Company registration number 08845108 (England and Wales)
EDGEFOLD HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
EDGEFOLD HOLDINGS LIMITED
COMPANY INFORMATION
Directors
S J Seddon
W J Seddon
J G Seddon
Secretary
S J Cook
Company number
08845108
Registered office
Units A2-A6
Edgefold Industrial Estate
Plodder Lane
Bolton
United Kingdom
BL4 0LR
Auditor
Azets Audit Services
Ship Canal House
98 King Street
Manchester
M2 4WU
Bankers
Barclays Bank plc
1st floor
3 Hardman Street
Spinningfields
Manchester
United Kingdom
M3 3HF
EDGEFOLD HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Independent auditor's report
6 - 9
Group statement of comprehensive income
10
Group balance sheet
11
Company balance sheet
12
Group statement of changes in equity
13
Company statement of changes in equity
14
Group statement of cash flows
15
Notes to the financial statements
16 - 37
EDGEFOLD HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

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

Principal activities

The principal activity of the group during the year was that of the manufacture, distribution and servicing of contractors plant and equipment and the sale of spare parts and equipment. The group also includes activities such as:

- Manufacture and sale of Winget Mixers and dumpers;

- Vehicle sales, servicing and repairs;

- Property holding and management; and

- Land development.

Review of the business

Turnover of the group for the year ending 31 December 2025 was £18,348k (2024: £17,139k) generating a profit before tax of £800k (2024: £1,276k).

The balance sheet of the group is strong, comprising £33,140k (2024: £33,022k) of net assets, of which £3,714k (2024: £5,221k) is in cash.

The directors have monitored the progress of the group by reference to certain financial and non-financial key performance indicators:

2025 2024 Measure

Gross profit % 15.6% 16.4% Gross profit/turnover

Return on capital employed 2.4% 3.9% Profit before tax/(shareholders

funds plus net debt)

Turnover has increased across each sector of the group. However gross profit margins have been squeezed as markets remain competitive. This, along with investment in employees and rising costs of employment has impacted the profit before taxation for 2025. The treasury function of the group has also seen a reduced income due to lower interest rates over 2025.

Future review

The investment in resource will continue in 2026 and with an improved web offering and with some new products and also selling into new markets, this will help the Group achieve its future ambitious growth plans. The Group continues to improve efficiencies and seek new opportunities.

The treasury function will continue and investment will be made in 2026 refurbishing some of our existing commercial property portfolio for new lettings.

EDGEFOLD HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
Financial risk management objectives and policies

Liquidity risk

The group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest cash safely and profitably.

Interest rate risk

The group finances its operation through a mixture of retained profits and cash. The interest rate exposure of the financial assets and liabilities of the group as at 31 December 2025 is shown below. The table includes trade debtors and trade creditors which do not attract interest and are therefore not subject to fair value interest rate risk.

Interest rate

Fixed Floating Zero Total

£000 £000 £000 £000

Financial assets

Cash - 3,714 - 3,714

Trade debtors - - 2,568 2,568

Financial liabilities

Trade creditors - - 2,139 2,139

Credit risk

The group's principal financial assets are cash deposits, cash and trade debtors. The credit risk associated with cash is limited. In order to manage credit risk, the directors set limits for customers based on a combination of payment history and third party credit references. Credit limits are reviewed by the credit controller on a regular basis in conjunction with the debt ageing and collection history.

The United Kingdom has left the European Union and this has led to some difficulties with trading across borders, but we have managed to adapt and work with our suppliers and customers and will continue to do so . Interest rate risk in relation to the fluctuation of the Euro continues to be monitored to ensure our pricing strategy is adjusted where necessary.

EDGEFOLD HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -
Health & safety and employees

Health and safety

The group gives a high priority to health and safety issues and takes all reasonable measures, and provides sufficient funds, to ensure the health, safety and welfare at work of all its employees. The directors of Edgefold Holdings Limited ensure that the health and safety policies within the subsidiary companies are correctly regulated and promote a positive health and safety attitude with all our staff and operatives.

It is a function of management to provide proper equipment and protective clothing and to plan ways to create an environment in which work may be carried out safely.

