REGISTERED NUMBER: 11581861 (England and Wales)

G H BROOKS & CO (HOLDINGS) LTD

GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 SEPTEMBER 2025

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Consolidated Income Statement

8

Consolidated Other Comprehensive Income

9

Consolidated Balance Sheet

10

Company Balance Sheet

11

Consolidated Statement of Changes in Equity

12

Company Statement of Changes in Equity

13

Consolidated Cash Flow Statement

14

Notes to the Consolidated Cash Flow Statement

15

Notes to the Consolidated Financial Statements

17

DIRECTORS:

Mr J P Broadwith

Mr A J Broadwith

Mr M T D Ward

REGISTERED OFFICE:

Hartwith House

Claro Road

Harrogate

North Yorkshire

HG1 4DS

REGISTERED NUMBER:

11581861 (England and Wales)

AUDITORS:

DSC Accountants Ltd

Chartered Accountants

Statutory Auditors

Tattersall House

East Parade

Harrogate

North Yorkshire

HG1 5LT

The directors present their strategic report of the company and the group for the year ended 30 September 2025.

REVIEW OF BUSINESS

Trading performance remained broadly in line with expectations. Following the acquisition of J Marsland & Sons Limited in the previous year, group turnover increased by 7% from £19,676,718 to £21,016,739 and gross profit margins increased from 34.1% to 35.2%. The group net profit before tax fell by 20% from £2,817,600 to £2,267,715 and the net assets of the group increased from £16,020,814 to £17,393,005.

Whilst the business continues to experience cost pressures, the directors are encouraged by the group's performance and its continued focus on enhancing operational efficiencies and profitability. The group remains committed to delivering high levels of customer service, supported by an experienced management team and dedicated employees.

The holding company continues to receive rental income on the properties owned.

The directors are satisfied with the results for the year and remain confident in the long-term viability and prospects of the business.

The company has taken advantage of the exemptions available to medium sized companies concerning key performance indicators.

PRINCIPAL RISKS AND UNCERTAINTIES

Whilst the group is exposed to a level of bad debt risk inherent within its trading activities, the directors are satisfied that robust credit control measures and prudent risk management policies are in place to minimise potential losses and protect the business.

ON BEHALF OF THE BOARD:

Mr J P Broadwith - Director

17 June 2026

The directors present their report with the financial statements of the company and the group for the year ended 30 September 2025.

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was that of the retail and wholesale of building materials.

DIVIDENDS

Interim dividends per share were paid as follows:

£50

- 5 April 2025

£58

- 6 April 2025

£108

The directors recommend that no final dividend be paid.

The total distribution of dividends for the year ended 30 September 2025 will be £ 216,000 .

FUTURE DEVELOPMENTS

Since the year end, trading has remained resilient despite challenging conditions within the building sector. The directors do not anticipate any significant changes to the nature of the business in the near term, but will continue to monitor opportunities for growth and development as they arise.

EVENTS SINCE THE END OF THE YEAR

Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTORS

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

Mr J P Broadwith

Mr A J Broadwith

Mr M T D Ward

Other changes in directors holding office are as follows:

Mrs J Broadwith - resigned 3 September 2025

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, DSC Accountants Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mr J P Broadwith - Director

17 June 2026

Opinion

We have audited the financial statements of G H Brooks & Co (Holdings) Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 September 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 30 September 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 three and four, 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 gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We focused on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation, enquiries with management and the inspection of other regulatory and legal correspondence.

We addressed the risk of management override of internal controls, including testing journals and estimates and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud and the completeness of income recognition by testing from despatch documentation. We did not identify any key audit matters relating to irregularities, including fraud.

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

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.

