Company registration number 01382339 (England and Wales)
J. & C. JOEL LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
J. & C. JOEL LIMITED
COMPANY INFORMATION
Directors
J T Wheelwright
J V Martin
S Carter
S Bancroft
(Appointed 25 June 2025)
Secretary
J L Wheelwright
Company number
01382339
Registered office
Corporation Mill
Corporation Street
Sowerby Bridge
Halifax
West Yorkshire
HX6 2QQ
Auditor
Sumer Auditco Limited
New Chartford House
Centurion Way
Cleckheaton
Bradford
West Yorkshire
BD19 3QB
J. & C. JOEL LIMITED
CONTENTS
Page
Strategic report
1 - 4
Directors' report
5 - 6
Directors' responsibilities statement
7
Independent auditor's report
8 - 10
Group statement of comprehensive income
11
Group balance sheet
12
Company balance sheet
13 - 14
Group statement of changes in equity
15
Company statement of changes in equity
16
Group statement of cash flows
17
Notes to the financial statements
18 - 40
J. & C. JOEL LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 1 -

The directors present the strategic report for the year ended 30 September 2025.

Review of the business

As a specialist SME with a turnover of £16 million, our company operates at the intersection of creativity and technical precision. Our core business revolves around theatre drapes, specialized flame-proof fabrics, and stage engineering. In this strategic report, we aim to provide shareholders with a holistic view of our company’s performance, risks, and future prospects.

Business review and results:

Business Model

Our business model centres on delivering high-quality products and services to the entertainment industry. We collaborate with theatres, cinemas, schools, and other venues to enhance their visual experiences. Our expertise lies in creating bespoke solutions that meet the unique needs of each client.

Strategy

Our strategic focus includes:

• Innovation: Continuously developing cutting-edge products and services.

• Contract rationalisation: Being more selective of the stage engineering contracts we take on, to allow us to maximise our resources.

• Market Penetration: Expanding our customer base within the entertainment sector.

• Operational Excellence: Streamlining processes to improve efficiency.

• Sustainability: Ensuring responsible sourcing and waste reduction.

• Revenue Growth: Achieving a consistent year-on-year increase.

• Customer Satisfaction: Maintaining high levels of client feedback.

• Project Delivery: Meeting deadlines and quality standards.

Performance

After a slower first two quarters, with turnover and profits tracking behind the budget, J. & C. Joel Limited enjoyed a very positive last half of the financial year as some of our larger UK & International stage engineering projects came to fruition and our margin was enhanced with these. The financial year finished strongly and has given J. & C. Joel Limited a strong platform to start the new financial year with many profitable contracts already secured for the FY to Sept 26 and it has a strong pipeline of work.

J. & C. JOEL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 2 -
Key performance indicators

| 12 Months to 30 September 2025 | 12 Months to 30 September 2024 as restated | Movement
| £ | £ | £
Turnover | 15,679,763 | 13,767,161 | 1,912,602
Gross Profit | 4,189,037 | 2,977,853 | 1,211,184
Operating Profit/(loss) | 822,558 | (491,862) | 1,314,420
Net Profit/(Loss) before tax | 464,875 | (875,656) | 1,340,531
Total comprehensive income for the year | 441,786 | (867,348) | 1,309,134
Net Current Assets | 1,582,118 | 1,766,244 | (184,126)
Shareholders Funds | 2,645,719 | 2,390,958 | 254,761

Weekly statistics, together with full monthly management accounts are prepared to keep a tight financial control on the business. Turnover, profitability and cash flow are carefully monitored. Budgets are set and strictly adhered to, any deviation is discussed at board level. All capital expenditure is approved by the board.

All current legislation regarding employment law, health and safety issues and environmental issues are adhered to and the Group is constantly reviewing the requirements to keep up to date.

The group's key financial and other performance indicators during the year were as follows:

|  | 202 5 | 2024
Gross profit margin |  | 26.7% | 21.6%
Current ratio |  | 1.18:1 | 1.28:1

J. & C. JOEL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 3 -
Principal risks and mitigations

1. Supply Chain Disruptions

Risk:

• Dependence on specific suppliers for raw materials or specialised fabrics.

Mitigation:

• Diversify suppliers.

• Maintain buffer stock for critical materials.

• Develop contingency plans for disruptions.

2. Health and Safety Risks

Risk:

• Accidents during installation or maintenance of stage equipment.

Mitigation:

• Rigorous training for employees.

• Regular safety audits.

• Compliance with industry standards.

3. Technological Obsolescence

Risk:

• Advancements in technology.

Mitigation:

• Continuous research and development.

• Collaboration with industry experts.

• Regular upgrades to manufacturing equipment.

4. Economic Volatility

Risk:

• Economic downturn affecting entertainment budgets.

Mitigation:

• Diversify client base (e.g., corporate events, museums).

• Maintain financial reserves.