Employees have a responsibility to work in a safe manner. To this end, the group liaises with external accident prevention organisations and through its safety and training officers, the provision of safety courses and its safety committees, encourages staff to identify and guard against potential hazards.

Employees

The group maintains a policy of offering employment to disabled persons where practicable, and also, if an existing employee becomes disabled, every effort is made to give continuity of employment. Training is given where appropriate.

Employee consultation

The group places considerable value on the involvement of its employees and has continued to keep them informed of matters affecting them as employees and on the various factors affecting the performance of the group.

By order of the board

..............................
S J Cook
Secretary
.........................
EDGEFOLD HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -

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

Principal activities

The principal activity of the group during the year was that of the manufacture, distribution and servicing of contractors plant and equipment and the sale of spare parts and equipment. The group also includes activities such as the manufacture and sale of Winget mixers and dumpers, vehicle sales, servicing and repairs, property holding and management and land development.

Results and dividends

The results for the year are set out on page 10.

Ordinary dividends were paid amounting to £370k. The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

S J Seddon
W J Seddon
J G Seddon
(Appointed 1 July 2025)
Auditor

The auditor, Azets Audit Services, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of directors' responsibilities

The directors are responsible 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 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 then 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;

- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and 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 company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

EDGEFOLD HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -
Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

By order of the board
..............................................
S J Cook
Secretary
Date: .........................................
2026-06-26
EDGEFOLD HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF EDGEFOLD HOLDINGS LIMITED
- 6 -
Opinion

We have audited the financial statements of Edgefold Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including 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's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company 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 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 other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

- T he information given in the strategic report and the directors' r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

EDGEFOLD HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF EDGEFOLD HOLDINGS LIMITED
- 7 -
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 their environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

- the parent company financial statements are not in agreement with the accounting records and returns; or

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

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

Responsibilities of directors

As explained more fully in the directors' r esponsibilities s tatement, 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 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 parent company or to cease operations, or have no realistic alternative but to do so.

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.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

EDGEFOLD HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF EDGEFOLD HOLDINGS LIMITED
- 8 -

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

- Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;

- Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the entity through enquiry and inspection;

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

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

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 of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

EDGEFOLD HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF EDGEFOLD HOLDINGS LIMITED
- 9 -

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.

Helen Davies (Senior Statutory Auditor)
For and on behalf of Azets Audit Services
Date: .........................
2026-06-26
Chartered Accountants
Statutory Auditor
Ship Canal House
98 King Street
Manchester
M2 4WU
EDGEFOLD HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
2025
2024
Notes
£'000
£'000
Turnover
3
18,348
17,139
Cost of sales
(15,487)
(14,324)
Gross profit
2,861
2,815
Administrative expenses
(3,435)
(3,255)
Other operating income
473
592
Operating (loss)/profit
4
(101)
152
Share of results of joint ventures
(30)
(3)
Interest receivable and similar income
6
653
839
Interest payable and similar expenses
7
(1)
(2)
Fair value gains and losses on investment properties
11
279
290
Profit before taxation
800
1,276
Tax on profit
8
(221)
(333)
Profit for the financial year
579
943
Other comprehensive income
Actuarial loss on defined benefit pension schemes
(121)
(51)
Tax relating to other comprehensive income
30
13
Total comprehensive income for the year
488
905
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
EDGEFOLD HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 11 -
2025
2024
Notes
£'000
£'000
£'000
£'000
Fixed assets
Tangible assets
10
3,001
2,955
Investment properties
11
5,828
5,560
Investments
12
7
29
8,836
8,544
Current assets
Stocks
15
4,137
3,502
Debtors
16
20,819
19,907
Cash at bank and in hand
3,714
5,221
28,670
28,630
Creditors: amounts falling due within one year
17
(3,510)
(3,478)
Net current assets
25,160
25,152
Total assets less current liabilities
33,996
33,696
Provisions for liabilities
18
(887)
(818)
Net assets excluding pension surplus
33,109
32,878
Defined benefit pension surplus
19
31
144
Net assets
33,140
33,022
Capital and reserves
Called up share capital
20
32
32
Merger reserve
26,685
26,685
Profit and loss reserves
6,423
6,305
Total equity
33,140
33,022
The financial statements were approved by the board of directors and authorised for issue on ......................... and are signed on its behalf by:
2026-06-26
..............................
S J Seddon
Director
EDGEFOLD HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 12 -
2025
2024
Notes
£'000
£'000
£'000
£'000
Fixed assets
Tangible assets
10
70
72
Investment property
11
5,828
5,560
Investments
12
32
32
5,930
5,664
Current assets
Debtors
16
575
331
Cash at bank and in hand
136
161
711
492
Creditors: amounts falling due within one year
17
(208)
(212)
Net current assets
503
280
Total assets less current liabilities
6,433
5,944
Provisions for liabilities
Deferred tax liability
18
832
762
(832)
(762)
Net assets
5,601
5,182
Capital and reserves
Called up share capital
20
32
32
Profit and loss reserves
5,569
5,150
Total equity
5,601
5,182

