Company registration number 00545333 (England and Wales)
NATIONAL FLOORCOVERINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
NATIONAL FLOORCOVERINGS LIMITED
COMPANY INFORMATION
Director
C J Gay
(Appointed 26 June 2025)
Secretary
C J Gay
Company number
00545333
Registered office
Wellington Mills
Huddersfield Road
Liversedge
England
WF15 7FH
Auditor
Sumer Auditco Limited
Albert Works
Sidney Street
Sheffield
S1 4RG
NATIONAL FLOORCOVERINGS LIMITED
CONTENTS
Page
Strategic report
1
Director's report
2 - 3
Independent auditor's report
4 - 6
Statement of comprehensive income
7
Balance sheet
8
Statement of changes in equity
9
Notes to the financial statements
10 - 24
NATIONAL FLOORCOVERINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

The director presents the strategic report for the period ended 31 December 2025.

Review of the business

The principal activity of the business is the manufacture and supply of carpets and carpet tiles. The holding company of the business is GB Floor Coverings Group Limited.

 

Turnover for the period was £20,888,532. Gross profit was £8,221,662, representing a gross profit margin of approximately 39%. The business generated an operating profit of £2,505,406.

 

The directors consider the underlying performance of the business demonstrates resilience in its core operations.

 

The company continues to benefit from a solid financial position, supported by the resources and expertise of its shareholders following the ownership transition of GB Floor Coverings Group Limited.

Principal risks and uncertainties

The principal risks facing the company include fluctuations in raw material prices, competitive pressures in the floorcoverings market, and supply chain disruptions. The directors mitigate these through diversified supplier relationships, cost control measures, and continued investment in product innovation.

 

The business benefits from the operational expertise and financial resources of its owners, which help to reduce overall business risk.

Key performance indicators

The directors monitor the following key performance indicators (KPIs) to assess the business performance:

 

KPI

 

2025

2024

Turnover (£)

 

20,888,532

21,000,603

Gross profit margin (%)

 

39.4

36.3

Operating (loss)/profit before exceptionals (£)

 

1,007,845

440,245

 

Future developments

Following the acquisition, the company is well positioned for growth. With new IT systems in place, the focus is now on strategic growth and expansion of market reach through new product initiatives and planning, whilst strengthening the balance sheet and investing in production enhancements to improve margins.

 

The directors are confident that the business is on track to achieve sustainable long-term growth and improved profitability levels.

C J Gay
Director
26 June 2026
NATIONAL FLOORCOVERINGS LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -

The director presents his annual report and financial statements for the year ended 31 December 2025.

Principal activities

The principal activity of the company continued to be that of the manufacture and supply of carpets and allied products.

Results and dividends

The results for the year are set out on page 7.

Ordinary dividends were paid amounting to £8,000,000. The director does not recommend payment of a further dividend.

Director

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

D Rhodes
(Resigned 20 March 2026)
D M Keenan
(Resigned 31 January 2025)
C C D Clegg
(Resigned 12 February 2025)
P G Frohn
(Resigned 3 March 2025)
C J Gay
(Appointed 26 June 2025)
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 director's responsibilities

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

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.

In preparing these financial statements, the director is required to:

The director is responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

NATIONAL FLOORCOVERINGS LIMITED
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -
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 company’s auditor 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 company’s auditor is aware of that information.

On behalf of the board
C J Gay
Director
26 June 2026
NATIONAL FLOORCOVERINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF NATIONAL FLOORCOVERINGS LIMITED
- 4 -
Opinion

We have audited the financial statements of National Floorcoverings Limited (the 'company') for the year ended 31 December 2025 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity 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:

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 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 director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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 director 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 director is 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:

NATIONAL FLOORCOVERINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF NATIONAL FLOORCOVERINGS LIMITED (CONTINUED)
- 5 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the director's report.

 

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:

Responsibilities of director

As explained more fully in the director's responsibilities statement, the director is 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 director determines 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 director is responsible for assessing the 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 director either intends to liquidate the company or to cease operations, or has 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:

NATIONAL FLOORCOVERINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF NATIONAL FLOORCOVERINGS LIMITED (CONTINUED)
- 6 -

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

 

 

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

 

 

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

 

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 director’s and other management and the inspection of regulatory and legal correspondence.