5. Environmental Impact

Risk:

• Non-compliance with environmental regulations.

Mitigation:

• Sustainable sourcing.

• Waste reduction initiatives.

• Carbon footprint assessment.

Financial instruments

The group uses various instruments including cash, trade debtors and trade creditors which arise directly from its operations. The main risks arising from the group's financial instruments are cash flow, credit risk and liquidity risk. The directors review and agree policies for managing each of these risks and they are summarised below:

Cashflow risk

The business monitors cashflows on a constant basis, with forecasts that are regularly updated to ensure sufficient funds are in place to support the business needs and ensure liabilities are met in accordance with agreed supplier terms.

Credit risk

Strict debtor procedures are in place for current and potential customers to keep the potential risk of bad debts to a minimum. The directors set limits for customers based on a combination of payment history and third party cred it references.

Liquidity risk

This group seeks to manage financial risk by ensuring that sufficient liquidity is available to meet foreseeable needs. Th e group has access to bank overdrafts and an import facility in order to assist with the management of liquidity.

J. & C. JOEL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 4 -
Future developments

International expansion of the current sales model utilising distributors across key markets, consolidation and market development continue to be key strategic strategies for growth. We are seeing good growth in the Saudi Arabian market place for our products and we feel this is an area for increased revenue growth in the future. We are constantly reviewing this model and targeting other countries where we believe this could be successful. The domestic market remains extremely important and continues to be the bedrock for the business.

As a board we are heavily committed to R&D in new products.

On behalf of the board

J T Wheelwright
Director
26 June 2026
J. & C. JOEL LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 5 -

The directors present their annual report and financial statements for the year ended 30 September 2025.

Principal activities

The principal activity of the company and group continued to be that of specialist supply of flame-retardant fabrics together with the design, manufacture and installation of all types of theatrical drapes and stage equipment to the entertainment and events industries worldwide.

Results and dividends

The results for the year are set out on page 11.

Ordinary dividends were paid amounting to £200,000. 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:

J T Wheelwright
J V Martin
O M Marns
(Resigned 4 October 2024)
K H Chandler
(Resigned 9 May 2025)
S Carter
S Bancroft
(Appointed 25 June 2025)
Qualifying third party indemnity provisions

The company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

Research and development

The group's activities allow it to claim a Research and Development (RDEC) tax credit under current HMRC legislation.

Auditor

Sumer Auditco Limited were appointed as auditor to the company following BHP LLP becoming part of the Sumer Group on 31 December 2025, which required a change in audit firm to comply with applicable regulatory requirements.

In accordance with section 487(2) of the Companies Act 2006, Sumer Auditco Limited are deemed to be reappointed annually.

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.

J. & C. JOEL LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 6 -
On behalf of the board
J T Wheelwright
Director
26 June 2026
J. & C. JOEL LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 7 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

United Kingdom company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare the group and parent company 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 parent 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 U nited K ingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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

The directors are responsible for the maintenance and integrity of the company website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

J. & C. JOEL LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF J. & C. JOEL LIMITED
- 8 -
Opinion

We have audited the financial statements of J. & C. Joel Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 September 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 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 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.

J. & C. JOEL LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF J. & C. JOEL LIMITED
- 9 -
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 group's and 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 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.

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

• the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

•  we identified the laws and regulations applicable to the company through discussions with management, and from our commercial knowledge and experience of the sector;

•  we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including Companies Act 2006, taxation legislation, data protection, anti-bribery, employment, environments and health and safety legislation;

•  we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

•  identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

•  making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

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

J. & C. JOEL LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF J. & C. JOEL LIMITED
- 10 -

To address the risk of fraud through management bias and override of controls, we:

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

•  tested journal entries to identify unusual transactions;

• assessed whether judgements and assumptions made in determining accounting estimates were indicative of potential bias; and

•  investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

•  agreeing financial statement disclosures to underlying supporting documentation; and

•  enquiring of management as to actual and potential litigation and claims.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

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.