As permitted by s408 Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s profit for the year was £788,868 (2024 - £583,585 profit).

The financial statements were approved by the board of directors and authorised for issue on ......................... and are signed on its behalf by:
2026-06-26
..............................................
S J Seddon
Director
Company registration number 08845108 (England and Wales)
EDGEFOLD HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 13 -
Share capital
Merger reserve
Profit and loss reserves
Total
Notes
£'000
£'000
£'000
£'000
Balance at 1 January 2024
32
26,685
5,715
32,432
Year ended 31 December 2024:
Profit for the year
-
-
943
943
Other comprehensive income:
Actuarial gain on pension scheme
-
-
(51)
(51)
Deferred tax movements
-
-
0
13
13
Total comprehensive income
-
-
905
905
Dividends
9
-
-
(315)
(315)
Balance at 31 December 2024
32
26,685
6,305
33,022
Year ended 31 December 2025:
Profit for the year
-
-
579
579
Other comprehensive income:
Actuarial gain on pension scheme
-
-
(121)
(121)
Deferred tax movements
-
-
0
30
30
Total comprehensive income
-
-
488
488
Dividends
9
-
-
(370)
(370)
Balance at 31 December 2025
32
26,685
6,423
33,140
EDGEFOLD HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 14 -
Share capital
Profit and loss reserves
Total
Notes
£'000
£'000
£'000
Balance at 1 January 2024
32
4,881
4,913
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
584
584
Equity dividends paid
9
-
(315)
(315)
Balance at 31 December 2024
32
5,150
5,182
Year ended 31 December 2025:
Profit and total comprehensive income for the year
-
789
789
Equity dividends paid
9
-
(370)
(370)
Balance at 31 December 2025
32
5,569
5,601
EDGEFOLD HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 15 -
2025
2024
Notes
£'000
£'000
£'000
£'000
Cash flows from operating activities
Cash absorbed by operations
28
(1,425)
(1,603)
Interest paid
(1)
(2)
Income taxes paid
(62)
(150)
Net cash outflow from operating activities
(1,488)
(1,755)
Investing activities
Purchase of tangible fixed assets
(316)
(205)
Proceeds from disposal of tangible fixed assets
33
24
Proceeds from disposal of investment property
11
-
Receipts from joint ventures
(30)
-
Interest received
653
839
Net cash generated from investing activities
351
658
Financing activities
Dividends paid to equity shareholders
(370)
(315)
Net cash used in financing activities
(370)
(315)
Net decrease in cash and cash equivalents
(1,507)
(1,412)
Cash and cash equivalents at beginning of year
5,221
6,633
Cash and cash equivalents at end of year
3,714
5,221
EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 16 -
1
Accounting policies
Company information

Edgefold Holdings Limited (“the company”) is a private company limited by shares and incorporated in England and Wales. The registered office is Units A2-A6, Edgefold Industrial Estate, Plodder Lane, Bolton, United Kingdom, BL4 0LR.

The group consists of Edgefold Holdings Limited and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £'000.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

- Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The consolidated group financial statements consist of the financial statements of the parent company Edgefold Holdings Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the g roup.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.

EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -

Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value.

If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.

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

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

1.2
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates. Turnover includes revenue earned from the sale of goods and from the rendering of services.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Turnover on vehicle service sales is recognised at the point that the services are delivered.

