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Registered number: 03292802 PROMATIC INTERNATIONAL LIMITED ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
PROMATIC INTERNATIONAL LIMITED COMPANY INFORMATION
Directors | B Jardine
| M Martelli
| G Thompson-Jones
Company secretary | D Cousins
Registered number | 03292802
Registered office | Unit 1 Hooton Road
| Hooton
| Ellesmere Port
| CH66 7PA
Independent auditors | WR Partners
| Chartered Accountants & Statutory Auditors
| 3 Royal Court
| Gadbrook Way
| Gadbrook Park
| Northwich
| Cheshire
| CW9 7UT
PROMATIC INTERNATIONAL LIMITED CONTENTS
| Page
Strategic report | 1 - 2
Directors' report | 3 - 5
Independent auditors' report | 6 - 9
Statement of comprehensive income | 10
Balance sheet | 11
Statement of changes in equity | 12
Notes to the financial statements | 13 - 33
PROMATIC INTERNATIONAL LIMITED STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2025
Introduction
The directors present the strategic report for the year ended 31 December 2025.
Business review
The company is engaged in the manufacture and distribution of Clay Pigeon Traps and associated products to global markets. There have been no changes in the company’s activities in the year under review. The statement of comprehensive income is set out on page 10 and shows turnover for the year of £9,833,807 (2024 - £9,105,688) and a profit after of tax of £779,738 (2024 - loss of £1,932,330). The group continues to offer multiple options and products through our highly talented and dedicated teams who deliver exceptional service and solutions to our customers. Our entities based in the UK, France, Italy and the United States of America provide us with the platform to deliver across the globe with sales to over 40 countries across 6 continents in 2025.
Principal risks and uncertainties
The market for the manufacture and distribution of Clay Pigeon Traps and associated products on a worldwide basis is competitive. The company is a market leader and seeks to manage the risk of losing market share to key competitors by the provision of better quality products with a wider range and market leading price competitiveness. Sales to Europe are made in euros and to the USA in US dollars. The company also purchases products from around the globe in various currencies. The company is therefore exposed to movements in exchange rates. The directors monitor the net exposure and take steps on pricing and sourcing to reduce the impact of currency movements. The main financial risks arising from the company’s activities are credit risk and exchange rate risk. These are monitored by the board of directors and were not considered to be significant at the balance sheet date. The company’s policy in respect of credit risk, is to require appropriate credit checks on potential customers before sales are made.
Other risks
Significant increases in labour costs coupled with a continued shortage of skills in the market. It is the opinion of the management and the Board that the company has a level of resilience which can weather a recession (as supported by the financial modelling of different future states). Page 1
PROMATIC INTERNATIONAL LIMITED STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Financial key performance indicators
The key performance indicators for the business which include our EBITDA, order book, gross margin, cash generation and market mix analysis are all very positive for the year ahead. In 2025, Promatic International Limited has achieved a gross margin of 31.7% (2024 – 33.4%), an EBITDA of £970,746 (2024 - £806,555) and a cash outflow of £230,332 (2024 - £1,033,097).
This report was approved by the board and signed on its behalf.
G Thompson-Jones Director
Date: 7 July 2026
Page 2
PROMATIC INTERNATIONAL LIMITED DIRECTORS' REPORT FOR THE YEAR ENDED 31 DECEMBER 2025 The directors present their report and the financial statements for the year ended 31 December 2025.
Statement of directors' responsibilities
The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations. Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, the directors are required to: ∙select suitable accounting policies for the Company's financial statements and then apply them consistently; ∙make judgements and accounting estimates that are reasonable and prudent; ∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; ∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. The directors are 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 to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Principal activities
The principal activity of the company continued to be that of the manufacture and distribution of Clay Pigeon Traps and associated products to global markets.
Results and dividends
The profit for the year, after taxation, amounted to £779,738 (2024 - loss £1,932,330). The directors do not recommend the payment of an ordinary dividend for the year.
