REGISTERED NUMBER: 06865782 (England and Wales)

Group Strategic Report, Report of the Directors and

Consolidated Financial Statements for the Year Ended 31 August 2025

for

Universal Textiles UK Ltd

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:

R Karia

M Karia

Ms H Karia

C J Sandall

M Joules

K Karia

SECRETARY:

R Karia

REGISTERED OFFICE:

50 Oswin Road,

Leicestershire

LE3 1HR

REGISTERED NUMBER:

06865782 (England and Wales)

AUDITORS:

Whitemoor Audit LLP

Fifth Floor 111,

Charterhouse Street

London

EC1M 6AW

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

REVIEW OF BUSINESS

The company has performed well against a backdrop of challenging business conditions and market uncertainty, particularly in its business with European countries and rest of the world. The company's benefited from the weakness in sterling during the period which helped its competitiveness.

The Company continues to have a strong balance sheet and good cash flow and continues to invest in its IT and staff.

The company position was as follows:

- Turnover has decreased by 7% - to £27,542,041 in the current year.

- Gross profit margin during the year as a percentage of sales was 17% (2024: 17%) which reflects the trading environment.

-The profit for the year after taxation was £735,570 (2024: £1,009,795).

- The cash balance on hand at 31 August 2025 was £839,837 (2024: £544,699)

- As at 31 August 2025 the available shareholders' fund stood at 435,637 (2024: £1,199,967)

PRINCIPAL RISKS AND UNCERTAINTIES

The Directors fully recognize and accept that the company operates in a risk environment both operationally and commercially. Management of risk is therefore integral to all of our activities.

The key risks to the business are volume, pricing and currency. The business monitors, manages and mitigates these risks. The risks are reviewed and debated by the board on a regular basis and updated together with planned activities to improve our risk control.

Financial Risk Management

The main risk arising from the company's financial instruments is liquidity risk. As can be seen from the cash flow notes in the annexed financial statements, the company currently does not suffer from a liquidity problem.

Foreign Currency Risk

The company is exposed to foreign currency fluctuation as some of the company's purchases and sales are in euros. The company minimizes this risk by agreeing appropriate pricing.

Competitive pressure risk

The company operates in a highly competitive market environment and performance may suffer if there is a loss of competitiveness vis-a vis its competitors. The company reviews the competitiveness of its services with its clients and customers in the market place.

Overall strategy

The overall strategy for the business is to continue to grow to both provide opportunities for progression to its employees and great value for its shareholders.

The plan is to increase the number of suppliers the company acts for and the number of marketplaces whilst continuing to deliver the best in class IT processes. These strategic thrusts will help deliver further growth in turnover, profitability and balance sheet in the coming year despite increasing external pressures for retail businesses.

FINANCIAL INSTRUMENTS

The risks to the company, as identified by the directors, are deemed to be loss of supply of critical products and inability for creditors to complete work within the target deadline imposed by the market place. Both these risks are stringently managed by close relationships with all stakeholders. Credit and performance checks are performed on all current suppliers, new suppliers and customers with automated alerts when credit rating changes. Internal reviews of all complaints and balances are also performed monthly.

ON BEHALF OF THE BOARD:

R Karia - Director

29 May 2026

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

DIVIDENDS

An interim dividend of 7.5 per share on the Ordinary Shares 0.001 shares was paid on . The directors recommend that no final dividend be paid on these shares.

No interim dividend was paid on the Growth Shares 0.001 shares. The directors recommend that no final dividend be paid on these shares.

The total distribution of dividends for the year ended 31 August 2025 will be £ 1,500,000 .

DIRECTORS

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

R Karia

M Karia

C J Sandall

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

R Karia

M Karia

C J Sandall

Other changes in directors holding office are as follows:

Ms H Karia - resigned 5 February 2025

Other changes in directors holding office are as follows:

Ms N Karia - resigned 10 February 2025

Ms H Karia - appointed 20 February 2025

M Joules - appointed 5 February 2025

K Karia - appointed 5 February 2025

CHARITABLE DONATIONS AND EXPENDITURE

A donation of £12,557 was made on behalf of the company to the charity Feed the Nation.

STREAMLINED ENERGY AND CARBON REPORTING

The directors understand that, as well as their legal responsibility to protect the environment, there is an overriding moral responsibility for the Company to have minimal negative impact on the environment. Our aspiration is to leave a sustainable and lasting positive impact on the surrounding area.

Universal Textiles UK Ltd utilizes an online reporting tool to measure its waste volumes, energy usage and carbon footprint. Using these measurements, Universal Textiles is then able to establish targets at Company level and subsequently identify realistic measures to reduce the environmental impact of the business's operations.