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 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.

Adrian Staniforth (Senior Statutory Auditor)
For and on behalf of Sumer Auditco Limited, Statutory Auditor
Chartered Accountants
Albert Works
Sidney Street
Sheffield
S1 4RG
26 June 2026
NATIONAL FLOORCOVERINGS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 7 -
2025
2024
Notes
£
£
Turnover
3
20,888,532
21,000,603
Cost of sales
(12,666,870)
(13,367,193)
Gross profit
8,221,662
7,633,410
Distribution costs
(1,592,510)
(1,551,262)
Administrative expenses
(5,813,990)
(5,868,417)
Other operating income
192,683
226,514
Exceptional items
4
1,497,561
(1,749,850)
Operating profit/(loss)
5
2,505,406
(1,309,605)
Interest receivable and similar income
9
24,332
85,776
Interest payable and similar expenses
10
(1,341,037)
(249,000)
Profit/(loss) before taxation
1,188,701
(1,472,829)
Tax on profit/(loss)
11
(5,756)
735,300
Profit/(loss) for the financial year
1,182,945
(737,529)

The profit and loss account has been prepared on the basis that all operations are continuing operations.

NATIONAL FLOORCOVERINGS LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 8 -
2025
2024
Notes
£
£
£
£
Fixed assets
Intangible assets
13
141,883
-
0
Tangible assets
14
4,523,533
6,841,510
Investments
15
6
6
4,665,422
6,841,516
Current assets
Stocks
17
5,599,781
7,318,548
Debtors
18
13,996,958
19,343,688
Cash at bank and in hand
3,804,184
455,183
23,400,923
27,117,419
Creditors: amounts falling due within one year
19
(11,191,039)
(20,034,820)
Net current assets
12,209,884
7,082,599
Total assets less current liabilities
16,875,306
13,924,115
Creditors: amounts falling due after more than one year
20
(11,193,258)
(1,500,012)
Provisions for liabilities
Deferred tax liability
22
366,000
291,000
(366,000)
(291,000)
Net assets
5,316,048
12,133,103
Capital and reserves
Called up share capital
24
400,000
400,000
Revaluation reserve
25,472
33,959
Profit and loss reserves
4,890,576
11,699,144
Total equity
5,316,048
12,133,103

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:
C J Gay
Director
Company registration number 00545333 (England and Wales)
NATIONAL FLOORCOVERINGS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 9 -
Share capital
Revaluation reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
400,000
42,446
19,428,186
19,870,632
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
(737,529)
(737,529)
Dividends
12
-
-
(7,000,000)
(7,000,000)
Transfers
-
(8,487)
8,487
-
Balance at 31 December 2024
400,000
33,959
11,699,144
12,133,103
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
1,182,945
1,182,945
Dividends
12
-
-
(8,000,000)
(8,000,000)
Transfers
-
(8,487)
8,487
-
Balance at 31 December 2025
400,000
25,472
4,890,576
5,316,048
NATIONAL FLOORCOVERINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
1
Accounting policies
Company information

National Floorcoverings Limited is a private company limited by shares incorporated in England and Wales. The registered office is Wellington Mills, Huddersfield Road, Liversedge, England, WF15 7FH.

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 amounts 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.

This 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:

 

 

The financial statements of the company are consolidated in the financial statements of GB Floor Coverings Ltd.

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

 

National Floorcoverings Limited is a wholly owned subsidiary of National Floorcoverings Holdings Limited and the results of National Floorcoverings Limited are included in the consolidated financial statements of GB Floor Coverings Ltd.

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.true

1.3
Revenue

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.

NATIONAL FLOORCOVERINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 11 -

The nature, timing of satisfaction of performance obligations and significant payment terms of the company's major sources of revenue are as follows:

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.

1.4
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred.

1.5
Software under development

Expenditure on intangible software is accounted for under FRS 102 Section 18, with research and evaluation costs expensed as incurred and directly attributable development costs capitalised as an intangible asset when the recognition criteria are met. Capitalised costs are presented as intangible software under development and are not amortised until the system is available for use. Once available for use, the asset is amortised on a straight‑line basis over its estimated useful economic life and reviewed annually for impairment.