Use of our report

This report is made solely to the parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Ann Brown (Senior Statutory Auditor)
For and on behalf of Sumer Auditco Limited, Statutory Auditor
Chartered Accountants
New Chartford House
Centurion Way
Cleckheaton
Bradford
West Yorkshire
BD19 3QB
26 June 2026
J. & C. JOEL LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 11 -
2025
2024
as restated
Notes
£
£
Turnover
3
15,679,763
13,767,161
Cost of sales
(11,490,726)
(10,789,308)
Gross profit
4,189,037
2,977,853
Administrative expenses
(3,535,154)
(3,473,355)
Other operating income
391,724
3,640
Exceptional item
4
(223,049)
-
0
Operating profit/(loss)
5
822,558
(491,862)
Interest receivable and similar income
9
570
15
Interest payable and similar expenses
10
(358,253)
(383,809)
Profit/(loss) before taxation
464,875
(875,656)
Tax on profit/(loss)
11
(33,626)
105,493
Profit/(loss) for the financial year
26
431,249
(770,163)
Other comprehensive income
Currency translation gain/(loss) taken to retained earnings
10,537
(97,185)
Total comprehensive income for the year
441,786
(867,348)
Profit/(loss) 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.
J. & C. JOEL LIMITED
GROUP BALANCE SHEET
AS AT
30 SEPTEMBER 2025
30 September 2025
- 12 -
2025
2024
as restated
Notes
£
£
£
£
Fixed assets
Intangible assets
13
7,420
9,704
Tangible assets
14
2,866,760
2,537,733
2,874,180
2,547,437
Current assets
Stocks
17
5,244,815
4,512,014
Debtors
18
3,185,761
3,452,125
Cash at bank and in hand
2,135,824
203,126
10,566,400
8,167,265
Creditors: amounts falling due within one year
19
(8,984,282)
(6,401,021)
Net current assets
1,582,118
1,766,244
Total assets less current liabilities
4,456,298
4,313,681
Creditors: amounts falling due after more than one year
20
(1,313,368)
(1,478,431)
Provisions for liabilities
Deferred tax liability
23
497,211
444,292
(497,211)
(444,292)
Net assets
2,645,719
2,390,958
Capital and reserves
Called up share capital
25
16,000
16,000
Revaluation reserve
26
1,175,569
1,201,439
Capital redemption reserve
26
4,000
4,000
Other reserves
26
78,499
54,987
Profit and loss reserves
26
1,371,651
1,114,532
Total equity
2,645,719
2,390,958

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved by the board of directors and authorised for issue on 26 June 2026 and are signed on its behalf by:
26 June 2026
J T Wheelwright
Director
Company registration number 01382339 (England and Wales)
J. & C. JOEL LIMITED
COMPANY BALANCE SHEET
AS AT 30 SEPTEMBER 2025
30 September 2025
- 13 -
2025
2024
Notes
£
£
£
£
Fixed assets
Intangible assets
13
7,420
9,704
Tangible assets
14
2,776,000
2,416,242
Investments
15
188,875
272,128
2,972,295
2,698,074
Current assets
Stocks
17
4,521,137
3,994,112
Debtors
18
2,699,095
4,085,409
Cash at bank and in hand
2,072,531
193,303
9,292,763
8,272,824
Creditors: amounts falling due within one year
19
(8,596,497)
(6,689,478)
Net current assets
696,266
1,583,346
Total assets less current liabilities
3,668,561
4,281,420
Creditors: amounts falling due after more than one year
20
(1,313,368)
(1,478,431)
Provisions for liabilities
Deferred tax liability
23
497,211
444,292
(497,211)
(444,292)
Net assets
1,857,982
2,358,697
Capital and reserves
Called up share capital
25
16,000
16,000
Revaluation reserve
26
1,175,569
1,201,439
Capital redemption reserve
26
4,000
4,000
Other reserves
26
1,203
1,203
Profit and loss reserves
26
661,210
1,136,055
Total equity
1,857,982
2,358,697
J. & C. JOEL LIMITED
COMPANY BALANCE SHEET (CONTINUED)
AS AT 30 SEPTEMBER 2025
30 September 2025
- 14 -

As permitted by section 408 of the Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s loss for the year was £300,715 (2024 - £142,146 loss).