Graham French (Senior Statutory Auditor)

for and on behalf of DSC Accountants Ltd

Chartered Accountants

Statutory Auditors

Tattersall House

East Parade

Harrogate

North Yorkshire

HG1 5LT

17 June 2026

TURNOVER

21,016,739

19,676,718

Cost of sales

13,609,351

12,974,447

GROSS PROFIT

7,407,388

6,702,271

Administrative expenses

5,230,117

4,091,105

2,177,271

2,611,166

Other operating income

41,910

38,100

OPERATING PROFIT

4

2,219,181

2,649,266

Income from fixed asset investments

11,000

-

Interest receivable and similar income

40,377

178,949

51,377

178,949

2,270,558

2,828,215

Interest payable and similar expenses

5

2,843

10,615

PROFIT BEFORE TAXATION

2,267,715

2,817,600

Tax on profit

6

649,523

808,323

PROFIT FOR THE FINANCIAL YEAR

1,618,192

2,009,277

Profit attributable to:

Owners of the parent

1,618,192

2,009,277

PROFIT FOR THE YEAR

1,618,192

2,009,277

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,618,192

2,009,277

Total comprehensive income attributable to:

Owners of the parent

1,618,192

2,009,277

FIXED ASSETS

Intangible assets

9

3,229,311

3,770,818

Tangible assets

10

7,282,366

7,109,688

Investments

11

103,050

103,050

Investment property

12

290,000

290,000

10,904,727

11,273,556

CURRENT ASSETS

Stocks

13

3,089,297

3,158,504

Debtors

14

3,462,552

4,131,161

Cash at bank and in hand

3,225,641

1,451,134

9,777,490

8,740,799

CREDITORS

Amounts falling due within one year

15

3,129,212

3,425,469

NET CURRENT ASSETS

6,648,278

5,315,330

TOTAL ASSETS LESS CURRENT LIABILITIES

17,553,005

16,588,886

CREDITORS

Amounts falling due after more than one year

16

-

(368,722

)

PROVISIONS FOR LIABILITIES

20

(160,000

)

(199,350

)

NET ASSETS

17,393,005

16,020,814

CAPITAL AND RESERVES

Called up share capital

21

1,999

2,000

Capital redemption reserve

22

1

-

Retained earnings

22

17,391,005

16,018,814

SHAREHOLDERS' FUNDS

17,393,005

16,020,814

The financial statements were approved by the Board of Directors and authorised for issue on 17 June 2026 and were signed on its behalf by:

Mr J P Broadwith - Director

FIXED ASSETS

Intangible assets

9

-

-

Tangible assets

10

6,578,667

4,379,219

Investments

11

2,000

2,000

Investment property

12

-

-

6,580,667

4,381,219

CURRENT ASSETS

Cash at bank

43,561

588,669

CREDITORS

Amounts falling due within one year

15

2,400,035

3,001,499

NET CURRENT LIABILITIES

(2,356,474

)

(2,412,830

)

TOTAL ASSETS LESS CURRENT LIABILITIES

4,224,193

1,968,389

CAPITAL AND RESERVES

Called up share capital

21

1,999

2,000

Capital redemption reserve

22

1

-

Retained earnings

22

4,222,193

1,966,389

SHAREHOLDERS' FUNDS

4,224,193

1,968,389

Company's profit for the financial year

2,501,804

49,687

The financial statements were approved by the Board of Directors and authorised for issue on 17 June 2026 and were signed on its behalf by:

Mr J P Broadwith - Director

Called up

Capital

share

Retained

redemption

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 October 2023

2,000

14,009,537

-

14,011,537

Changes in equity

Total comprehensive income

-

2,009,277

-

2,009,277

Balance at 30 September 2024

2,000

16,018,814

-

16,020,814

Changes in equity

Issue of share capital

(1

)

-

-

(1

)

Dividends

-

(216,000

)

-

(216,000

)

Total comprehensive income

-

1,588,192

1

1,588,193

Balance at 30 September 2025

1,999

17,391,006

1

17,393,006

Called up

Capital

share

Retained

redemption

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 October 2023

2,000

1,916,702

-

1,918,702

Changes in equity

Total comprehensive income

-

49,687

-

49,687

Balance at 30 September 2024

2,000

1,966,389

-

1,968,389

Changes in equity

Issue of share capital

(1

)

-

-

(1

)

Dividends

-

(216,000

)

-

(216,000

)

Total comprehensive income

-

2,471,804

1

2,471,805

Balance at 30 September 2025

1,999

4,222,193

1

4,224,193

Cash flows from operating activities

Cash generated from operations

1

2,903,015

3,542,029

Interest paid

(2,085

)

(10,615

)