Universal Textiles UK Ltd is committed to the reduction of Greenhouse Gas (GHG) emissions related to operations across the business. To successfully deliver on this commitment, we have chosen to expand our scope of reporting.

Universal Textiles UK Ltd is implementing changes across the business to reduce our carbon footprint, for example, we have reduced electrical usage and equipment; we promote a cycle to work scheme and provide facilities for secure and safe storage of bikes and equipment.

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 or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, Whitemoor Audit LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

R Karia - Director

29 May 2026

Opinion

We have audited the financial statements of Universal Textiles UK Ltd (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 page 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:

• The engagement partner ensured that the engagement team collectively had the appropriate

competence, capabilities and skills to identify or recognise non-compliance with applicable laws

and regulations;

• We identified the laws and regulations applicable to the company through discussions with

directors and other management, and from our commercial knowledge and experience in the

catering industry.

•We focused on specific laws and regulations which we considered may have a direct material

effect on the financial statements or the operations of the company, including relevant legislation

such as the Companies Act 2006, taxation legislation, data protection, anti-bribery, employment,

environmental and health and safety legislation;

• We assessed the extent of compliance with the laws and regulations identified above through

making enquiries of management and inspecting legal correspondence; and

•Identified laws and regulations were communicated within the audit team regularly and the team

remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company's financial statements to material misstatement,

including obtaining an understanding of how fraud might occur, by:

•Making enquiries of management as to where they considered there was susceptibility to fraud,

their knowledge of actual, suspected and alleged fraud;

•Considering the internal controls in place to mitigate risks of fraud and non-compliance with laws

and regulations; and to address the risk of fraud through management bias and override of

controls, we:

•Performed analytical procedures to identify any unusual or unexpected relationships;

•Tested journal entries to identify unusual transactions;

•Assessed whether judgements and assumptions made in determining the accounting estimates

were indicative of potential bias;

•Investigated the rationale behind significant or unusual transactions; and in response to the risk of

irregularities and non-compliance with laws and regulations, we designed

procedures which included, but were not limited to:

•Agreeing financial statement disclosures to underlying supporting documentation;

•Reading the minutes of meetings of those charged with governance;

•Enquiring of management as to actual and potential litigation and claims;

•Reviewing correspondence with HMR

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.

Neal Brand (Senior Statutory Auditor)

for and on behalf of Whitemoor Audit LLP

Fifth Floor 111,

Charterhouse Street

London

EC1M 6AW

29 May 2026

TURNOVER

32,321,314

33,086,792

Cost of sales

26,410,694

27,551,128

GROSS PROFIT

5,910,620

5,535,664

Administrative expenses

4,293,255

3,954,794

1,617,365

1,580,870

Other operating income

19,304

34,205

OPERATING PROFIT

4

1,636,669

1,615,075

P/L on sale of tangible fixed

assets

5

1,028

33,358

1,637,697

1,648,433

Interest receivable and similar income

1,337

5,834

1,639,034

1,654,267

Interest payable and similar expenses

6

7,005

6,628

PROFIT BEFORE TAXATION

1,632,029

1,647,639

Tax on profit

7

335,913

214,850

PROFIT FOR THE FINANCIAL YEAR

1,296,116

1,432,789

Profit attributable to:

Owners of the parent

1,296,116

1,432,789

PROFIT FOR THE YEAR

1,296,116

1,432,789

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,296,116

1,432,789

Total comprehensive income attributable to:

Owners of the parent

1,296,116

1,432,789

FIXED ASSETS

Tangible assets

10

28,734

44,192

Investments

11

833

833

29,567

45,025

CURRENT ASSETS

Stocks

12

1,419,699

1,270,972

Debtors

13

2,864,065

2,846,573

Cash at bank

1,135,656

786,618

5,419,420

4,904,163

CREDITORS

Amounts falling due within one year

14

2,792,562

2,290,344

NET CURRENT ASSETS

2,626,858

2,613,819

TOTAL ASSETS LESS CURRENT LIABILITIES

2,656,425

2,658,844

CREDITORS

Amounts falling due after more than one year

15

(1,103,937

)

(900,021

)

PROVISIONS FOR LIABILITIES

16

(2,537

)

(4,988

)

NET ASSETS

1,549,951

1,753,835

CAPITAL AND RESERVES

Called up share capital

17

221

221

Retained earnings

18

1,549,730

1,753,614

SHAREHOLDERS' FUNDS

1,549,951

1,753,835

The financial statements were approved by the Board of Directors and authorised for issue on 29 May 2026 and were signed on its behalf by:

R Karia - Director

FIXED ASSETS

Tangible assets

10

21,969

44,192

Investments

11

1,033

1,033

23,002

45,225

CURRENT ASSETS

Stocks

12

921,417

1,146,206

Debtors

13

2,656,414

2,485,188

Cash at bank

839,837

544,699

4,417,668

4,176,093

CREDITORS

Amounts falling due within one year

14

2,602,575

2,116,342

NET CURRENT ASSETS

1,815,093

2,059,751

TOTAL ASSETS LESS CURRENT LIABILITIES

1,838,095

2,104,976

CREDITORS

Amounts falling due after more than one year

15

(1,400,021

)

(900,021

)

PROVISIONS FOR LIABILITIES

16

(2,537

)

(4,988

)

NET ASSETS

435,537

1,199,967

CAPITAL AND RESERVES

Called up share capital

17

221

221

Retained earnings

18

435,316

1,199,746

SHAREHOLDERS' FUNDS

435,537

1,199,967

Company's profit for the financial year

735,570

1,009,795

The financial statements were approved by the Board of Directors and authorised for issue on 29 May 2026 and were signed on its behalf by:

R Karia - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 September 2023

221

1,620,825

1,621,046

Changes in equity

Dividends

-

(1,300,000

)

(1,300,000

)

Total comprehensive income

-

1,432,789

1,432,789

Balance at 31 August 2024

221

1,753,614

1,753,835

Changes in equity

Dividends

-

(1,500,000

)

(1,500,000

)

Total comprehensive income

-

1,296,116

1,296,116

Balance at 31 August 2025

221

1,549,730

1,549,951

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 September 2023

221

1,489,951

1,490,172

Changes in equity

Dividends

-

(1,300,000

)

(1,300,000

)

Total comprehensive income

-

1,009,795

1,009,795

Balance at 31 August 2024

221

1,199,746

1,199,967

Changes in equity

Dividends

-

(1,500,000

)

(1,500,000

)

Total comprehensive income

-

735,570

735,570

Balance at 31 August 2025

221

435,316

435,537

Cash flows from operating activities

Cash generated from operations

1

2,262,605

1,103,972

Interest paid

(7,005

)

(6,628

)

Tax paid

(399,939

)

(295,382

)

Net cash from operating activities

1,855,661

801,962

Cash flows from investing activities

Purchase of tangible fixed assets

(7,960

)

(8,515

)

Sale of tangible fixed assets

-

56,011

Interest received

1,337

5,834

Net cash from investing activities

(6,623

)

53,330

Cash flows from financing activities

Equity dividends paid

(1,500,000

)

(1,300,000

)

Net cash from financing activities

(1,500,000

)

(1,300,000

)

Increase/(decrease) in cash and cash equivalents

349,038

(444,708

)

Cash and cash equivalents at beginning of year

2

786,618

1,231,326

Cash and cash equivalents at end of year

2

1,135,656

786,618

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

31.8.25

31.8.24

£

£

Profit before taxation

1,632,029

1,647,639

Depreciation charges

24,384

50,689

Finance costs

7,005

6,628

Finance income

(1,337

)

(5,834

)

1,662,081

1,699,122

Increase in stocks

(148,728

)

(383,628

)

Decrease/(increase) in trade and other debtors

20,553

(255,076

)

Increase in trade and other creditors

728,699

43,554

Cash generated from operations

2,262,605

1,103,972

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

1,135,656

786,618

Year ended 31 August 2024

31.8.24

1.9.23

£

£

Cash and cash equivalents

786,618

1,231,326

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.9.24

Cash flow

At 31.8.25

£

£

£

Net cash

Cash at bank

786,618

349,038

1,135,656

786,618

349,038

1,135,656

Total

786,618

349,038

1,135,656

1.	STATUTORY INFORMATION

Universal Textiles UK Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

- Freehold buildings over 50 years

- Leasehold land and buildings over the lease term

- Plant and machinery over 5 years

- Fixtures, fittings, tools and equipment over 5 years

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

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.

3.	EMPLOYEES AND DIRECTORS

31.8.25

31.8.24

£

£

Wages and salaries

2,745,842

2,124,424

Social security costs

209,075

174,363

Other pension costs

33,182

34,320

2,988,099

2,333,107

The average number of employees during the year was as follows:

31.8.25

31.8.24

Administrative

62

61

Sales

57

76

119

137

The average number of employees by undertakings that were proportionately consolidated during the year was NIL (2024 - NIL).

31.8.25

31.8.24

£

£

Directors' remuneration

131,372

105,568