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 26 June 2026 and are signed on its behalf by:
26 June 2026
J T Wheelwright
Director
Company registration number 01382339 (England and Wales)
J. & C. JOEL LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 15 -
Share capital
Revaluation reserve
Capital redemption reserve
Other reserves
Profit and loss reserves
Total
Notes
£
£
£
£
£
£
As restated for the period ended 30 September 2024:
Balance at 1 October 2023
16,000
1,227,309
4,000
152,172
1,858,825
3,258,306
Year ended 30 September 2024:
Loss and total comprehensive income for the year
-
-
-
-
(770,163)
(770,163)
Transfers
-
(25,870)
-
(97,185)
25,870
(97,185)
Balance at 30 September 2024
16,000
1,201,439
4,000
54,987
1,114,532
2,390,958
Year ended 30 September 2025:
Profit and total comprehensive income for the year
-
-
-
-
431,249
431,249
Dividends
12
-
-
-
-
(200,000)
(200,000)
Transfers
-
(25,870)
-
10,537
25,870
10,537
Other movements
-
-
-
12,975
-
12,975
Balance at 30 September 2025
16,000
1,175,569
4,000
78,499
1,371,651
2,645,719
J. & C. JOEL LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 16 -
Share capital
Revaluation reserve
Capital redemption reserve
Other reserves
Profit and loss reserves
Total
Notes
£
£
£
£
£
£
Balance at 1 October 2023
16,000
1,227,309
4,000
1,203
1,252,331
2,500,843
Year ended 30 September 2024:
Loss and total comprehensive income for the year
-
-
-
-
(142,146)
(142,146)
Transfers
-
(25,870)
-
-
25,870
-
Balance at 30 September 2024
16,000
1,201,439
4,000
1,203
1,136,055
2,358,697
Year ended 30 September 2025:
Profit and total comprehensive income
-
-
-
-
(300,715)
(300,715)
Dividends
12
-
-
-
-
(200,000)
(200,000)
Transfers
-
(25,870)
-
-
25,870
-
Balance at 30 September 2025
16,000
1,175,569
4,000
1,203
661,210
1,857,982
J. & C. JOEL LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 17 -
2025
2024
as restated
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
30
2,276,262
462,215
Interest paid
(358,253)
(383,809)
Income taxes refunded
-
0
138,973
Net cash inflow from operating activities
1,918,009
217,379
Investing activities
Purchase of intangible assets
-
(11,416)
Purchase of tangible fixed assets
(388,678)
(96,543)
Interest received
570
15
Net cash used in investing activities
(388,108)
(107,944)
Financing activities
Proceeds from borrowings
133,975
-
Repayment of borrowings
-
(80,697)
Proceeds from new bank loans
-
995,000
Repayment of bank loans
(189,199)
(31,427)
Payment of finance leases obligations
(86,418)
(62,336)
Dividends paid to equity shareholders
(200,000)
-
0
Net cash (used in)/generated from financing activities
(341,642)
820,540
Net increase in cash and cash equivalents
1,188,259
929,975
Cash and cash equivalents at beginning of year
(1,179,821)
(2,012,611)
Effect of foreign exchange rates
23,512
(97,185)
Cash and cash equivalents at end of year
31,950
(1,179,821)
Relating to:
Cash at bank and in hand
2,135,824
203,126
Bank overdrafts included in creditors payable within one year
(2,103,874)
(1,382,947)
J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 18 -
1
Accounting policies
Company information

J. & C. Joel Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Corporation Mill, Corporation Street, Sowerby Bridge, Halifax, West Yorkshire, HX6 2QQ.

The group consists of J. & C. Joel Limited and all of its subsidiaries.

1.1
Basis of preparation

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 £.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and 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 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

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

1.2
Business combinations

In the parent company financial statements, t he cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. I nvestments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 19 -
1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company J. & C. Joel 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 30 September 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.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

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.

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. The carrying values of investments in joint ventures and associates include acquired goodwill.

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.

Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.

1.4
Going concern

A t the time of approving the financial statements, t he directors have a reasonable expectation that the group and parent company ha ve adequate resources to continue in operational existence for the foreseeable future. Thus t he directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.5
Revenue

Revenue comprises sales of goods or services provided to customers net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts. Revenue is recognised when performance obligations are satisfied and the control of goods or services is transferred to the buyer. Where the performance obligation is satisfied over time, revenue is recognised in accordance with its progress towards complete satisfaction of that performance obligation.

When cash inflows are deferred and represent a financing arrangement, the promised consideration is adjusted for the effects of the time value of money, which is recognised as interest income.

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.

J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 20 -
1.6
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.7
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation 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:

Website
Straight line over 5 years
1.8
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
2% on revaluation
Plant and equipment
33% on cost or 15% reducing balance
Computers
33% on cost
Motor vehicles
33% on reducing balance

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.

1.9
Fixed asset investments

Equity in vest ments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

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.

J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 21 -

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Investments in associates 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 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 on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

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

In the parent c ompany financial statements, investments in associates are accounted for at cost less impairment.

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

1.10
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible 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). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs. The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.11
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 22 -

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.

1.12
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.13
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 using the effective interest m ethod unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. 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, other than those held at fair value through profit and loss, 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.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal 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.

J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 23 -
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, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value th r ough profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

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

1.14
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.

1.15
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.

J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 24 -
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.

1.16
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.

1.17
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.18
Leases
As lessee

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

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.

As lessor

When the group acts as a lessor, a lease is classified as a finance lease whenever it transfers substantially all the risks and rewards of ownership of the underlying asset to the lessee, either at the end of the lease term or for the major part of the economic life of the asset. All other leases are classified as operating leases. If an arrangement contains both lease and non-lease components, the group allocates the consideration in the contract to the two elements.

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.

J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 25 -
1.19
Foreign exchange

Transactions in currencies other than the functional currency (foreign currency) are initially recorded at the exchange rate prevailing on the date of the transaction.

Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange ruling at the reporting date. Non-monetary assets and liabilities denominated in foreign currencies are translated at the rate of the transaction, or, if the asset or liability is measured at fair value, the rate when that fair value was determined.

All translation differences are taken to profit or loss, except to the extent that they relate to gains or losses on non-monetary items recognised in other comprehensive income, when the related translation gain or loss is also recognised in other comprehensive income.

