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Benbow Group Holdings Limited
Annual Report and Consolidated Financial Statements
Year Ended 31 December 2025

Registration number: 11626199

Benbow Group Holdings Limited

Contents

Company Information | 1
Strategic Report | 2
Directors' Report | 3 to 4
Statement of Directors' Responsibilities | 5
Independent Auditor's Report | 6 to 10
Consolidated Profit and Loss Account | 11
Consolidated Balance Sheet | 12
Balance Sheet | 13
Consolidated Statement of Changes in Equity | 14
Statement of Changes in Equity | 15
Consolidated Statement of Cash Flows | 16
Notes to the Financial Statements | 17 to 29

Benbow Group Holdings Limited

Company Information

Directors | Mr S J Bailey Mr M Gill Mr N J E Roberts Mr D J Selley Mr T A Wood Mr C G Waterfield Mr Ian I Griffiths

Company secretary | Mr N J E Roberts

Registered office | 1 Minerva Way Brunel Industrial Estate Newton Abbot Devon TQ12 4PJ

Auditors | PKF Francis Clark Statutory AuditorCentenary House Peninsula Park Rydon Lane Exeter EX2 7XE

Benbow Group Holdings Limited

Strategic Report

Year Ended 31 December 2025

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

Principal activity

The principal activity of the group is that of high-end retail, residential and office fit out. The principal activity of the parent company is that of a holding company.

Fair review of the business

The directors are pleased with the group's performance in the year in light of the general economic circumstances. Management consider the key performance indicators of the group to be turnover, gross profit margin and operating profit. Turnover decreased 11% to £12,032,751, gross profit achieved fell slightly to 24.9% (2024 - 28.3%) and operating profit for the year was £1,272,045 (2024 - £1,867,820). The net current assets of the group are £1,929,135 and cash balances remain healthy at £1,948,234 (2024 - £3,961,277).
At the year end the company had substantial secured orders and work in progress to complete.

Principal risks and uncertainties

The impacts of the uncertain economic future are the biggest risk to our business including potential depressed economic climate, inflationary pressures, material supply shortages and general competition. The group addresses these risks by building on its reputation for delivering first rate service to customers, whilst using exceptional supply chain relationships.
The group has sufficient liquidity, with a strong order book, that allows the Directors to have a reasonable expectation that the Group has the resources to continue for the foreseeable future.
The Directors have reviewed the risks and uncertainties and conclude that there are no material uncertainties and therefore the going concern basis of preparation is appropriate.

Approved and authorised by the Board on 3 June 2026 and signed on its behalf by:

......................................... Mr C G Waterfield Director

Benbow Group Holdings Limited

Directors' Report

Year Ended 31 December 2025

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

Directors of the group

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

Mr S J Bailey

Mr M Gill

Mr N J E Roberts

Mr D J Selley

Mr T A Wood

Mr C G Waterfield (appointed 1 July 2025)

Mr Ian I Griffiths (appointed 1 July 2025)

Financial instruments

Objectives and policies

The group's activities expose it to a number of financial risks including price risk, material supply risk, credit risk, cash flow risk and liquidity risk. The group's approach to these risks is shown below.
The group's principal financial instruments comprise trade debtors, bank balances and trade creditors.

Price risk, credit risk, liquidity risk and cash flow risk

Price risk
The group is exposed to supplier price risk. The group manages its exposure to this risk by engaging in ongoing negotiations with suppliers over prices, including rebates, discounts and set price agreements.
Material supply risk
The group is exposed to material supply risk, with a worldwide shortage of raw materials. The group manages its exposure to this risk well by utilising the group’s ability to place reservation bulk orders with key suppliers, ensuring the raw material is then secured at a fixed price. The group has developed long standing relationships with its key suppliers.
Credit risk
The group''s principal financial assets comprise trade debtors and bank balances. The group's credit risk is primarily attributable to its trade debtors and amounts recoverable on contracts. The amounts presented in the balance sheet are net of allowances for doubtful receivables.
Liquidity risk
The group's approach to managing liquidity in respect of bank balances is by successfully maintaining a balance between the continuity of funding and flexibility through the use of built up cash reserves.
Cash flow risk
The group's activities expose it primarily to the financial risk of recovering amounts due on contracts. The group manages this risk well by reviewing contract progress monthly and agreeing with customers the stage of completion and amounts due.