Directors
The directors who served during the year were:
J Goodhart (resigned 6 November 2025)
B Jardine
M Martelli
G Thompson-Jones
Page 3
PROMATIC INTERNATIONAL LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Principal risks and uncertainties
Credit risk Credit risk is the risk of financial loss to the group if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The group is mainly exposed to credit risk from credit sales. It is group policy to assess the credit risk of new customers before entering contracts. Such credit ratings are taken into account by local business practices. Each new customer is analysed individually for creditworthiness before the group's standard payment and delivery terms and conditions are offered. A monthly review of the trade receivables' ageing analysis is undertaken and customers' credit is reassessed periodically. Existing customers that become "high risk" as a result of the periodic reassessment are placed on a restricted customer list and future credit sales are made only with approval of the local management, otherwise payment in advance is required. Liquidity risk The group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs of working capital, finance charges and principal repayments on its debt instruments and to invest cash assets safely and profitably. Management receives cash flow projections on a monthly basis as well as information regarding cash balances. At the end of the financial year, these projections indicated that the group expected to have sufficient liquid resources to meet its obligations under all reasonably expected circumstances. Cash flow interest rate risk The group is exposed to cash flow interest rate risk from borrowings at a variable rate. During the periods under review, the group's borrowings at variable rate were denominated in pounds sterling. Foreign exchange risk Foreign exchange risk arises when individual group entities enter into transactions denominated in a currency other than their functional currency. The group's policy is, where possible, to allow group entities to settle liabilities denominated in their functional currency (primarily US dollars or pound sterling) with the cash generated from their own operations in that currency. The group is predominantly exposed to currency risk on sales made in US dollars.
Matters covered in the strategic report
The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of matters that the directors consider to be of strategic importance to the company.
Statement of disclosure to auditor
Each of the persons who are directors at the time when this Directors' report is approved has confirmed that: ∙so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and ∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information. Page 4
PROMATIC INTERNATIONAL LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Auditor
The auditors, WR Partners, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. This report was approved by the board and signed on its behalf.
G Thompson-Jones Director
Date: 7 July 2026
Page 5
PROMATIC INTERNATIONAL LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PROMATIC INTERNATIONAL LIMITED
Opinion
We have audited the financial statements of Promatic International 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 the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). In our opinion the financial statements: ∙give a true and fair view of the state of the Company's affairs as at 31 December 2025 and of its profit for the year then ended; ∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and ∙have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 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. Page 6
PROMATIC INTERNATIONAL LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PROMATIC INTERNATIONAL LIMITED (CONTINUED)
Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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.
Opinion on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit: ∙the information given in the Strategic report and the Directors' report 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.
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 Directors' 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: ∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or ∙the 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' responsibilities statement set out on page 3, 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 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 Company or to cease operations, or have no realistic alternative but to do so. Page 7
PROMATIC INTERNATIONAL LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PROMATIC INTERNATIONAL LIMITED (CONTINUED)
Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: The audit team obtained an understanding of the legal and regulatory frameworks that are applicable to the company and determined that the most significant are those that relate to the reporting framework (FRS 102 and the Companies Act 2006), the relevant tax compliance regulations and the UK General Data Protection Regulation (GDPR). We understood how the company is complying with these frameworks by making enquiries of management and those responsible for legal and compliance procedures. We also reviewed internal records and correspondence and the results of our testing in other areas to identify any recorded instances of irregularity or non-compliance that might have a material impact on the financial statements. We assessed the susceptibility of the company's financial statements to material misstatement, including how fraud might occur by meeting with key management to understand where they considered there may be susceptibility to fraud. Based on our understanding our procedures involved enquiries of management and those charged with governance, manual journal entry testing, cashbook reviews for large and unusual items and the challenge of significant accounting estimates used in preparing the financial statements. Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report. Page 8
PROMATIC INTERNATIONAL LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PROMATIC INTERNATIONAL LIMITED (CONTINUED)
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 Auditors' 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. Fran Johnson BSc BFP FCA (Senior statutory auditor) for and on behalf of WR Partners Chartered Accountants Statutory Auditors 3 Royal Court Gadbrook Way Gadbrook Park Northwich Cheshire CW9 7UT 8 July 2026 Page 9
PROMATIC INTERNATIONAL LIMITED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2025
| 2025 | 2024
Note | £ | £
Turnover | 4 | 9,833,807 | 9,105,688
Cost of sales |  | (6,699,773) | (6,065,094)
Gross profit |  | 3,134,034 | 3,040,594
Administrative expenses |  | (2,293,018) | (2,406,181)
Exceptional administrative expenses |  | - | (2,556,657)
Operating profit/(loss) | 5 | 841,016 | (1,922,244)
Interest receivable and similar income | 9 | 2,775 | -
Interest payable and similar expenses | 10 | (64,053) | (10,086)
Profit/(loss) before tax |  | 779,738 | (1,932,330)
Tax on profit/(loss) | 11 | - | -
Total comprehensive income for the year |  | 779,738 | (1,932,330)
There was no other comprehensive income for 2025 (2024:£NIL).