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.

J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
2
Judgements and key sources of estimation uncertainty
(Continued)
- 26 -
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.

Revenue recognition

Where the outcome of a contract can be measured reliably, revenue and costs are recognised by reference to the stage of completion of the contract at the balance sheet date. Typically this is calculated by the proportion of costs incurred for work performed to date bear the total estimated contracts costs. Where the outcome of a contract cannot be estimated reliably, revenue is recognised to the extent of costs incurred where it is probable that they will be recovered.

Property valuation

The group's freehold properties are held at fair value or cost less any subsequent accumulated depreciation. The directors are required to ensure that revaluations are performed with sufficient regularity to ensure that the carrying amount does not differ materially from fair value at the period end. In determining whether or not to perform a full valuation of the property portfolio, the directors have regard to current property conditions and they exercise their judgement in determining whether or not to perform a full valuation. The directors have adjusted the valuation as at 30 September 2023 based on a desktop valuation from external valuers.

Stock provision

The group makes an estimate of the realisable value of stock. When assessing the impairment of stock, management considers the nature and condition of the stock, as well as applying assumptions around anticipated saleability of finished goods and future usage of raw materials.

Impairment of debtors

The group makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current credit rating of the debtor, the aging profile of debtors and historical experience.

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.

3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Sales of goods
15,679,763
13,767,161
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
6,841,624
8,865,407
Europe
683,877
808,882
Rest of World
8,154,262
4,092,872
15,679,763
13,767,161
J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
3
Turnover and other revenue
(Continued)
- 27 -
2025
2024
£
£
Other revenue
Interest income
570
15
4
Exceptional item
2025
2024
£
£
Expenditure
Exceptional costs
223,049
-
223,049
-

During the year ended 30 September 2025, the Group ceased trading and subsequently dissolved its Vietnam and Romania subsidiaries. The directors consider the costs arising from this restructuring to be material, non‑recurring and not representative of the Group’s underlying trading performance.

Exceptional items comprise costs directly attributable to the closure of these subsidiaries, including redundancy and notice period costs, professional and consultancy fees related to the wind‑down and dissolution process, and the write‑off of intercompany balances and investments.

Exceptional costs recognised in the company financial statements totalled £548k.

On deconsolidation of the Vietnam and Romania subsidiaries, cumulative reserves previously recognised in group equity were unwound through the consolidated profit and loss account. As losses of these subsidiaries had already been recognised in prior periods, these consolidation adjustments reduce the net exceptional charge recognised at Group level. As a result, exceptional costs recognised in the consolidated financial statements amount to £223k.

5
Operating profit/(loss)
2025
2024
£
£
Operating profit/(loss) for the year is stated after charging/(crediting):
Exchange losses/(gains)
64,950
(25,370)
Research and development costs
12,899
23,993
Depreciation of tangible fixed assets
135,126
161,229
Loss on disposal of tangible fixed assets
21,149
200
Amortisation of intangible assets
2,284
1,712
Operating lease charges
42,741
38,565

J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 28 -
6
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
44,350
41,650
7
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
Production and distribution
68
59
52
44
Sales and administration
45
53
36
42
Management
4
5
4
5
Total
117
117
92
91

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
3,141,283
3,051,828
3,001,453
2,835,936
Social security costs
280,203
254,755
280,203
254,755
Pension costs
152,006
109,915
152,006
109,915
3,573,492
3,416,498
3,433,662
3,200,606
8
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
274,953
456,887
Company pension contributions to defined contribution schemes
58,950
41,789
333,903
498,676

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 4 (2024 - 5).

J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
8
Directors' remuneration
(Continued)
- 29 -
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
83,549
145,269
Company pension contributions to defined contribution schemes
10,250
11,000
9
Interest receivable and similar income
2025
2024
£
£
Interest income
Other interest income
570
15
10
Interest payable and similar expenses
2025
2024
£
£
Interest on bank overdrafts and loans
328,729
357,262
Interest on finance leases and hire purchase contracts
18,324
13,466
Other interest
11,200
13,081
Total finance costs
358,253
383,809
11
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
-
0
(67,186)
Adjustments in respect of prior periods
(6,499)
(44,437)
Total current tax
(6,499)
(111,623)
Deferred tax
Origination and reversal of timing differences
52,919
6,130
Adjustment in respect of prior periods
(12,794)
-
0
Total deferred tax
40,125
6,130
Total tax charge/(credit)
33,626
(105,493)
J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
11
Taxation
(Continued)
- 30 -