Other operating income

Other operating income is predominantly represented by rental income which is recognised on an accruals basis, and profit on disposal of tangible fixed assets, which is recognised at the point legal ownership of the associated property is transferred.

1.4
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold land and buildings
50 years
Leasehold improvements
5 years
Plant and machinery
5 years
Fixtures and fittings
between 3 and 5 years
Motor vehicles
between 2 and 5 years

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -
1.5
Investment properties

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

1.6
Fixed asset investments

I n the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

Investments in associates and joint ventures are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the g roup’s share of the profit or loss, other comprehensive income and equity of the associate or joint venture using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate or joint venture on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates or joint ventures.

Losses in excess of the carrying amount of an investment in a joint venture are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate or joint venture.

1.7
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).

1.8
Stocks

Raw materials and consumables, and work in progress, are stated at the lower of cost and net realisable value. For raw materials and consumable stores, cost is calculated on the FIFO basis. For work in progress and finished goods, cost is calculated either on the FIFO basis or as the average direct cost of production plus overheads.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.9
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.

EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 19 -
1.10
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future paymen ts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 20 -
Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.11
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.12
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.13
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.14
Retirement benefits

The company and other group companies pay contributions to a Group Personal Pension Plan, an arrangement that was established in 2011 and provides benefits for employees on a money purchase basis. Seddon Engineering Holdings Limited also participates in the Seddon Engineering Retirement Scheme, a pension scheme that provides benefits on a defined benefit basis. Certain group companies also contribute to The Peoples Pension operated by People's Partnership (formerly B&CE).

EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 21 -

Defined benefit scheme

Scheme assets are measured at fair value. Scheme liabilities are measured on an actuarial basis using the projected unit method and are discounted at appropriate high quality corporate bond rates. The net surplus or deficit is presented separately from other net assets on the balance sheet. A net surplus is recognised only to the extent that it is recoverable.

The current service cost and costs from settlements and curtailments are charged against operating profit. Past service costs are spread over the period until the benefit increases vest. Interest on the scheme liabilities and the expected return on scheme assets are included net in finance costs. Actuarial gains and losses are reported in other comprehensive income.

Defined contribution schemes

The group operates a Group Personal Pension Plan for its employees. The group pays fixed contributions into a separate entity, once the contributions have been paid the group has no further payment obligations.

The contributions are recognised as an expense in the statement of comprehensive income when they fall due. Amounts not paid are shown in accruals as a liability in the balance sheet. The assets of the plan are held separately from the group in independently administered funds.

1.15
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease d asset are consumed.

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

1.16
Government grants

Other operating income consists of government grant income receivable in relation to the Coronavirus Job Retention Scheme. Income is recognised once the company is entitled to the income, which is when the claim is submitted.

1.17
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 22 -
2
Judgements and key sources of estimation uncertainty

In the application of the group’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.

The directors consider the key judgements and estimates in the accounts to be as follows:

Defined benefit pension scheme liability

The present value of the defined benefit pension scheme depends on a number of factors that are determined on an actuarial basis using a variety of assumptions. The assumptions used in determining the net cost (income) for pensions include the discount rate. Any changes in these assumptions, which are disclosed in the relevant note, will impact the carrying amount of the pension liability. Furthermore a roll forward approach which projects results from the latest full actuarial valuation performed at 30 June 2023 has been used by the actuary in valuing the pensions liability at 31 December 2025. Any differences between the figures derived from the roll forward approach and a full actuarial valuation would impact on the carrying amount of the pension liability.

3
Turnover and other revenue
2025
2024
£'000
£'000
Turnover analysed by class of business
Sale of goods
17,834
16,800
Vehicle service sales
514
339
18,348
17,139
2025
2024
£'000
£'000
Turnover analysed by geographical market
United Kingdom
17,244
16,218
Rest of Europe
714
360
Rest of the World
390
561
18,348
17,139
2025
2024
£'000
£'000
Grants received
-
29
EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 23 -
4
Operating (loss)/profit
2025
2024
£'000
£'000
Operating (loss)/profit for the year is stated after charging/(crediting):
Research and development costs
-
11
Government grants
-
(29)
Depreciation of owned tangible fixed assets
258
255
Fees payable to auditor for the audit of the group
48
43
Other non-audit fees payable
19
16
5
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Manufacturing, workshop employees and drivers
19
18
-
-
Sales and distribution staff
26
35
-
-
Technical and administration staff
28
19
2
2
Total
73
72
2
2

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Wages and salaries
2,516
2,394
-
0
-
0
Social security costs
291
245
-
-
Pension costs
286
290
-
0
-
0
3,093
2,929
-
0
-
0

£83k (2024: £86k) of group wages costs have been charged to production in cost of sales and are excluded from the above analysis.