Benbow Group Holdings Limited

Directors' Report

Year Ended 31 December 2025

Disclosure of information to the auditor

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.

Approved and authorised by the Board on 3 June 2026 and signed on its behalf by:

......................................... Mr C G Waterfield Director

Benbow Group Holdings Limited

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards 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 group and the company 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 apply them consistently;

• | make judgements and accounting estimates that are reasonable and prudent;

• | state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

• | 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 group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and the company 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 group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Benbow Group Holdings Limited

Independent Auditor's Report to the Members of Benbow Group Holdings Limited

Opinion

We have audited the financial statements of Benbow Group Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025, which comprise the Consolidated Profit and Loss Account, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, and 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 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 auditor responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group and parent company's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were 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 included in the annual report, other than the financial statements and our auditor’s report 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.

Benbow Group Holdings Limited

Independent Auditor's Report to the Members of Benbow Group Holdings Limited

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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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 matter prescribed by the Companies Act 2006

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

• | the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• | the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report.

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 5, 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.

Benbow Group Holdings Limited

Independent Auditor's Report to the Members of Benbow Group Holdings Limited

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
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:

As part of our audit planning, we obtained an understanding of the legal and regulatory framework that is applicable to the group. We gained an understanding of the group and the industry in which the group operates as part of this assessment to identify the key laws and regulations affecting the group. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006 and relevant tax legislation.
We discussed with management how the compliance with these laws and regulations is monitored and obtained copies of the key policies and procedures in place. We also identified the individuals who have responsibility for ensuring that the group complies with laws and regulations and deals with reporting any issues if they arise. As part of our planning procedures, we assessed the risk of any non-compliance with laws and regulations on the group's ability to continue trading and the risk of material misstatement to the accounts.
We also evaluated managements' incentives and opportunities for fraudulent manipulation of the financial statements. We determined that the principal risks were related to overstatement of profit either through overstating revenue, understating expenditure, or management bias in accounting estimates, such as profit recognition on long term contracts. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

Benbow Group Holdings Limited

Independent Auditor's Report to the Members of Benbow Group Holdings Limited

Based on this understanding we designed our audit procedures to identify irregularities. Our procedures involved the following:
• Enquiries of those charged with governance, regarding their knowledge of any non-compliance or potential non-compliance with laws and regulations that could affect the financial statements;
• Review of minutes of meetings of those charged with governance;
• Review of any health and safety incidents which have been reported under The Reporting of Injuries, Diseases and Dangerous Occurrences Regulations 2013 (“RIDDOR”) during the year;
• Reviewed legal and professional costs to identify any possible non-compliance of laws and regulations;
• Challenging assumptions and judgements made by management in its significant accounting estimates;
• Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business;
• Testing the recognition of revenue and costs, particularly in relation to long-term contracts in progress at the year end date; and
• Reviewing draft tax computations.

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. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate omissions, collusion, forgery, misrepresentations, or the override of internal controls. We are also less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s 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 auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Benbow Group Holdings Limited

Independent Auditor's Report to the Members of Benbow Group Holdings Limited

......................................
Robert Deare (Senior Statutory Auditor)
PKF Francis Clark, Statutory Auditor
Centenary House
Peninsula Park
Rydon Lane
Exeter
EX2 7XE

3 June 2026

Benbow Group Holdings Limited

Consolidated Profit and Loss Account

Year Ended 31 December 2025

| Note | 2025 £ | 2024 £
Turnover | 3 | 12,032,751 | 13,476,473
Cost of sales |  | (9,039,070) | (9,658,858)
Gross profit |  | 2,993,681 | 3,817,615
Administrative expenses |  | (1,721,636) | (1,949,795)
Operating profit | 4 | 1,272,045 | 1,867,820
Other interest receivable and similar income | 8 | 30,927 | 33,769
Interest payable and similar expenses | 9 | (9,231) | (13,260)
Profit before tax |  | 1,293,741 | 1,888,329
Tax on profit | 10 | (325,406) | (477,091)
Profit for the financial year |  | 968,335 | 1,411,238
Profit/(loss) attributable to: |  |  |
Owners of the company |  | 968,335 | 1,411,238