The notes on pages 13 to 33 form part of these financial statements.
Page 10
PROMATIC INTERNATIONAL LIMITED REGISTERED NUMBER: 03292802 BALANCE SHEET AS AT 31 DECEMBER 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Intangible assets | 13 |  | 1 |  | 1
Tangible assets | 14 |  | 142,111 |  | 260,685
Investments | 15 |  | 535,269 |  | 535,269
|  |  | 677,381 |  | 795,955
Current assets |  |  |  |  |
Stocks | 16 | 1,096,258 |  | 820,338 |
Debtors: amounts falling due within one year | 17 | 9,786,130 |  | 7,923,082 |
Cash at bank and in hand | 18 | 73,132 |  | 53,778 |
|  | 10,955,520 |  | 8,797,198 |
Creditors: amounts falling due within one year | 19 | (3,413,375) |  | (2,116,647) |
Net current assets |  |  | 7,542,145 |  | 6,680,551
Creditors: amounts falling due after more than one year | 20 |  | - |  | (36,718)
Net assets |  |  | 8,219,526 |  | 7,439,788
Capital and reserves |  |  |  |  |
Called up share capital | 23 |  | 10,000 |  | 10,000
Profit and loss account | 24 |  | 8,209,526 |  | 7,429,788
|  |  | 8,219,526 |  | 7,439,788
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
G Thompson-Jones
Director
Date: 7 July 2026
The notes on pages 13 to 33 form part of these financial statements. Page 11
PROMATIC INTERNATIONAL LIMITED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2025
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 January 2025 | 10,000 | 7,429,788 | 7,439,788
Profit for the year | - | 779,738 | 779,738
At 31 December 2025 | 10,000 | 8,209,526 | 8,219,526
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2024
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 January 2024 | 10,000 | 9,362,118 | 9,372,118
Loss for the year | - | (1,932,330) | (1,932,330)
At 31 December 2024 | 10,000 | 7,429,788 | 7,439,788
| The notes on pages 13 to 33 form part of these financial statements.
Page 12
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
1. | General information
Promatic International Limited is a private company limited by shares incorporated in England and Wales under the Companies Act 2006. The address of the registered office is given on the company information page and the nature of the company's operations and its principal activities are set out in the strategic report. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3). The presentational and functional currency of these financial statements is GBP. Values are rounded to the nearest pound. The following principal accounting policies have been applied:
| 2.2 | Financial Reporting Standard 102 - reduced disclosure exemptions
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": ∙the requirements of Section 7 Statement of Cash Flows; ∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d); ∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c); ∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A; ∙the requirements of Section 33 Related Party Disclosures paragraph 33.7. This information is included in the consolidated financial statements of Promatic Holdings Limited as at 31 December 2025 and these financial statements may be obtained from Companies House. Page 13
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.3 | Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the company 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. The Directors have reviewed and considered relevant information including the annual budget and future cash flows for a period of 12 months from the date of the approval of the financial statements in making their assessment. The Directors assess the Group as a whole as well as individual statutory entities and have stress tested their cash flow forecasts for risks that could impact trading performance, including a severe downturn in consumer spending. Based on this analysis and supported further by an assessment of mitigating actions available to reduce costs and conserve cash and liquidity, the directors conclude that the company will maintain sufficient cash resources to meet its liabilities as they fall due.
| 2.4 | Foreign currency translation
Functional and presentation currency The Company's functional and presentational currency is GBP. Transactions and balances Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges. Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'. Page 14
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.5 | Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised: Sale of goods Revenue from the sale of goods is recognised when all of the following conditions are satisfied: ∙the Company has transferred the significant risks and rewards of ownership to the buyer; ∙the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; ∙the amount of revenue can be measured reliably; ∙it is probable that the Company will receive the consideration due under the transaction; and ∙the costs incurred or to be incurred in respect of the transaction can be measured reliably. Rendering of services Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied: ∙the amount of revenue can be measured reliably; ∙it is probable that the Company will receive the consideration due under the contract; ∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and ∙the costs incurred and the costs to complete the contract can be measured reliably.