1.6
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 buildings
2.5% straight line
Leasehold land and buildings
2.5% straight line
Plant and equipment
10% to 33.3% straight line
Motor vehicles
20% to 25% straight line

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 credited or charged to profit or loss.

1.7
Fixed asset investments

Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

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

1.8
Impairment of fixed assets

At each reporting period end date, the company 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.

NATIONAL FLOORCOVERINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 12 -
1.9
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.

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.

1.10
Cash and cash equivalents

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

1.11
Financial instruments

The company 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 company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with 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 method 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.

NATIONAL FLOORCOVERINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 13 -
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 company 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 company 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 payments 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 through 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 company’s contractual obligations expire or are discharged or cancelled.

1.12
Equity instruments

Equity instruments issued by the company 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 company.

1.13
Taxation

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

NATIONAL FLOORCOVERINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 14 -
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 company’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 when the company has 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.

1.14
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.

1.15
Retirement benefits

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

1.16
Leases
As lessee

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 leases asset are consumed.

As lessor

When the company 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 company 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.

NATIONAL FLOORCOVERINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 15 -
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.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the director is 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.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Stock Provisions

Stocks are stated at the lower of cost and net realisable value. The management will assess the requirement for any provision for obsolete stock or value deterioration as based on historical transactions, stock utilisation patterns, regular inspection and counting of physical items.

Useful economic lives of tangible fixed assets

The annual depreciation charge for tangible fixed assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values of all asset categories are reviewed on an annual basis to ensure appropriate changes are made for depreciations.

Intercompany debtor recoverability

The carrying value and recoverability of intercompany debtor balances is assessed based on management's expectations of future cash flows generated by the wider group. Management review the cash generation for the group as a whole, including forecasts, budgets and historical performance, to assess the likelihood of full recovery of intercompany debtor balances. The key assumptions underpinning these forecasts include revenue growth and operating margins, which are considered reasonable based on current market conditions and historical experience.

3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Sale of carpets and allied products
20,888,532
21,000,603
2025
2024
£
£
Other revenue
Interest income
24,332
85,776
NATIONAL FLOORCOVERINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
3
Turnover and other revenue
(Continued)
- 16 -

Analysis of turnover by geographical markets has not been disclosed because the directors believe that to do so would seriously prejudice the interests of the company.

4
Exceptional item
2025
2024
£
£
Group restructuring costs
255,959
1,383,238
Profit on disposals of property
(1,753,520)
-
Health and safety fine
-
366,612
(1,497,561)
1,749,850
5
Operating profit/(loss)
2025
2024
Operating profit/(loss) for the year is stated after charging/(crediting):
£
£
Exchange losses
4,138
16,818
Research and development costs
63,950
63,993
Depreciation of tangible fixed assets
540,545
641,898
Profit on disposal of tangible fixed assets
(22,061)
(3,824)
Operating lease charges
165,660
163,796
6
Employees

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

2025
2024
Number
Number
Production
52
65
Selling and distribution
32
26
Management and administration
28
24
Total
112
115

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
4,267,678
4,132,103
Social security costs
513,165
409,157
Pension costs
134,495
135,146
4,915,338
4,676,406
NATIONAL FLOORCOVERINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 17 -
7
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
27,500
28,649
For other services
All other non-audit services
7,800
5,056
8
Director's remuneration
2025
2024
£
£
Remuneration for qualifying services
269,922
169,094
Company pension contributions to defined contribution schemes
22,911
12,647
292,833
181,741

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2024 - 1).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
171,780
167,835
Company pension contributions to defined contribution schemes
16,360
12,647
9
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
2,441
85,776
Other interest income
21,891
-
0
Total income
24,332
85,776
10
Interest payable and similar expenses
2025
2024
£
£
Other interest on financial liabilities
1,341,037
249,000
NATIONAL FLOORCOVERINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 18 -
11
Taxation
2025
2024
£
£
Current tax
Adjustments in respect of prior periods
(69,244)
-
0
Deferred tax
Origination and reversal of timing differences
75,000
(735,300)
Total tax charge/(credit)
5,756
(735,300)