Benbow Group Holdings Limited

Consolidated Balance Sheet

31 December 2025

| Note | 2025 £ | 2024 £
Fixed assets |  |  |
Tangible assets | 11 | 850,056 | 922,164
Current assets |  |  |
Stocks | 13 | 275,140 | 278,277
Debtors | 14 | 2,427,238 | 1,269,103
Cash at bank and in hand |  | 1,948,234 | 3,961,277
|  | 4,650,612 | 5,508,657
Creditors: Amounts falling due within one year | 17 | (2,721,477) | (3,586,028)
Net current assets |  | 1,929,135 | 1,922,629
Total assets less current liabilities |  | 2,779,191 | 2,844,793
Creditors: Amounts falling due after more than one year | 17 | (61,542) | (103,261)
Provisions for liabilities | 21 | (164,000) | (159,000)
Net assets |  | 2,553,649 | 2,582,532
Capital and reserves |  |  |
Called up share capital | 22 | 20,000 | 20,000
Capital redemption reserve |  | 30,000 | 30,000
Profit and loss account |  | 2,503,649 | 2,532,532
Equity attributable to owners of the company |  | 2,553,649 | 2,582,532
Shareholders' funds |  | 2,553,649 | 2,582,532

Approved and authorised by the Board on 3 June 2026 and signed on its behalf by:

......................................... Mr C G Waterfield Director

Company Registration Number: 11626199

Benbow Group Holdings Limited

Balance Sheet

31 December 2025

| Note | 2025 £ | 2024 £
Fixed assets |  |  |
Investments | 12 | 20,000 | 20,000
Current assets |  |  |
Cash at bank and in hand |  | 268,081 | 288,924
Creditors: Amounts falling due within one year | 17 | (237,160) | (257,897)
Net current assets |  | 30,921 | 31,027
Net assets |  | 50,921 | 51,027
Capital and reserves |  |  |
Called up share capital | 22 | 20,000 | 20,000
Profit and loss account |  | 30,921 | 31,027
Shareholders' funds |  | 50,921 | 51,027

The company has taken the exemption in section 408 of the Companies Act 2006 and has not presented its individual profit and loss account. The company made a profit after tax for the financial year of £997,112 (2024 - profit of £890,954).

Approved and authorised by the Board on 3 June 2026 and signed on its behalf by:

......................................... Mr C G Waterfield Director

Company Registration Number: 11626199

Benbow Group Holdings Limited

Consolidated Statement of Changes in Equity

Year Ended 31 December 2025

| Share capital £ | Capital redemption reserve £ | Profit and loss account £ | Total £
At 1 January 2025 | 20,000 | 30,000 | 2,532,532 | 2,582,532
Profit for the year | - | - | 968,335 | 968,335
Gift to Employee Ownership Trust | - | - | (997,218) | (997,218)
At 31 December 2025 | 20,000 | 30,000 | 2,503,649 | 2,553,649

| Share capital £ | Capital redemption reserve £ | Profit and loss account £ | Total £
At 1 January 2024 | 20,000 | 30,000 | 2,012,473 | 2,062,473
Profit for the year | - | - | 1,411,238 | 1,411,238
Gift to Employee Ownership Trust | - | - | (891,179) | (891,179)
At 31 December 2024 | 20,000 | 30,000 | 2,532,532 | 2,582,532

Benbow Group Holdings Limited

Statement of Changes in Equity

Year Ended 31 December 2025

| Share capital £ | Profit and loss account £ | Total £
At 1 January 2025 | 20,000 | 31,027 | 51,027
Profit for the year | - | 997,112 | 997,112
Gift to Employee Ownership Trust | - | (997,218) | (997,218)
At 31 December 2025 | 20,000 | 30,921 | 50,921

| Share capital £ | Profit and loss account £ | Total £
At 1 January 2024 | 20,000 | 31,252 | 51,252
Profit for the year | - | 890,954 | 890,954
Gift to Employee Ownership Trust | - | (891,179) | (891,179)
At 31 December 2024 | 20,000 | 31,027 | 51,027