| 2.6 | Operating leases: the Company as lessee
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term. Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
| 2.7 | Leased assets: the Company as lessee
Assets obtained under hire purchase contracts and finance leases are capitalised as tangible fixed assets. Assets acquired by finance lease are depreciated over the shorter of the lease term and their useful lives. Assets acquired by hire purchase are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to profit or loss so as to produce a constant periodic rate of charge on the net obligation outstanding in each period. Page 15
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.8 | Research and development
In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years. If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.
| 2.9 | Government grants
Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income. Grants of a revenue nature are recognised in the Statement of comprehensive income in the same period as the related expenditure.
| 2.10 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.11 | Finance costs
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
| 2.12 | Borrowing costs
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
| 2.13 | Pensions
Defined contribution pension plan The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations. The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds. Page 16
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.14 | Current and deferred taxation
The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
| 2.15 | Exceptional items
Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.
| 2.16 | Intangible assets
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years. Amortisation is provided on the following bases:
|  |  |  | Intellectual property rights | - | 20% | On cost
| 2.17 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Page 17
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.17 | Tangible fixed assets (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. Depreciation is provided on the following basis:
|  |  |  | Leasehold improvements | - | 10% | per annum on cost or over the lease term if shorter
|  |  |  | Plant and machinery | - | 15% | to 25% per annum on cost
|  |  |  | Motor vehicles | - | 25% | per annum on cost
|  |  |  | Fixtures and fittings | - | 20% | per annum on cost
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
| 2.18 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment.
| 2.19 | Stocks
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads. At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
| 2.20 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.21 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
| 2.22 | Creditors
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method. Page 18
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.23 | Provisions for liabilities
Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made. Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties. Increases in provisions are generally charged as an expense to profit or loss.
| 2.24 | Financial instruments
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” 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 trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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. Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments. Other financial assets Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment. Page 19
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.24 | Financial instruments (continued)
Impairment of financial assets At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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. Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate. If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss. Basic 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 the deduction of all its liabilities. Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial. Debt instruments are subsequently carried at their amortised cost using the effective interest rate method. Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. Page 20
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.24 | Financial instruments (continued)
Other financial instruments Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss. Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy. Derecognition of financial instruments Derecognition of financial assets Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained. Derecognition of financial liabilities Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.
3. | Judgements in applying accounting policies and key sources of estimation uncertainty
In the application of the Company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods. Critical Judgements The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements. Leases Determine whether leases entered into by the company either as a lessor or a lessee are operating or finance leases. These decisions depend on an assessment of whether the risks and rewards of ownership have been transferred from the lessor to the lessee on a lease by lease basis. The total of tangible fixed assets held under hire purchase agreements and the value of hire purchase liabilities is disclosed in the notes to these financial statements. Page 21
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 3.Judgements in applying accounting policies (continued) Impairment Determine whether there are indicators of impairment of the company's tangible and intangible fixed assets. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset. There are no impairments against tangible and intangible fixed assets at the current or comparative balance sheet date. 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. Intangible fixed assets Intangible assets are amortised over their useful lives taking into account residual values, where appropriate. The expected useful life of the intellectual property rights are reviewed annually taking into account their contribution to the order book and the revenue and profits which the intellectual property rights are providing to the company. Tangible fixed assets Tangible assets are depreciated over their useful lives taking into account residual values, where appropriate. The expected useful life of the assets are reviewed annually taking into account their contribution to the order book and the revenue and profits which the assets are providing to the company. Stocks Where appropriate, slow moving stocks are written down to their net realisable value. The assessment of net realisable value takes account of factors such as the availability of outlet channels and the value realised, historically, for similar products at that stage of their life cycle. At the balance sheet date an impairment against stocks of £260,864 (2024 - £284,703) is recognised. Debtors In assessing the provision for doubtful debts, factors taken into account include debtors' age profile, their historical payment performance and available credit data. The value of doubtful debt provisions in these financial statements is £21,675 (2024 - £21,675). Page 22
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Principal activity | 9,833,807 | 9,105,688
Analysis of turnover by country of destination:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| United Kingdom | 2,973,283 | 2,316,938
| Rest of Europe | 1,926,690 | 1,851,431
| Rest of the world | 4,933,834 | 4,937,319
|  | 9,833,807 | 9,105,688
5. | Operating profit/(loss)
| The operating profit/(loss) is stated after charging:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Research & development charged as an expense | 151,335 | 189,616
| Exchange differences | 17,003 | 63,687
| Other operating lease rentals | 93,375 | 93,375
| Depreciation | 110,369 | 126,552
| (Profit)/loss on disposal | (11,425) | (18,097)
6. | Auditors' remuneration
| During the year, the Company obtained the following services from the Company's auditors:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Fees payable to the Company's auditors for the audit of the Company's financial statements | 13,500 | 12,600
| The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.