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
1,188,701
(1,472,829)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
297,175
(368,207)
Tax effect of expenses that are not deductible in determining taxable profit
47,406
102,539
Tax effect of income not taxable in determining taxable profit
(1,500)
-
0
Adjustments in respect of prior years
(69,244)
-
0
Other permanent differences
(414,150)
64,027
Deferred tax not recognised
146,073
(536,659)
Other tax adjustments
(4)
3,000
Taxation charge/(credit) for the year
5,756
(735,300)
12
Dividends
2025
2024
£
£
Final paid
8,000,000
7,000,000
NATIONAL FLOORCOVERINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 19 -
13
Intangible fixed assets
Development costs
£
Cost
At 1 January 2025
-
0
Additions
141,883
At 31 December 2025
141,883
Amortisation and impairment
At 1 January 2025 and 31 December 2025
-
0
Carrying amount
At 31 December 2025
141,883
At 31 December 2024
-
0
14
Tangible fixed assets
Freehold buildings
Leasehold land and buildings
Plant and equipment
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2025
11,136,712
-
0
15,019,790
464,542
26,621,044
Additions
-
0
-
0
12,642
-
0
12,642
Disposals
(3,235,062)
-
0
-
0
(464,542)
(3,699,604)
Transfers
(4,378,564)
4,378,564
-
0
-
0
-
0
At 31 December 2025
3,523,086
4,378,564
15,032,432
-
0
22,934,082
Depreciation and impairment
At 1 January 2025
6,486,813
-
0
13,002,574
290,147
19,779,534
Depreciation charged in the year
259,478
-
0
281,067
-
0
540,545
Eliminated in respect of disposals
(1,619,383)
-
0
-
0
(290,147)
(1,909,530)
Transfers
(3,322,517)
3,322,517
-
0
-
0
-
0
At 31 December 2025
1,804,391
3,322,517
13,283,641
-
0
18,410,549
Carrying amount
At 31 December 2025
1,718,695
1,056,047
1,748,791
-
0
4,523,533
At 31 December 2024
4,649,899
-
0
2,017,216
174,395
6,841,510
15
Fixed asset investments
2025
2024
Notes
£
£
Investments in subsidiaries
16
6
6
NATIONAL FLOORCOVERINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
16
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Matting Systems Limited
England and Wales
Ordinary
100.00
Paragon Carpets and Tiles Limited
England and Wales
Ordinary
100.00
Play-Rite Limited
England and Wales
Ordinary
100.00

All of the subsidiary companies are non-trading entities with a registered office address of Wellington Mills, Huddersfield Road, Liversedge, WF15 7FH.

17
Stocks
2025
2024
£
£
Raw materials and consumables
2,003,611
2,557,775
Work in progress
164,844
212,723
Finished goods and goods for resale
3,431,326
4,548,050
5,599,781
7,318,548
18
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
1,966,180
1,693,529
Corporation tax recoverable
-
0
415,141
Amounts owed by group undertakings
10,332,282
17,093,087
Other debtors
16,105
6,597
Prepayments and accrued income
1,682,391
135,334
13,996,958
19,343,688

The amounts owed from group undertakings are unsecured, interest free, have no fixed repayment date and are repayable on demand.

NATIONAL FLOORCOVERINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 21 -
19
Creditors: amounts falling due within one year
2025
2024
as restated
Notes
£
£
Other borrowings
21
3,728,774
13,777,837
Trade creditors
708,937
693,462
Amounts owed to group undertakings
4,385,608
4,385,608
Taxation and social security
1,363,492
291,920
Other creditors
18,661
368,286
Accruals and deferred income
985,567
517,707
11,191,039
20,034,820

Loans and other borrowings are further detailed in note 21. The amounts owed to group undertakings are unsecured, interest free, have no fixed repayment date and are repayable on demand.

 

Comparative information for the year ended 31 December 2024 has been restated to correctly present facility balances within borrowings rather than as other creditors.