Benbow Group Holdings Limited

Consolidated Statement of Cash Flows

Year Ended 31 December 2025

| Note | 2025 £ | 2024 £
Cash flows from operating activities
Profit for the year |  | 968,335 | 1,411,238
Adjustments to cash flows from non-cash items |  |  |
Depreciation and amortisation | 4 | 133,704 | 137,507
Loss on disposal of tangible assets |  | 7,124 | 2,224
Finance income | 8 | (30,927) | (33,769)
Finance costs | 9 | 9,231 | 13,260
Income tax expense | 10 | 325,406 | 477,091
|  | 1,412,873 | 2,007,551
Working capital adjustments |  |  |
Decrease/(increase) in stocks | 13 | 3,137 | (52,145)
(Increase)/decrease in trade debtors | 14 | (1,158,135) | 72,756
(Decrease)/increase in trade creditors | 17 | (636,978) | 711,694
Cash generated from operations |  | (379,103) | 2,739,856
Income taxes paid | 10 | (532,728) | (503,340)
Net cash flow from operating activities |  | (911,831) | 2,236,516
Cash flows from investing activities |  |  |
Interest received |  | 30,927 | 33,769
Acquisitions of tangible assets |  | (73,630) | (60,314)
Proceeds from sale of tangible assets |  | 4,910 | -
Net cash flows from investing activities |  | (37,793) | (26,545)
Cash flows from financing activities |  |  |
Interest paid |  | (9,231) | (13,260)
Payments to finance lease creditors |  | (56,970) | (52,805)
Gift to Employee Ownership Trust |  | (997,218) | (891,179)
Net cash flows from financing activities |  | (1,063,419) | (957,244)
Net (decrease)/increase in cash and cash equivalents |  | (2,013,043) | 1,252,727
Cash and cash equivalents at 1 January |  | 3,961,277 | 2,708,550
Cash and cash equivalents at 31 December |  | 1,948,234 | 3,961,277

Benbow Group Holdings Limited

Notes to the Financial Statements

Year Ended 31 December 2025

1 | General information

The company is a private company limited by share capital, incorporated in England.

The address of its registered office is:
1 Minerva Way
Brunel Industrial Estate
Newton Abbot
Devon
TQ12 4PJ

These financial statements were authorised for issue by the Board on 3 June 2026.

2 | Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented.

Statement of compliance

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'. There are no material departures from FRS 102.

Basis of preparation

These financial statements have been prepared using the historical cost convention.

The functional currency of The Benbow Group Limited is considered to be pounds sterling because this is the currency of the primary economic environment in which the company operates.

Changes to FRS 102 in future periods

The Financial Reporting Council has published changes to FRS 102 which will take effect in next year’s financial statements. The main rule changes are to revenue and leases. There is no requirement to restate figures from previous years, so we do not expect any changes to the figures we report here for the year to December 2025 or any earlier periods. The main impact on figures for the year to December 2026 is that our main leases, in particular for the premises we rent, will be brought onto the balance sheet – increasing both Tangible Fixed Assets and Lease Liabilities from 1 January 2026 onwards. Payments on these leases after 1 January 2026 will be classified as depreciation or interest payable.

Basis of consolidation

The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December 2025.
As a consolidated profit and loss account is published, a separate profit and loss account for the parent company is omitted from the group financial statements by virtue of section 408 of the Companies Act 2006.

Benbow Group Holdings Limited

Notes to the Financial Statements

Year Ended 31 December 2025

Going concern

The directors have prepared budgets and cash flow forecast and are satisfied that the group has adequate resources available to discharge its obligations as they fall due for a period of at least 12 months from the date of approval of these financial statements. The group therefore continues to adopt the going concern basis in preparing its financial statements.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the group’s activities. Turnover is shown net of value added tax, returns, rebates and discounts and after eliminating sales within the group.
In the case of long term contracts, turnover reflects the contract activity during the year and is measured by refernence to stage of completion.

Tax

Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current corporation tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.