Page 23
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
7. | Employees
| Staff costs, including directors' remuneration, were as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Wages and salaries | 1,717,073 | 2,096,312
| Social security costs | 247,117 | 217,366
| Cost of defined contribution scheme | 93,896 | 98,991
|  | 2,058,086 | 2,412,669
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | 2025 | 2024
|  |  | No. | No.
|  | Production | 42 | 43
|  | Sales | 8 | 8
|  | Management and administration | 9 | 7
|  |  | 59 | 58
8. | Directors' remuneration
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Directors' emoluments | - | 14,458
| Company contributions to defined contribution pension schemes | - | 658
|  | - | 15,116
| During the year retirement benefits were accruing to 2 directors (2024 - 2) in respect of defined contribution pension schemes.
9. | Interest receivable
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Interest receivable from corporation tax | 2,775 | -
Page 24
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
10. | Interest payable and similar expenses
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Bank interest payable | 60,853 | 5,937
| Finance leases and hire purchase contracts | 3,200 | 4,149
|  | 64,053 | 10,086
11. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Total current tax | - | -
| Deferred tax |  |
| Total deferred tax | - | -
| Tax on profit/(loss) | - | -
Page 25
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 11.Taxation (continued)
| The tax assessed for the year is higher than (2024 - higher than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Profit/(loss) on ordinary activities before tax | 779,738 | (1,932,330)
| Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | 194,935 | (483,083)
| Effects of: |  |
| Expenses not deductible for tax purposes, other than goodwill amortisation and impairment | 955 | 640,224
| Capital allowances for year in excess of depreciation | - | (8,450)
| Depreciation in excess of capital allowances | 18,366 | -
| Book profit on chargeable assets | (2,856) | -
| Utilisation of tax losses | - | (39,342)
| Group relief | (211,400) | (109,349)
| Total tax charge for the year | - | -
| Factors that may affect future tax charges
There were no factors that may affect future tax charges.
12. | Exceptional items
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Group restructure | - | 2,556,657
Page 26
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
13. | Intangible assets
|  | Intellectual property rights
|  | £
| Cost |
| At 1 January 2025 | 532,378
| At 31 December 2025 | 532,378
| Amortisation |
| At 1 January 2025 | 532,377
| At 31 December 2025 | 532,377
| Net book value |
| At 31 December 2025 | 1
| At 31 December 2024 | 1
Page 27
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
14. | Tangible fixed assets
|  | Leasehold improvs | Plant and machinery | Motor vehicles | Fixtures and fittings | Total
|  | £ | £ | £ | £ | £
| Cost or valuation |  |  |  |  |
| At 1 January 2025 | 574,681 | 534,454 | 294,144 | 522,526 | 1,925,805
| Additions | - | 1,749 | - | 9,926 | 11,675
| Disposals | - | - | (68,994) | - | (68,994)
| At 31 December 2025 | 574,681 | 536,203 | 225,150 | 532,452 | 1,868,486
| Depreciation |  |  |  |  |
| At 1 January 2025 | 458,894 | 505,799 | 237,588 | 462,839 | 1,665,120
| Charge for the year on owned assets | 62,914 | 12,054 | 19,039 | 16,362 | 110,369
| Disposals | - | - | (49,114) | - | (49,114)
| At 31 December 2025 | 521,808 | 517,853 | 207,513 | 479,201 | 1,726,375
| Net book value |  |  |  |  |
| At 31 December 2025 | 52,873 | 18,350 | 17,637 | 53,251 | 142,111
| At 31 December 2024 | 115,787 | 28,655 | 56,556 | 59,687 | 260,685
| The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Plant and machinery | 17,635 | 67,571
Page 28
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
15. | Fixed asset investments
|  | Investments in subsidiary companies
|  | £
| Cost or valuation |
| At 1 January 2025 | 535,269
| At 31 December 2025 | 535,269
| Subsidiary undertakings
| The following were subsidiary undertakings of the Company:
| Name | Registered office | Class of shares | Holding
| Promatic Inc | 801 Mid America Drive, Plattsburg, MO 64477, USA | Ordinary | 100%
| Promatic France SAS | La Croix De Glatigny, Zone Artisanale, 61250, Lonra, France | Ordinary | 100%
16. | Stocks
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Raw materials and consumables | 879,190 | 627,234
| Finished goods and goods for resale | 217,068 | 193,104
|  | 1,096,258 | 820,338
| There is no material difference between the replacement cost of stocks and the amounts stated above. Impairment gains of £13,945 (2024 - losses of £2,711) were recognised in profit and loss during the year due to slow moving and obsolete stock.