The company had no employees in either year other than directors who received no remuneration from the company. As a result, no wages and salary costs have been incurred in either year.

EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 24 -
6
Interest receivable and similar income
2025
2024
£'000
£'000
Interest income
Interest on bank deposits
115
227
Other interest income
538
612
Total income
653
839
7
Interest payable and similar expenses
2025
2024
£'000
£'000
Interest on bank overdrafts and loans
1
2
8
Taxation
2025
2024
£'000
£'000
Current tax
UK corporation tax on profits for the current period
131
177
Adjustments in respect of prior periods
1
(36)
Other taxes
(7)
(1)
Total current tax
125
140
Deferred tax
Origination and reversal of timing differences
93
156
Adjustment in respect of prior periods
3
37
Total deferred tax
96
193
Total tax charge
221
333
EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
8
Taxation
(Continued)
- 25 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024
£'000
£'000
Profit before taxation
800
1,276
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
200
319
Tax effect of expenses that are not deductible in determining taxable profit
15
2
Tax effect of income not taxable in determining taxable profit
-
1
Adjustments in respect of prior years
1
(36)
Other permanent differences
-
(14)
Deferred tax adjustments in respect of prior years
3
37
Tax adjustment in respect of DBPS
(3)
13
Fixed asset differences
12
12
Share of joint venture tax
(7)
(1)
Taxation charge
221
333

In addition to the amount charged to the profit and loss account, the following amounts relating to tax have been recognised directly in other comprehensive income:

2025
2024
£'000
£'000
Deferred tax arising on:
Actuarial differences recognised as other comprehensive income
(30)
(13)
9
Dividends
2025
2024
£'000
£'000
Equity dividends paid
370
315
EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 26 -
10
Tangible fixed assets
Group
Freehold land and buildings
Leasehold improvements
Plant and machinery
Fixtures and fittings
Motor vehicles
Total
£'000
£'000
£'000
£'000
£'000
£'000
Cost
At 1 January 2025
2,947
448
254
715
736
5,100
Additions
-
0
87
31
16
182
316
Disposals
-
0
-
0
-
0
-
0
(163)
(163)
At 31 December 2025
2,947
535
285
731
755
5,253
Depreciation and impairment
At 1 January 2025
454
424
129
682
456
2,145
Depreciation charged in the year
45
22
26
18
147
258
Eliminated in respect of disposals
-
0
-
0
-
0
-
0
(151)
(151)
At 31 December 2025
499
446
155
700
452
2,252
Carrying amount
At 31 December 2025
2,448
89
130
31
303
3,001
At 31 December 2024
2,493
24
125
33
280
2,955
Company
Freehold land and buildings
£'000
Cost
At 1 January 2025 and 31 December 2025
80
Depreciation and impairment
At 1 January 2025
8
Depreciation charged in the year
1
At 31 December 2025
9
Carrying amount
At 31 December 2025
71
At 31 December 2024
72

Some of the freehold land and buildings have been provided as security in respect of the Seddon Engineering Retirement Scheme.

EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 27 -
11
Investment property
Group
Company
2025
2025
£'000
£'000
Fair value
At 1 January 2025
5,560
5,560
Disposals
(11)
(11)
Net gains or losses through fair value adjustments
279
279
At 31 December 2025
5,828
5,828

Investment property comprises commercial and residential properties. The investment properties were valued during the year ended 31 December 2025 on a fair value basis.

Some of the investment properties have been provided as security in respect of the Seddon Engineering Retirement Scheme.

The directors do not consider there to have been a material change in valuation from the last valuation.