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

2025
2024
£
£
Profit/(loss) before taxation
464,875
(875,656)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 25% (2024: 25%)
116,219
(218,914)
Effects of:
Expenses that are not deductible in determining taxable profit
62,380
3,199
Adjustments in respect of prior years
(6,499)
(44,437)
Depreciation on assets not qualifying for tax allowances
-
0
9,806
Research and development tax credit
-
0
4,179
Overseas tax rates
(101,635)
157,004
Deferred tax adjustments in respect of prior years
(12,794)
(16,330)
Deferred tax movement on revalued properties
(24,045)
-
Taxation charge/(credit) in the financial statements
33,626
(105,493)
12
Dividends
2025
2024
Recognised as distributions to equity holders:
£
£
Final paid
200,000
-
13
Intangible fixed assets
Group
Website
£
Cost
At 1 October 2024 and 30 September 2025
11,416
Amortisation and impairment
At 1 October 2024
1,712
Amortisation charged for the year
2,284
At 30 September 2025
3,996
Carrying amount
At 30 September 2025
7,420
At 30 September 2024
9,704
J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
13
Intangible fixed assets
(Continued)
- 31 -
Company
Website
£
Cost
At 1 October 2024 and 30 September 2025
11,416
Amortisation and impairment
At 1 October 2024
1,712
Amortisation charged for the year
2,284
At 30 September 2025
3,996
Carrying amount
At 30 September 2025
7,420
At 30 September 2024
9,704
14
Tangible fixed assets
Group
Freehold land and buildings
Plant and equipment
Computers
Motor vehicles
Total
£
£
£
£
£
Cost or valuation
At 1 October 2024
2,072,243
803,650
146,370
289,715
3,311,978
Additions
302,621
92,477
11,158
90,658
496,914
Disposals
(11,093)
(165,243)
(3,313)
-
0
(179,649)
Exchange adjustments
-
0
(378)
-
0
-
0
(378)
At 30 September 2025
2,363,771
730,506
154,215
380,373
3,628,865
Depreciation and impairment
At 1 October 2024
21,625
532,224
132,594
87,802
774,245
Depreciation charged in the year
42,124
51,096
13,725
28,181
135,126
Eliminated in respect of disposals
(1,911)
(130,399)
(14,956)
-
0
(147,266)
At 30 September 2025
61,838
452,921
131,363
115,983
762,105
Carrying amount
At 30 September 2025
2,301,933
277,585
22,852
264,390
2,866,760
At 30 September 2024
2,050,618
271,426
13,776
201,913
2,537,733
J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
14
Tangible fixed assets
(Continued)
- 32 -
Company
Freehold land and buildings
Plant and equipment
Computers
Motor vehicles
Total
£
£
£
£
£
Cost or valuation
At 1 October 2024
2,072,243
653,875
71,227
168,434
2,965,779
Additions
302,621
89,533
9,521
90,658
492,333
Disposals
(11,093)
(106,505)
-
0
-
0
(117,598)
At 30 September 2025
2,363,771
636,903
80,748
259,092
3,340,514
Depreciation and impairment
At 1 October 2024
21,625
437,663
62,264
27,985
549,537
Depreciation charged in the year
42,124
41,458
9,163
18,681
111,426
Eliminated in respect of disposals
(1,911)
(94,538)
-
0
-
0
(96,449)
At 30 September 2025
61,838
384,583
71,427
46,666
564,514
Carrying amount
At 30 September 2025
2,301,933
252,320
9,321
212,426
2,776,000
At 30 September 2024
2,050,618
216,212
8,963
140,449
2,416,242

Included within tangible fixed assets are assets held under finance leases or hire purchase contracts, as follows:

Group
Company
2025
2024
2025
2024
£
£
£
£
Plant and equipment
134,541
154,095
134,541
154,095
Motor vehicles
122,522
140,447
122,522
140,447
Freehold land and buildings
34,043
35,366
34,043
35,366
291,106
329,908
291,106
329,908

Land and buildings with a carrying amount of £2,311,115 (2024: £2,050,618) were revalued on 19 February 2024 by Colliers International Valuation UK LLP, independent valuer not connected with the company on the basis of market value. This valuation was for the specific purpose of marketing and does not represent a formal valuation in accordance with the RICS Valuation - Professional Standards (the 'Red Book').

The valuation based on this report and that was reflected in the accounts for the year ended 30 September 2023 was £2,059,295.

Additions have been made to the property since that time, which have increased the carrying amount. The directors consider that the carrying value of the property at 30 September 2025 reflects its fair value.