Page 29
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
17. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade debtors | 540,686 | 435,750
| Amounts owed by group undertakings | 8,980,619 | 7,253,817
| Other debtors | 77,554 | 63,816
| VAT repayable | 2,784 | 3,696
| Prepayments and accrued income | 141,147 | 122,663
| Deferred taxation | 43,340 | 43,340
|  | 9,786,130 | 7,923,082
| Amounts owed by group undertakings accrue interest at 2% and are repayable on demand.
18. | Cash and cash equivalents
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Cash at bank and in hand | 73,132 | 53,778
| Less: bank overdrafts | (919,077) | (669,391)
|  | (845,945) | (615,613)
19. | Creditors: Amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Bank overdrafts | 919,077 | 669,391
| Trade creditors | 1,081,608 | 1,156,719
| Amounts owed to group undertakings | 27,095 | 48,202
| Corporation tax | - | 3,001
| Other taxation and social security | 127,578 | 48,214
| Obligations under finance lease and hire purchase contracts | 17,018 | 15,612
| Other creditors | 995,780 | 36,781
| Accruals and deferred income | 245,219 | 138,727
|  | 3,413,375 | 2,116,647
| Amounts owed to group undertakings are due on demand and interest free.
Page 30
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
20. | Creditors: Amounts falling due after more than one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Net obligations under finance leases and hire purchase contracts | - | 36,718
21. | Hire purchase and finance leases
| Minimum lease payments under hire purchase fall due as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Within one year | 17,018 | 15,612
| Between 1-5 years | - | 36,718
|  | 17,018 | 52,330
22. | Deferred taxation
|  | 2025
|  | £
| At beginning of year | 43,340
| At end of year | 43,340
| The deferred tax asset is made up as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Accelerated capital allowances | 43,340 | 43,340
|  | 43,340 | 43,340
Page 31
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
23. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 10,000 (2024 - 10,000) Ordinary shares of £1 each | 10,000 | 10,000
| There is a single classs of ordinary shares. There are no restrictions on dividends and the repayment of capital.
24. | Reserves
Profit and loss account The profit and loss account represents cumulative profits or losses net of dividends paid and other adjustments.
25. | Pension commitments
The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £93,896 (2024 - £98,991). Contributions totalling £19,362 (2024 - £19,100) were payable to the fund at the balance sheet date and are included in creditors.
26. | Commitments under operating leases
| At 31 December 2025 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Not later than 1 year | 108,670 | 143,037
| Later than 1 year and not later than 5 years | 51,979 | 170,148
|  | 160,649 | 313,185
27.Other financial commitments The company is party to cross guarantees in relation to various loan notes and bank facilities made available to other companies in the group. The amounts outstanding in respect of the guarantees as at 31 December 2025 are £1,973,718 (2024 - £1,726,189). Page 32
PROMATIC INTERNATIONAL LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
28. | Related party transactions
| The company is a wholly owned subsidiary of the group headed by Promatic Holdings Limited and has taken advantage of the exemption conferred by section 33.1A of FRS102 not to disclose transactions with Promatic Holdings Limited or any of the other wholly-owned subsidiaries within the group. During the year, the company made sales of £2,334 to Shotwick Services Limited, a company that B Jardine is a director of. At year end, £2,575 was owed by this related party.
29. | Ultimate parent company and controlling party
The ultimate parent company and controlling party of the company is RAM (102) Limited with registered office of Unit 1 Hooton Road, Hooton, Ellesmere Port, CH66 7PA. The smallest group to which the company's results are consolidated are that of Promatic Holdings Limited and the financial statements can be obtained from Companies House. The largest group to which the company's results are consolidated are that of RAM (102) Limited and the financial statements can be obtained from Companies House. The company is exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006 as it is a subsidiary undertaking and its results are included in the consolidated financial statements of Promatic Holdings Limited, a company incorporated in England and Wales, which prepares consolidated financial statements in accordance with UK GAAP. Copies of the consolidated financial statements are available from Companies House.
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