12
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£'000
£'000
£'000
£'000
Investments in subsidiaries
13
-
0
-
0
32
32
Investments in joint ventures
14
7
29
-
0
-
0
7
29
32
32
Movements in fixed asset investments
Group
Investments in joint ventures
£'000
Cost or valuation
At 1 January 2025
29
Decrease in share of net assets
(22)
At 31 December 2025
7
Carrying amount
At 31 December 2025
7
At 31 December 2024
29

The share of net assets/(liabilities) in joint ventures is represented by gross assets of £32k (2024: £82k) and gross liabilities of £17k (2024: £23k).

The aggregate of Edgefold Holding Limited's share in its joint ventures is shown for the following balance sheet items in accordance with FRS 102; Current assets £16k (2024: £41k), liabilities £9k (2024: £12k).

EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
12
Fixed asset investments
(Continued)
- 28 -
Movements in fixed asset investments
Company
Shares in group undertakings
£'000
Cost or valuation
At 1 January 2024 and 31 January 2024
32
Carrying amount
At 31 December 2025
32
At 31 December 2024
32
13
Subsidiaries

The company owned 100% of the ordinary share capital of the following subsidiaries at the balance sheet date:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Seddon Engineering Holdings Limited
Units A2-A6, Edgefold Industrial Estate, Plodder Lane, Bolton, BL4 0LR
Ordinary
100.00
-
Seddons (Plant & Engineers) Limited
Units A2-A6, Edgefold Industrial Estate, Plodder Lane, Bolton, BL4 0LR
Ordinary
0
100.00
Winget Limited
Units A2-A6, Edgefold Industrial Estate, Plodder Lane, Bolton, BL4 0LR
Ordinary
0
100.00
District Garage Limited
Units A2-A6, Edgefold Industrial Estate, Plodder Lane, Bolton, BL4 0LR
Ordinary
0
100.00
G5 Estates Limited
Units A2-A6, Edgefold Industrial Estate, Plodder Lane, Bolton, BL4 0LR
Ordinary
0
100.00
Seddon Engineering Finance Limited
Units A2-A6, Edgefold Industrial Estate, Plodder Lane, Bolton, BL4 0LR
Ordinary
0
100.00

14
Joint ventures

Details of joint ventures at 31 December 2025 are as follows:

Name of undertaking
Registered office
Interest
% Held
held
S D Primepoint Limited
Seddon Building Plodder Lane, Farnworth, Bolton, BL4 0NN
B Ordinary
50.00
EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 29 -
15
Stocks
Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Raw materials and consumables
643
668
-
-
Work in progress
63
69
-
-
Finished goods and goods for resale
3,431
2,765
-
0
-
0
4,137
3,502
-
-
16
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£'000
£'000
£'000
£'000
Trade debtors
2,568
2,073
-
0
-
0
Amounts owed by group undertakings
-
0
-
0
570
200
Other debtors
3,791
3,740
-
0
27
Prepayments and accrued income
239
402
5
104
6,598
6,215
575
331
Amounts falling due after more than one year:
Other debtors
14,221
13,692
-
0
-
0
Total debtors
20,819
19,907
575
331

Included within other debtors falling due within one year and after more than one year are amounts owed by joint ventures, associated undertakings and other related parties of £16,430k (2024: £16,343k).

17
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Trade creditors
2,139
2,084
1
7
Corporation tax payable
161
101
79
83
Other taxation and social security
258
151
18
14
Other creditors
696
757
91
55
Accruals and deferred income
256
385
19
53
3,510
3,478
208
212

Included within other creditors is an amount owed to joint ventures and associated undertakings of £573k (2024: £688k).

EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 30 -
18
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2025
2024
Group
£'000
£'000
Accelerated capital allowances
47
22
On unrealised revaluation gains
832
762
Short term timing differences
8
34
887
818
Liabilities
Liabilities
2025
2024
Company
£'000
£'000
On unrealised revaluation gains
832
762
Group
Company
2025
2025
Movements in the year:
£'000
£'000
Liability at 1 January 2025
818
762
Charge to profit or loss
69
70
Liability at 31 December 2025
887
832
19
Retirement benefit schemes
2025
2024
Defined contribution schemes
£'000
£'000
Charge to profit or loss in respect of defined contribution schemes
286
254

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

Defined benefit schemes

The group operates a defined benefit scheme for qualifying employees. The Seddon Engineering Retirement Scheme is a final salary scheme whose assets are held in an independently administered fund separate to the group. The scheme is closed to new members and future accrual. Annual contributions are paid on the recommendation of independent qualified actuaries following triennial actuarial valuations, the latest of which was at 30 June 2023. The valuation method used is the Defined Accrued Benefits method.