Deferred tax is recognised on all timing differences at the balance sheet date unless indicated below. Timing differences are differences between taxable profits and the results as stated in the consolidated profit and loss account and other comprehensive income. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class | Depreciation method and rate
Leasehold Improvements | 4% Straight Line
Motor Vehicles | 25% Reducing Balance
Plant and Machinery | 15% Reducing Balance
Office Equipment | 15% Reducing Balance

Benbow Group Holdings Limited

Notes to the Financial Statements

Year Ended 31 December 2025

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.
If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and
sell; the impairment loss is recognised immediately in profit or loss.

Long-term contracts

The attributable profit on long-term contracts is recognised once their outcome can be assessed with reasonable certainty. The profit recognised reflects the proportion of work completed on the project.
Contract work in progress is stated at costs incurred, less those transferred to the profit and loss account, after deducting foreseeable losses and payments on account not matched to turnover. Full provision is made for losses on all contracts in the period in which the loss is first foreseen.
Amounts recoverable on contracts are included in debtors and represent turnover recognised in excess of payments on account.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.
Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation.
Lease payments are apportioned between finance costs in the profit and loss account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.

Benbow Group Holdings Limited

Notes to the Financial Statements

Year Ended 31 December 2025

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

Financial instruments

Classification
The group holds the following financial instruments:
• Short term group balances
• Hire purchase agreements
• Short term trade and other debtors and creditors; and
• Cash and bank balances.
All financial instruments are classified as basic.
Recognition and measurement
The group has chosen to apply the recognition and measurement principles in FRS102.
Financial instruments are recognised when the group becomes party to the contractual provisions of the instrumentand derecognised when in the case of assets, the contractual rights to cash flows from the assets expire or substantially all the risks and rewards of ownership are transferred to another party, or in the case of liabilities, when the company’s obligations are discharged,expire or are cancelled.
With the exception of hire purchase agreements, such instruments are initially measured at transaction price, including transaction costs, and are subsequently carried at the undiscounted amount of the cash or other consideration expected to be paid or received, after taking account of impairment adjustments.
Hire purchase agreements are measured at amortised cost using the effective interest rate method.

3 | Turnover

The analysis of the group's Turnover for the year from continuing operations is as follows:

| 2025 £ | 2024 £
Manufacture and installation | 12,032,751 | 13,476,473

Benbow Group Holdings Limited

Notes to the Financial Statements

Year Ended 31 December 2025

The analysis of the group's Turnover for the year by market is as follows:

| 2025 £ | 2024 £
UK | 10,709,148 | 13,108,572
Europe | 1,323,603 | 355,686
Rest of world | - | 12,215
| 12,032,751 | 13,476,473

4 | Operating profit

Arrived at after charging/(crediting)

| 2025 £ | 2024 £
Depreciation expense | 133,704 | 137,507
Foreign exchange losses/(gains) | 12,946 | (1,797)
Operating lease expense - property | 258,000 | 238,000
Operating lease expense - plant and machinery | 8,831 | 7,064
Loss on disposal of property, plant and equipment | 7,124 | 2,224

5 | Staff costs

The aggregate payroll costs (including directors' remuneration) were as follows:

| 2025 £ | 2024 £
Wages and salaries | 4,505,345 | 4,738,661
Pension costs, defined contribution scheme | 174,180 | 228,719
Other employee expense | 63,161 | 69,424
| 4,742,686 | 5,036,804

The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:

| 2025 No. | 2024 No.
Production | 54 | 55
Administration and support | 36 | 36
| 90 | 91

Benbow Group Holdings Limited

Notes to the Financial Statements

Year Ended 31 December 2025

6 | Directors' remuneration

The directors' remuneration for the year was as follows:

| 2025 £ | 2024 £
Remuneration | 453,296 | 676,288
Contributions paid to money purchase schemes | 174,180 | 228,719
| 627,476 | 905,007

During the year the number of directors who were receiving benefits and share incentives was as follows:

| 2025 No. | 2024 No.
Accruing benefits under money purchase pension scheme | 6 | 5

In respect of the highest paid director:

| 2025 £ | 2024 £
Remuneration | 126,430 | 157,692
Company contributions to money purchase pension schemes | 7,255 | 22,046

7 | Auditor's remuneration

| 2025 £ | 2024 £
Audit of these financial statements | 2,500 | 2,500

8 | Other interest receivable and similar income

| 2025 £ | 2024 £
Interest income on bank deposits | 30,927 | 33,769

9 | Interest payable and similar expenses

| 2025 £ | 2024 £
Interest on obligations under finance leases and hire purchase contracts | 9,231 | 13,260