The following asse t s are carried at valuation. If the assets were measured using the cost model, the carrying amounts would be as follows:

J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
14
Tangible fixed assets
(Continued)
- 33 -
2025
2024
£
£
Group
Cost
1,167,654
865,032
Accumulated depreciation
(156,569)
(135,325)
Carrying value
1,011,085
729,707
Company
Cost
1,167,654
865,032
Accumulated depreciation
(156,569)
(135,325)
Carrying value
1,011,085
729,707
15
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
16
-
0
-
0
188,875
272,128
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 October 2024 and 30 September 2025
272,128
Impairment
At 1 October 2024
-
Disposals
83,253
At 30 September 2025
83,253
Carrying amount
At 30 September 2025
188,875
At 30 September 2024
272,128
J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 34 -
16
Subsidiaries

Details of the company's subsidiaries at 30 September 2025 are as follows:

Name of undertaking
Address
Class of
% Held
shares held
Direct
Indirect
Joel Middle East Theatre Equipment L.L.C.
1
Ordinary
100.00
-
J & C Joel SA (Pty) Ltd
2
Ordinary
100.00
-
J & C Joel Macau Ltd
3
Ordinary
0
100.00
J & C Joel Hong Kong Limited
4
Ordinary
100.00
-

Registered office addresses (all UK unless otherwise indicated):

1
PO Box 23295, Dubai, UAE
2
119 Gerhard Street, Gauteng, South Africa
3
Alamenda Drive, Carlos D'Assumocao no 263, Edificio China Civil Plaza, Macau
4
Unit G1 35/F, Legend Tower, 7 Shing Yip Street, Kwun Tong Kowloon, Hong Kong

During the year, the group dissolved the following subsidiaries:

J&C Joel Europa S.R.L - 29 July 2025

J & C Joel Vietnam Co., Ltd. - 20 December 2024

These entities were wholly owned and their dissolution did not have a material impact on the group's financial statements.

17
Stocks
Group
Company
2025
2024
2025
2024
as restated
£
£
£
£
Work in progress
2,564,439
1,528,250
2,378,888
1,466,822
Finished goods and goods for resale
2,680,376
2,983,764
2,142,249
2,527,290
5,244,815
4,512,014
4,521,137
3,994,112
J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 35 -
18
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
1,907,682
1,119,165
1,550,806
1,633,871
Corporation tax recoverable
73,685
67,749
73,685
67,749
Amounts owed by group undertakings
-
0
-
0
77,151
210,589
Other debtors
236,010
181,295
215,995
129,135
Prepayments and accrued income
897,432
2,043,916
723,300
1,665,818
3,114,809
3,412,125
2,640,937
3,707,162
Amounts falling due after more than one year:
Amounts owed by group undertakings
-
0
-
0
-
0
338,247
Prepayments and accrued income
58,158
40,000
58,158
40,000
58,158
40,000
58,158
378,247
Deferred tax asset (note 23)
12,794
-
0
-
0
-
0
70,952
40,000
58,158
378,247
Total debtors
3,185,761
3,452,125
2,699,095
4,085,409
19
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans and overdrafts
21
2,788,156
2,107,231
2,721,762
2,028,542
Obligations under finance leases
22
110,738
73,054
110,738
73,054
Other borrowings
21
1,495,438
1,361,463
1,395,695
1,304,609
Trade creditors
2,541,044
934,111
2,510,527
1,711,785
Amounts owed to group undertakings
-
0
-
0
243,135
-
0
Other taxation and social security
312,417
383,464
298,388
370,829
Other creditors
217,596
243,724
179,213
159,305
Accruals and deferred income
1,518,893
1,297,974
1,137,039
1,041,354
8,984,282
6,401,021
8,596,497
6,689,478
J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 36 -
20
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Debenture loans
21
30,000
30,000
30,000
30,000
Bank loans and overdrafts
21
880,092
1,029,289
880,092
1,029,289
Obligations under finance leases
22
203,276
219,142
203,276
219,142
Other borrowings
21
200,000
200,000
200,000
200,000
1,313,368
1,478,431
1,313,368
1,478,431
21
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Debenture loans
30,000
30,000
30,000
30,000
Bank loans
1,564,374
1,753,573
1,564,374
1,753,573
Bank overdrafts
2,103,874
1,382,947
2,037,480
1,304,258
Preference shares
200,000
200,000
200,000
200,000
Other loans
1,495,438
1,361,463
1,395,695
1,304,609
5,393,686
4,727,983
5,227,549
4,592,440
Payable within one year
4,283,594
3,468,694
4,117,457
3,333,151
Payable after one year
1,110,092
1,259,289
1,110,092
1,259,289

Bank overdrafts and import facility ("other loans") are repayable on demand, subject to interest at 2.5% per annum over the Bank of England base rate and secured with a fixed and floating charge over all assets.

Bank loans include £500,000 (2024: £500,000) export facility which is repayable on demand, subject to interest at 2.5% per annum over the Bank of England base rate and secured by way of fixed and floating charge over all assets.

On 8 May 2024, a mortgage was entered into of £995,000 at an interest rate of 3.25%, over 15 years. At 30 September 2025, the remaining balance on the mortgage was £944,374 (2024: £973,573) .

On 22 May 2020 the group agreed a £800,000 Coronavirus Business Interruption Loan Facility with HSBC. The loan is repayable over 60 instalments after an initial 12 month capital repayment holiday from the drawdown. Interest is charged on a fixed basis, under which the interest will be charged at 3.99% per annum over the Bank of England base rate. At the year end £120,000 (2024: £280,000) was outstanding.