The most recent update of the plans assets and the present value of the defined benefit obligation s were carried out at 31 December 2025 by Quantum Advisory, based on the full actuarial valuation of the fund at 30 June 2023, updated to 31 December 2025.

EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
19
Retirement benefit schemes
(Continued)
- 31 -
2025
2024
Key assumptions
%
%
Discount rate
4.7
5.1
Expected rate of increase of pensions in payment
2.1
2.4
RPI price inflation
2.9
3.6
CPI price inflation
2.5
3.1
Mortality assumptions
2025
2024

Assumed life expectations on retirement at age 65:

Years
Years
for individuals aged 65 now:
- Males
20.7
20.4
- Females
23.0
22.9
for individuals retiring at 65, aged 45 now
- Males
21.7
21.3
- Females
24.1
24.0
2025
2024

Amounts recognised in the profit and loss account

£'000
£'000
Net interest on net defined benefit liability/(asset)
(8)
-
Other costs and income
-
36
Total costs/(income)
(8)
36
2025
2024

Amounts taken to other comprehensive income

£'000
£'000
Actual return on scheme assets
(173)
103
Less: calculated interest element
184
165
Return on scheme assets excluding interest income
11
268
Actuarial changes related to obligations
110
(217)
Total costs
121
51
The cumulative amount of actuarial losses recognised in the Statement of Comprehensive Income is £1,409k (2024: £1,288k).
EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
19
Retirement benefit schemes
(Continued)
- 32 -

The amounts included in the balance sheet arising from obligations in respect of defined benefit plans are as follows:

2025
2024
Group
£'000
£'000
Present value of defined benefit obligations
3,565
3,635
Fair value of plan assets
(3,596)
(3,779)
Deficit in scheme
(31)
(144)
Group
2025

Movements in the present value of defined benefit obligations

£'000
Liabilities at 1 January 2025
3,635
Benefits paid
(356)
Actuarial gains and losses
110
Interest cost
176
At 31 December 2025
3,565
Group
2025

Movements in the fair value of plan assets

£'000
Fair value of assets at 1 January 2025
3,779
Interest income
184
Return on plan assets (excluding amounts included in net interest)
(11)
Benefits paid
(356)
At 31 December 2025
3,596
EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
19
Retirement benefit schemes
(Continued)
- 33 -

Fair value of plan assets at the reporting period end

Group
Group
2025
2024
£'000
£'000
LDI
178
221
CDI
-
361
Diversified growth fund
346
406
Cash
366
590
Alternatives
464
-
Coporate bonds
853
897
Government bonds
1,389
1,304
3,596
3,779
20
Share capital
Group and company
2025
2024
Ordinary share capital
£'000
£'000
Issued and fully paid
6,005 B Ordinary shares of £1 each
6
6
6,754 C Ordinary shares of £1 each
7
7
18,002 D Ordinary shares of £1 each
18
18
31 E Ordinary shares of £1 each
-
-
1,248 Preference shares of £1 each
1
1
30 F Ordinary shares of £1 each
-
-
30 G Ordinary shares of £1 each
-
-
32
32

All ordinary shares rank pari passu.

In accordance with FRS 102 the preference shares have been classified as equity instruments on the basis that these shares are non-redeemable shares and the distributions to the holders are at the discretion of the company.

21
Reserves

Merger reserve

Represents the value above nominal value of shares issued during the group restructure.

Profit and loss account

Includes all current and prior periods retained profits and losses.

EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 34 -
22
Contingent liabilities

Contingent liabilities exist at 31 December 2025 in respect of counter-indemnities to H M Revenue and Customs totalling £120k (2024: £120k).