 

As a consequence of this reclassification, other creditors decreased by £4,727,849 and other borrowings increased by £4,727,849. There was no impact on classification between current and non-current liabilities. The reclassification relates solely to presentation and there has been no change to the recognition or measurement of creditors.

20
Creditors: amounts falling due after more than one year
2025
2024
Notes
£
£
Other borrowings
21
11,193,258
1,500,012
21
Loans and overdrafts
2025
2024
£
£
Other loans
14,922,032
15,277,849
Payable within one year
3,728,774
13,777,837
Payable after one year
11,193,258
1,500,012
NATIONAL FLOORCOVERINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
21
Loans and overdrafts
(Continued)
- 22 -

Bank loans and overdrafts include balances as follows.

 

An invoice discounting facility of £544,849 (2024: 955,166) secured over relevant trade receivables balances. An inventory facility of £2,021,950 (2024: £2,839,349) secured over inventory held by the company. A plant and machinery facility of £733,333 (2024: £933,333) secured over plant and machinery held by the company. A bank loan of £5,233,104 (2024: £2,250,000) which accrues interest at a rate of  base rate plus 4% and is secured by a fixed legal charge over the freehold property of the company and floating charges over the company's assets. The loan is repayable over 180 months.

 

On 2 December 2025, the company signed a sale and leaseback agreement on one of its freehold properties. Under the terms the agreement, the transaction has not been recognised as a sale based on the substance over form principle, given that this was fundamentally a financing transaction. Since the significant risks and rewards of ownership remain with the company, the transaction has been accounted for as a finance liability rather than a sale and proceeds from the transaction are recorded as a liability on the balance sheet. The financing arrangement accrues interest at a rate of base rate plus 4% in line with other borrowings of the company. Rental payments are classified as financial expenses representing interest on the finance liability. At the end of each year the principal is increased by accrued but unpaid interest. Finance is repayable over 20 years.

 

Additional security is provided by an unlimited guarantee and debenture between: GB Floor Coverings Group Ltd, National Floorcoverings Group Limited, National Floorcoverings Holdings Limited and National Floorcoverings Limited.

22
Deferred taxation

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

Liabilities
Liabilities
2025
2024
Balances:
£
£
Accelerated capital allowances
418,000
438,000
Tax losses
(49,000)
(147,000)
Short term timing differences
(3,000)
-
366,000
291,000
2025
Movements in the year:
£
Liability at 1 January 2025
291,000
Charge to profit or loss
75,000
Liability at 31 December 2025
366,000

A deferred tax liability has been recognised relating to timing differences on fixed assets arising from differences between accounting depreciation and capital allowances.

NATIONAL FLOORCOVERINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 23 -
23
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
134,495
135,146

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

24
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
400,000
400,000
400,000
400,000
25
Operating lease commitments
As lessee

 

2025
2024
£
£
Within 1 year
293,665
219,571
Years 2-5
369,142
496,881
662,807
716,452
26
Capital commitments

Amounts contracted for but not provided in the financial statements:

2025
2024
£
£
Acquisition of intangible assets
90,000
-
27
Related party transactions

The company has taken advantage of the exemption in FRS 102 from disclosing transactions with other members of the group headed by GB Floor Coverings Group Limited.

In 2024, a management charge of £1,383,238 was paid to MT Pass Holdings Limited, a company under common control until September 2024.

At 31 December 2024, a balance of £385 was owed to Geofabrics Ltd, a company under common control until September 2024.

A management charge of £121,175 (2024: £nil) was paid to NCM Investments XIV B.V., a group company outside of the GB Floor Coverings Group Limited consolidation.

NATIONAL FLOORCOVERINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 24 -
28
Ultimate controlling party

The company's immediate parent undertaking is National Floorcoverings Holdings Limited, incorporated in England and Wales.

 

The smallest group of undertakings, including the company for which group accounts have been drawn up is that headed by GB Floor Coverings Group Ltd, a company incorporated in England and Wales.

 

The ultimate parent undertaking is Nimbus Investment Fund V Cooperatief U.A., a company incorporated in the Netherlands.

 

The ultimate controlling party is Nimbus Investments.

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