Debenture loans include £30,000 payable with a minimum notice period of 12 months. Interest is charged at 5% and is unsecured.

Preference shares are repayable with a minimum notice period of 12 months. Interest is charged at 5% and has been paid during the year. The shares are unsecured.

J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 37 -
22
Finance lease obligations
Group
Company
2025
2024
2025
2024
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
110,738
73,054
110,738
73,054
In two to five years
203,276
219,142
203,276
219,142
314,014
292,196
314,014
292,196

Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 years and security is held against the asset to which the amount relates.

23
Deferred taxation

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

Liabilities
Liabilities
Assets
Assets
2025
2024
2025
2024
Group
£
£
£
£
Accelerated capital allowances
203,319
185,365
-
-
Tax losses
-
(59,010)
12,794
-
Revaluations
293,892
317,937
-
-
497,211
444,292
12,794
-
Liabilities
Liabilities
Assets
Assets
2025
2024
2025
2024
Company
£
£
£
£
Accelerated capital allowances
203,319
185,365
-
-
Tax losses
-
(59,010)
-
-
Revaluations
293,892
317,937
-
-
497,211
444,292
-
-
Group
Company
2025
2025
Movements in the year:
£
£
Liability at 1 October 2024
444,292
444,292
Charge to profit or loss
40,125
52,919
Liability at 30 September 2025
484,417
497,211
J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 38 -
24
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
152,006
109,915

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. At the year end £26,767 (2024 - £18,318) was outstanding and included in other creditors.

25
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
16,000
16,000
16,000
16,000
26
Reserves
Revaluation reserve

The cumulative revaluation gains and losses in respect of land and buildings, except revaluation gains and losses recognised in profit or loss.

Capital redemption reserve

The nominal value of shares repurchased and still held at the end of the reporting period.

Other reserves

Currency translation on consolidation of overseas subsidiaries.

J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 39 -
27
Operating lease commitments
As lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2025
2024
2025
2024
£
£
£
£
Within 1 year
125,921
122,427
84,006
89,238
Years 2-5
100,201
169,911
100,201
169,911
226,122
292,338
184,207
259,149
28
Directors' transactions

At the year end, £29,006 (2024 - £30,189) was owed to J T Wheelwright, and included in creditors. During the year advances of £5,183 (2024 - £54,368) were made. The balance is interest free and repayable on demand.

29
Controlling party

James Wheelwright is the controlling party by virtue of his majority shareholding.

30
Cash generated from group operations
2025
2024
£
£
Profit/(loss) after taxation
431,249
(770,163)
Adjustments for:
Taxation charged/(credited)
33,626
(105,493)
Finance costs
358,253
383,809
Investment income
(570)
(15)
Loss on disposal of tangible fixed assets
32,383
200
Amortisation and impairment of intangible assets
2,284
1,712
Depreciation and impairment of tangible fixed assets
135,126
161,229
Movements in working capital:
(Increase)/decrease in stocks
(732,801)
747,028
Decrease/(increase) in debtors
285,094
(308,313)
Increase in creditors
1,731,618
352,221
Cash generated from operations
2,276,262
462,215
J. & C. JOEL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 40 -
31
Analysis of changes in net debt - group
1 October 2024
Cash flows
New leases
Exchange rate movements
30 September 2025
£
£
£
£
£
Cash at bank and in hand
203,126
1,909,186
-
23,512
2,135,824
Bank overdrafts
(1,382,947)
(720,927)
-
-
(2,103,874)
(1,179,821)
1,188,259
-
23,512
31,950
Borrowings excluding overdrafts
(3,345,036)
55,224
-
-
(3,289,812)
Payment of finance leases obligations
(292,196)
86,418
(108,236)
-
(314,014)
(4,817,053)
1,329,901
(108,236)
23,512
(3,571,876)
32
Prior period adjustment
Reconciliation of changes in equity - group
1 October
30 September
2023
2024
£
£
Adjustments to prior year
Correction of work in progress
-
(462,503)
Equity as previously reported
3,258,306
2,853,461
Equity as adjusted
3,258,306
2,390,958
Analysis of the effect upon equity
Profit and loss reserves
-
(462,503)
Reconciliation of changes in loss for the previous financial period
2024
£
Adjustments to prior year
Correction of work in progress
(462,503)
Loss as previously reported
(307,660)
Loss as adjusted
(770,163)
Notes to reconciliation

The Directors identified that the work in progress balance in respect of a Macau project had been overstated in the prior year financial statements. The comparative amounts have been restated to reduce work in progress and recognise the associated impact on revenue and cost of sales. As a result, the work in progress balance at 30 September 2024 has been reduced from £512,938 to £50,436.

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