Benbow Group Holdings Limited

Notes to the Financial Statements

Year Ended 31 December 2025

10 | Taxation

Tax charged/(credited) in the consolidated profit and loss account

| 2025 £ | 2024 £
Current taxation |  |
UK corporation tax | 300,084 | 489,569
UK corporation tax adjustment to prior periods | 20,322 | 1,522
| 320,406 | 491,091
Deferred taxation |  |
Arising from origination and reversal of timing differences | 5,000 | (14,000)
Tax expense in the income statement | 325,406 | 477,091

The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2024 - higher than the standard rate of corporation tax in the UK) of 25% (2024 - 25%).
The differences are reconciled below:

| 2025 £ | 2024 £
Profit before tax | 1,293,741 | 1,888,329
Corporation tax at standard rate | 323,435 | 472,082
Effect of expense not deductible in determining taxable profit | 909 | 1,399
Increase in tax from adjustment for prior periods | 1,062 | 1,522
Deferred tax expense from adjustment to prior period | - | 2,088
Total tax charge | 325,406 | 477,091

Deferred tax

Group

Deferred tax assets and liabilities

2025 | Liability £
Accelerated capital allowances | 164,000
| 164,000

2024 | Liability £
Accelerated capital allowances | 159,000
| 159,000

Benbow Group Holdings Limited

Notes to the Financial Statements

Year Ended 31 December 2025

11 | Tangible assets

Group

| Leasehold improvements £ | Plant and machinery £ | Motor vehicles £ | Office equipment £ | Total £
Cost or valuation
At 1 January 2025 | 217,734 | 1,343,395 | 206,153 | 206,860 | 1,974,142
Additions | - | 51,876 | - | 21,754 | 73,630
Disposals | - | - | (28,195) | (44,890) | (73,085)
At 31 December 2025 | 217,734 | 1,395,271 | 177,958 | 183,724 | 1,974,687
Depreciation
At 1 January 2025 | 34,534 | 795,170 | 104,948 | 117,326 | 1,051,978
Charge for the year | 8,735 | 85,551 | 24,430 | 14,988 | 133,704
Eliminated on disposal | - | - | (23,797) | (37,254) | (61,051)
At 31 December 2025 | 43,269 | 880,721 | 105,581 | 95,060 | 1,124,631
Carrying amount
At 31 December 2025 | 174,465 | 514,550 | 72,377 | 88,664 | 850,056
At 31 December 2024 | 183,200 | 548,225 | 101,205 | 89,534 | 922,164

Assets held under finance leases and hire purchase contracts

The net carrying amount of tangible assets includes the following amounts in respect of assets held under finance leases and hire purchase contracts:

| 2025 £ | 2024 £
Motor vehicles | 18,065 | 42,292
Plant and machinery | 123,138 | 252,373
| 141,203 | 294,665

Benbow Group Holdings Limited

Notes to the Financial Statements

Year Ended 31 December 2025

12 | Investments

Company

| Subsidiaries £
Cost or valuation
At 1 January 2025 | 20,000
At 31 December 2025 | 20,000
Carrying amount
At 31 December 2025 | 20,000
At 31 December 2024 | 20,000

Details of undertakings

Details of the investments in which the company holds any class of share capital are as follows:

Undertaking | Registered office | Holding | Proportion of voting rights and shares held
|  |  | 2025 | 2024
Subsidiary undertakings
The Benbow Group Limited | 1 Minerva Way Brunel Industrial Estate Newton Abbot Devon TQ12 4PJ | Ordinary shares | 100% | 100%
Benbow Interiors Limited* | 1 Minerva Way Brunel Industrial Estate Newton Abbot Devon TQ12 4PJ | Ordinary shares | 100% | 100%

Subsidiary undertakings
The Benbow Group Limited The principal activity of The Benbow Group Limited is high-end retail, residential and office fit out.
Benbow Interiors Limited* The principal activity of Benbow Interiors Limited* is dormant.

* Held by The Benbow Group Limited.