Interest element of hire purchase payments paid

(758

)

-

Tax paid

(839,045

)

(1,056,043

)

Net cash from operating activities

2,061,127

2,475,371

Cash flows from investing activities

Purchase of tangible fixed assets

(257,053

)

(1,018,639

)

Sale of tangible fixed assets

76,050

110,000

Acquisition of subsidiary

-

(4,501,282

)

Interest received

40,377

178,949

Dividends received

11,000

-

Net cash from investing activities

(129,626

)

(5,230,972

)

Cash flows from financing activities

Bank loan repayments in year

(411,979

)

-

Capital repayments in year

(3,373

)

-

Amount introduced by directors

508,886

158,019

Amount withdrawn by directors

(4,528

)

(508,696

)

Share buyback

(30,000

)

-

Equity dividends paid

(216,000

)

-

Net cash from financing activities

(156,994

)

(350,677

)

Increase/(decrease) in cash and cash equivalents

1,774,507

(3,106,278

)

Cash and cash equivalents at beginning of year

2

1,451,134

4,557,412

Cash and cash equivalents at end of year

2

3,225,641

1,451,134

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

2025

2024

£

£

Profit before taxation

2,267,715

2,817,600

Depreciation charges

577,823

539,834

Profit on disposal of fixed assets

(27,991

)

(774

)

Finance costs

2,843

10,615

Finance income

(51,377

)

(178,949

)

2,769,013

3,188,326

Decrease in stocks

69,207

376,417

Decrease/(increase) in trade and other debtors

164,252

(144,731

)

(Decrease)/increase in trade and other creditors

(99,457

)

122,017

Cash generated from operations

2,903,015

3,542,029

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 30 September 2025

30.9.25

1.10.24

£

£

Cash and cash equivalents

3,225,641

1,451,134

Year ended 30 September 2024

30.9.24

1.10.23

£

£

Cash and cash equivalents

1,451,134

4,557,412

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.10.24

Cash flow

At 30.9.25

£

£

£

Net cash

Cash at bank and in hand

1,451,134

1,774,507

3,225,641

1,451,134

1,774,507

3,225,641

Debt

Finance leases

(3,373

)

3,373

-

Debts falling due within 1 year

(43,257

)

43,257

-

Debts falling due after 1 year

(368,722

)

368,722

-

(415,352

)

415,352

-

Total

1,035,782

2,189,859

3,225,641

1.	STATUTORY INFORMATION

G H Brooks & Co (Holdings) 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.

The presentation currency of the financial statements is the Pound Sterling (£).

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 as modified by the revaluation of certain assets.

Basis of consolidation

The group's financial statements consolidate those of the company and it's subsidiary undertakings drawn up to 30 September 2025. Profits or losses on intra-group transactions are eliminated in full. Inter-company balances and unrealised gains on transactions between group companies are eliminated on consolidation. On acquisition of a subsidiary, all of the subsidiary's assets and liabilities which exist at the date of acquisition are recorded at their fair values reflecting their condition at that date.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

Critical accounting judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows:

Depreciation and amortisation

The depreciation and amortisation policies have been set according to management's experience of the useful lives of a typical asset in each category, something which is reviewed annually. The depreciation charged during the year was £577,823 (2024 - £539,834) which the directors feel is a fair reflection of the benefits derived from the consumption of the fixed assets during the year.

Stock write-off provision

A provision for slow moving stock has been included within the financial statements. This provision has been calculated based the full value of stock that has been held for a period of 18 months and amounts to £494,874 and is consistently applied each year.

Turnover

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

Goodwill and business combinations

Goodwill brought forward, being the amount paid in connection with the acquisition of businesses in 2018 and 2025, is being amortised evenly over its estimated useful life of ten years.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Tangible fixed assets

Tangible fixed assets are included at cost less accumulated depreciation. Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life:

Freehold property

2% on cost

Plant and machinery

20% on reducing balance

Fixtures and fittings

20% on reducing balance

Computer equipment

20% on cost

Motor vehicles

20% on reducing balance

Freehold land is not depreciated.

Investment property

Investment property is shown at most recent valuation. Any aggregate surplus or deficit arising from changes in fair value is recognised in profit or loss.

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.