Corporate guarantees of £1,530k (2024: £282k) has been granted to Edgefold Homes Limited, a company related by common directors, in respect of a bank loan.

Corporate guarantees of £616k (2024: £403k) have been granted to Edgefold Homes Limited, a company related by common directors, in respect of bonds.

The directors have confirmed that there are no other contingent liabilities at 31 December 2025 or 31 December 2024.

23
Capital commitments

The directors have confirmed that there are no capital commitments at 31 December 2025 and 31 December 2024.

EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 35 -
24
Operating lease commitments
Lessor

At the reporting end date the group had contracted with tenants for the following minimum lease payments:

Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Within one year
359
277
359
277
Between two and five years
900
918
900
918
In over five years
147
249
147
249
1,406
1,444
1,406
1,444
EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 36 -
25
Related party transactions
Transactions with related parties

The group is exempt from the requirements of FRS 102 section 33 from disclosing transactions with fellow group companies.

During the year the group entered into the following transactions with related parties and joint ventures:

During the prior year an unsecured loan was provided by the group to Geohn Estates Limited, a company related by way of common directors. The loan is repayable on demand and interest is payable at a rate of 1.25% above the Bank of England base rate. The balance included in debtors at the year end amounts to £9,275k (2024: £8,642k). During the year, a further £1,584k (2024: £1,910k) was advanced to the group, £950k (2024: £250k) was repaid and interest charged amounted to £484k (2024: £430k).

During the prior year an unsecured loan was provided by the group to Edgefold Homes Limited, a company related by common directors. The loan is repayable on demand and interest is payable at a rate of 0.5% (2024: 1% above) below the Bank of England base rate. The balance included in debtors at the year end amounts to £6,898k (2024: £7,674k). During the year, a further £3,894k (2024: £4,452k) was advanced to the company, £4,670k (2024: £3,450k) was repaid and interest charged amounted to £249k (2024: £360k), this was subsequently waived.

During the prior year an unsecured loan was provided to the group by S D Primepoint, a company related by way of being a joint venture. The loan is interest free. The balance included in creditors at year end amounts to £6k (2024: £35k). During the year, £29k was repaid to SD Primepoint (2024: £10k) and no further advances were made (2024: £nil).

During the prior year, an unsecured loan was provided to the group by Ascalon, a company related by common directorship. The loan is interest free. The balance included in creditors at year end amounts to £559k (2024: £643k). During the year, £264k was advanced to the group (2024: £650k) and £348k was repaid to Ascalon (2024: £7k).

During the year a loan was provided by the group to KRMCo Limited, a company related by way of common directors. The loan is interest free. The balance included in debtors at year end amounts to £7k (2024: £nil). During the year, £12k was advanced to the company (2024: £nil) and £5k (2024: £nil) was repaid.

26
Directors' transactions

During the year the group operated loan accounts with its directors. Interest is receivable on the loans at a rate of 3.75% and amounted to £26k (2024: £19k). Funds were withdrawn totalling £1,994k (2024: £591k) and funds totalling £1,371k (2024: £232k) were repaid. Included within other debtors at the balance sheet date is £1,501k (2024: £911k) owed to the group by the directors.

27
Controlling party

The ultimate controlling party of the group is S J Seddon by virtue of his majority shareholding.

EDGEFOLD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 37 -
28
Cash absorbed by group operations
2025
2024
£'000
£'000
Profit for the year after tax
579
943
Adjustments for:
Share of results of associates and joint ventures
30
3
Taxation charged
221
333
Finance costs
1
2
Investment income
(653)
(839)
(Gain)/loss on disposal of tangible fixed assets
(21)
1
Fair value gain on investment properties
(279)
(290)
Depreciation and impairment of tangible fixed assets
258
255
Pension scheme non-cash movement
(8)
(364)
Joint venture non-cash movement
22
-
Movements in working capital:
(Increase)/decrease in stocks
(635)
1,414
Increase in debtors
(912)
(2,284)
Decrease in creditors
(28)
(777)
Cash absorbed by operations
(1,425)
(1,603)
29
Analysis of changes in net funds - group
1 January 2025
Cash flows
31 December 2025
£'000
£'000
£'000
Cash at bank and in hand
5,221
(1,507)
3,714
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