by law are not made; or

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

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on pages four and five, 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 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.

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:

We obtained an understanding of the legal and regulatory frameworks applicable to the group and the sector in which it operates. We identified that the most significant of these were the Companies Act 2006 and UK taxation legislation.

At the group level, we obtained an understanding of how management and those charged with governance ensure compliance with these frameworks, including consideration of the control environment and processes in place across the group. This included enquiries of group management and, where appropriate, component management.

We assessed the susceptibility of the group financial statements to material misstatement, including the risk of fraud and how it might occur, including at component level. In response to these risks, we designed and performed audit procedures that included:

- Evaluating the design and implementation of key controls relevant to the prevention and detection of fraud across the group;

- Considering the risk of management override of controls, including at both group and component levels, through testing of journal entries and other adjustments, with a focus on unusual or high-risk transactions;

- Reviewing significant accounting estimates for bias and challenging the assumptions and judgements applied by management;

- Assessing the business rationale of significant or unusual transactions; and

- Assessing the extent of compliance with relevant laws and regulations.

We ensured that the engagement team were informed of the identified risks and relevant laws and regulations, and that audit procedures were directed appropriately.

However, the primary responsibility for the prevention and detection of fraud rests with management and those charged with governance. Due to the inherent limitations of an audit, there remains an unavoidable risk that material misstatements may not be detected, particularly those arising from fraud involving collusion, forgery, deliberate omissions, misrepresentation or the override of internal controls. As a result, our audit procedures are designed to provide reasonable, but not absolute, assurance that the financial statements are free from material misstatement.

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.

Paul Robert Scriven FCCA (Senior Statutory Auditor)

for and on behalf of Paterson Brodie Limited

Chartered Certified Accountants

Statutory Auditor

Cliveden Chambers

Cliveden Place

Longton

Stoke-on-Trent

Staffordshire

ST3 4JB

26 May 2026

TURNOVER

3

15,811,559

18,364,912

Cost of sales

12,146,711

14,150,320

GROSS PROFIT

3,664,848

4,214,592

Distribution costs

588,739

413,813

Administrative expenses

1,825,563

2,478,143

2,414,302

2,891,956

OPERATING PROFIT

5

1,250,546

1,322,636

Fair value adjustment on quoted investments

6

24,277

(37,068

)

1,274,823

1,285,568

Income from fixed asset investments

224

226

Interest receivable and similar income

33,833

1,073

34,057

1,299

1,308,880

1,286,867

Interest payable and similar expenses

7

2,162

-

PROFIT BEFORE TAXATION

1,306,718

1,286,867

Tax on profit

8

350,215

327,251

PROFIT FOR THE FINANCIAL YEAR

956,503

959,616

Profit attributable to:

Owners of the parent

956,503

959,616

PROFIT FOR THE YEAR

956,503

959,616

OTHER COMPREHENSIVE INCOME

Purchase of own shares

(132,534

)

(91,114

)

Income tax relating to other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

(132,534

)

(91,114

)

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

823,969

868,502

Total comprehensive income attributable to:

Owners of the parent

823,969

868,502

FIXED ASSETS

Intangible assets

11

1

1

Tangible assets

12

331,763

336,946

Investments

13

60,555

36,277

392,319

373,224

CURRENT ASSETS

Stocks

14

5,455,345

5,044,635

Debtors

15

3,615,719

3,594,420

Cash at bank and in hand

6,155,306

5,570,526

15,226,370

14,209,581

CREDITORS

Amounts falling due within one year

16

4,068,089

3,736,812

NET CURRENT ASSETS

11,158,281

10,472,769

TOTAL ASSETS LESS CURRENT LIABILITIES

11,550,600

10,845,993

PROVISIONS FOR LIABILITIES

18

34,291

32,953

NET ASSETS

11,516,309

10,813,040

CAPITAL AND RESERVES

Called up share capital

19

7,904

8,704

Capital redemption reserve

20

92,100

91,300

Retained earnings

20

11,416,305

10,713,036

SHAREHOLDERS' FUNDS

11,516,309

10,813,040

The financial statements were approved by the Board of Directors and authorised for issue on 26 May 2026 and were signed on its behalf by:

C A Skidmore - Director

Dr T A Skidmore - Director

FIXED ASSETS

Intangible assets

11

-

-

Tangible assets

12

70,702

64,445

Investments

13

1,410,704

1,386,426

1,481,406

1,450,871

CURRENT ASSETS

Stocks

14

3,337,011

2,882,140

Debtors

15

3,482,277

2,572,277

Cash at bank and in hand

3,545,655

3,938,087

10,364,943

9,392,504

CREDITORS

Amounts falling due within one year

16

2,977,478

2,580,274

NET CURRENT ASSETS

7,387,465

6,812,230

TOTAL ASSETS LESS CURRENT LIABILITIES

8,868,871

8,263,101

PROVISIONS FOR LIABILITIES

18

5,796

-

NET ASSETS

8,863,075

8,263,101

CAPITAL AND RESERVES

Called up share capital

19

7,904

8,704

Capital redemption reserve

20

92,100

91,300

Retained earnings

20

8,763,071

8,163,097

SHAREHOLDERS' FUNDS

8,863,075

8,263,101

Company's profit for the financial year

853,208

757,937

The financial statements were approved by the Board of Directors and authorised for issue on 26 May 2026 and were signed on its behalf by:

C A Skidmore - Director

Dr T A Skidmore - Director

Called up

Capital

share

Retained

redemption

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 September 2023

9,250

10,045,084

90,750

10,145,084

Changes in equity

Increase in share capital

4

-

-

4

Reduction in share capital

(550

)

-

-

(550

)

Dividends

-

(200,000

)

-

(200,000

)

Total comprehensive income

-

867,952

550

868,502

Balance at 31 August 2024

8,704

10,713,036

91,300

10,813,040

Changes in equity

Reduction in share capital

(800

)

-

-

(800

)

Dividends

-

(119,900

)

-

(119,900

)

Total comprehensive income

-

823,169

800

823,969

Balance at 31 August 2025

7,904

11,416,305

92,100

11,516,309

Called up

Capital

share

Retained

redemption

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 September 2023

9,250

7,696,824

90,750

7,796,824

Changes in equity

Increase in share capital

4

-

-

4

Reduction in share capital

(550

)

-

-

(550

)

Dividends

-

(200,000

)

-

(200,000

)

Total comprehensive income

-

666,273

550

666,823

Balance at 31 August 2024

8,704

8,163,097

91,300

8,263,101

Changes in equity

Reduction in share capital

(800

)

-

-

(800

)

Dividends

-

(119,900

)

-

(119,900

)

Total comprehensive income

-

719,874

800

720,674

Balance at 31 August 2025

7,904

8,763,071

92,100

8,863,075

Cash flows from operating activities

Cash generated from operations

1

1,336,411

2,407,179

Interest paid

(11

)

-

Finance costs paid

(2,151

)

-

Tax paid

(483,036

)

(339,103

)

Net cash from operating activities

851,213

2,068,076

Cash flows from investing activities

Purchase of tangible fixed assets

(47,256

)

(72,855

)

Sale of tangible fixed assets

-

9,500

Interest received

33,833

1,073

Dividends received

224

226

Net cash from investing activities

(13,199

)

(62,056

)

Cash flows from financing activities

Share issue

-

4

Share buyback

(133,334

)

(91,664

)

Equity dividends paid

(119,900

)

(200,000

)

Net cash from financing activities

(253,234

)

(291,660

)

Increase in cash and cash equivalents

584,780

1,714,360

Cash and cash equivalents at beginning of year

2

5,570,526

3,856,166

Cash and cash equivalents at end of year

2

6,155,306

5,570,526

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

31.8.25

31.8.24

£

£

Profit before taxation

1,306,718

1,286,867

Depreciation charges

52,439

49,022

Profit on disposal of fixed assets

-

(9,499

)

Quoted investments fair value adjustment

(24,277

)

37,069

Finance costs

2,162

-

Finance income

(34,057

)

(1,299

)

1,302,985

1,362,160

(Increase)/decrease in stocks

(410,710

)

481,817

Decrease/(increase) in trade and other debtors

118,701

(864,357

)

Increase in trade and other creditors

325,435

1,427,559

Cash generated from operations

1,336,411

2,407,179

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 August 2025

31.8.25

1.9.24

£

£

Cash and cash equivalents

6,155,306

5,570,526

Year ended 31 August 2024

31.8.24

1.9.23

£

£

Cash and cash equivalents

5,570,526

3,856,166

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.9.24

Cash flow

At 31.8.25

£

£

£

Net cash

Cash at bank and in hand

5,570,526

584,780

6,155,306

5,570,526

584,780

6,155,306

Total

5,570,526

584,780

6,155,306