Benbow Group Holdings Limited

Notes to the Financial Statements

Year Ended 31 December 2025

13 | Stocks

| Group | Company
| 2025 £ | 2024 £ | 2025 £ | 2024 £
Raw materials | 275,140 | 278,277 | - | -

14 | Debtors

| Group | Company
| 2025 £ | 2024 £ | 2025 £ | 2024 £
Trade debtors | 1,631,702 | 425,117 | - | -
Other debtors | 33,285 | 32,980 | - | -
Prepayments | 258,340 | 199,350 | - | -
Amounts recoverable on long-term contracts | 503,911 | 611,656 | - | -
| 2,427,238 | 1,269,103 | - | -

15 | Cash and cash equivalents

| Group | Company
| 2025 £ | 2024 £ | 2025 £ | 2024 £
Cash on hand | 2,237 | 1,594 | - | -
Cash at bank | 1,945,997 | 3,959,683 | 268,081 | 288,924
| 1,948,234 | 3,961,277 | 268,081 | 288,924

16 | Analysis of changes in net debt

Group

| At 1 January 2025 £ | Cash flows £ | At 31 December 2025 £
Cash and cash equivalents |  |  |
Cash | 3,961,277 | (2,013,043) | 1,948,234
Borrowings |  |  |
Lease liabilities | (161,223) | 56,970 | (104,253)
| 3,800,054 | (1,956,073) | 1,843,981

Benbow Group Holdings Limited

Notes to the Financial Statements

Year Ended 31 December 2025

17 | Creditors

|  | Group | Company
| Note | 2025 £ | 2024 £ | 2025 £ | 2024 £
Due within one year |  |  |  |  |
Loans and borrowings | 18 | 42,711 | 57,962 | - | -
Trade creditors |  | 419,274 | 630,656 | - | -
Amounts due to group undertakings |  | - | - | 232,061 | 252,598
Social security and other taxes |  | 505,150 | 584,144 | - | -
Other creditors |  | 39,965 | 6,011 | 5,099 | 5,299
Accruals |  | 564,880 | 885,147 | - | -
Corporation tax | 10 | 49,482 | 261,804 | - | -
Payments on account |  | 1,100,015 | 1,160,304 | - | -
|  | 2,721,477 | 3,586,028 | 237,160 | 257,897
Due after one year |  |  |  |  |
Loans and borrowings | 18 | 61,542 | 103,261 | - | -

18 | Loans and borrowings

Non-current loans and borrowings

| Group | Company
| 2025 £ | 2024 £ | 2025 £ | 2024 £
Hire purchase contracts | 61,542 | 103,261 | - | -

Current loans and borrowings

| Group | Company
| 2025 £ | 2024 £ | 2025 £ | 2024 £
Hire purchase contracts | 42,711 | 57,962 | - | -

Hire purchase creditors are secured on the assets to which they relate.

Benbow Group Holdings Limited

Notes to the Financial Statements

Year Ended 31 December 2025

19 | Obligations under leases and hire purchase contracts

Group

Operating leases

The total of future minimum lease payments is as follows:

| 2025 £ | 2024 £
Not later than one year | 339,859 | 279,575
Later than one year and not later than five years | 1,155,386 | 985,502
Later than five years | 1,060,097 | 1,205,000
| 2,555,342 | 2,470,077

The amount of non-cancellable operating lease payments recognised as an expense during the year was £362,210 (2024 - £323,611).

20 | Pension and other schemes

Defined contribution pension scheme

The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £174,180 (2024 - £228,719).

21 | Provisions for liabilities

Group

| Deferred tax £ | Total £
At 1 January 2025 | 159,000 | 159,000
Increase in existing provisions | 5,000 | 5,000
At 31 December 2025 | 164,000 | 164,000

22 | Share capital

Allotted, called up and fully paid shares

| 2025 | 2024
| No. | £ | No. | £
Class A shares of £1 each | 20,000 | 20,000 | 20,000 | 20,000

Benbow Group Holdings Limited

Notes to the Financial Statements

Year Ended 31 December 2025

23 | Related party transactions

Company

At the year end a director was owed £1,645 (2024: £1,845) by the company. This balance is included within other creditors. The balance is interest free and repayable on demand.