REGISTERED NUMBER: 02665353 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements

for the Year Ended 31 October 2025

for

Megasteel Ltd

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Statement of Comprehensive Income

10

Balance Sheet

11

Statement of Changes in Equity

12

Notes to the Financial Statements

13

DIRECTORS:

N G Roberts

B B Roberts

C S Roberts

M A Roberts

L E Roberts

SECRETARY:

N G Roberts

REGISTERED OFFICE:

The Old Byre

Rodbourne Rail Farm

Grange lane

Malmesbury

Wiltshire

SN16 0ES

REGISTERED NUMBER:

02665353 (England and Wales)

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

REVIEW OF BUSINESS

Business Overview

Megasteel Ltd, founded over 35 years ago, is the leading supplier of prestressing wire and strand to the UK construction market. The company serves a wide range of customers, supplying materials for prestressed concrete and post-tensioned structures. Despite difficult market conditions, Megasteel has delivered stable trading performance, supporting its customer base with reliable supply and technical expertise.

Group Structure

Megasteel Ltd is wholly owned by Engineering Acquisitions Ltd, part of a privately owned group alongside Capital27 Ltd. Engineering Acquisitions Ltd also holds a 51% interest in Megasteel Ropes Ltd and owns Sweetnam and Bradley Ltd. This structure provides stability and allows a long-term approach to investment and growth.

Market Conditions

The UK construction market remains weak, with housing starts estimated at 130,000 units-well below government targets of 300,000 homes per year. Achieving these targets would require unprecedented levels of delivery. Planning constraints, affordability, and weak investor confidence continue to suppress activity. As much of Megasteel's sales are linked to housing-led construction, the timing and scale of any recovery remain uncertain.

Supplier and Customer Relationships

Megasteel benefits from strong, long-standing relationships with suppliers and customers, providing security of supply and supporting disciplined purchasing. The company's leading position is built on technical knowledge, dependable supply, and long-standing customer relationships. Its reputation for consistency and fair dealing underpins its market position.

Financial Performance

Turnover for the year was £11.36 million (2024: £12.16 million), with profit before taxation at £1.01 million (2024: £1.52 million). The reduction in sales reflects continued weakness in the UK housing market, the principal driver of demand for prestressing steel. Despite lower volumes, Megasteel increased its market share, thanks to strong customer relationships and reliable supply. The company operates without external debt, maintains significant liquidity, and benefits from disciplined cost control.

Warehouse Operations and Logistics

Megasteel's 44,000 sq ft warehouse in Ipswich is a key strategic asset, supporting both company products and third-party logistics. This strategy strengthens supply-chain resilience and product availability. The company works closely with George Baker Shipping Ltd to maintain strong logistics and stock availability.

Significant investment was made in the Bluestem Road warehouse facility in Ipswich, including re-cladding, repainting, and ongoing improvements such as re-roofing and solar panel installation. Modern lithium-ion forklift trucks were also introduced to improve operational efficiency and safety.

Resilience, Succession and Outlook

Megasteel remains resilient, with no external debt, substantial cash reserves, and a strong balance sheet. Market conditions are expected to remain challenging, with recovery dependent on improved housing starts. The company enters the new financial year from a position of stability and is well placed for future recovery. Following the year end, Maiya Roberts and Luke Roberts joined the business, reinforcing family involvement and continuity. Megasteel continues to focus on sustainable growth, financial discipline, and long-term relationships, maintaining a cautious approach to risk management. The Directors thank employees, suppliers, and customers for their continued support.

PRINCIPAL RISKS AND UNCERTAINTIES

The directors continually review the principal risks and uncertainties that the company faces, or may potentially face, to ensure appropriate measures are in place to mitigate these challenges. The company's strong and liquid balance sheet positions us well to navigate such risks effectively.

Credit Risk:

One of the primary risks we face is extending credit to our customers. To mitigate this, we have implemented a well-managed and proactive credit control policy. Customer payment performance is monitored monthly, and overdue accounts are promptly followed up to identify the cause of delays. In cases where payments are late, further credit is not extended without a clear understanding of the situation, with decisions made at the director level. Our robust approach to credit control has resulted in an excellent track record of managing bad debts over many years, demonstrating the effectiveness of our policies in safeguarding the company's financial health.

Market and Economic Risks:

The company is exposed to risks arising from changes in market conditions, such as fluctuations in demand, competition, or economic downturns. To mitigate these risks, we regularly monitor market trends and maintain close relationships with our customers and suppliers. Additionally, we aim to diversify our customer base to reduce reliance on any single sector or market.

Supply Chain Risks:

Disruptions in the supply chain, including delays or shortages of critical materials, could impact our ability to meet customer requirements. To address this, we maintain strong relationships with a diverse network of suppliers and regularly assess supplier reliability and performance. We also hold strategic reserves of prestressing wire and strand, the main product that we sell, to minimise the impact of potential disruptions.

Exchange Rate Risks:

We also have the potential for exchange rate risks. However, most of what we sell is in GBP, and we aim to buy all of our prestressing wire and strand from suppliers in GBP. Only a very small proportion of the products we purchase is in other currencies, and therefore the risk is considered very low.

Management Risk:

The company recognises the critical role of key employees in the business, particularly the CEO, Nigel Roberts, who has been the sole founder and successfully led the company for 35 years. While he has no plans to retire, we recognise the importance of mitigating risks associated with reliance on a single individual. To address this, we have a fantastic sales office team and warehouse team, and we plan to strengthen the management structure over the next 12 months to ensure continuity and resilience in leadership.

ON BEHALF OF THE BOARD:

N G Roberts - Director

1 July 2026

The directors present their report with the financial statements of the company for the year ended 31 October 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of steel buyers and sellers.

DIVIDENDS

No dividends will be distributed for the year ended 31 October 2025 (2024 - £Nil).

DIRECTORS

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

N G Roberts

B B Roberts

C S Roberts

M A Roberts

L E Roberts

FINANCIAL INSTRUMENTS

The company holds or issues financial instruments in order to achieve two main objectives, being:

-

to finance its operations;

-

to manage its exposure to interest risks arising from its operations and its source of finance;

-

for trading purposes

In addition, various financial instruments (e.g. trade debtors, trade creditors, accruals and prepayments) arise directly from the company's operations.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and 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 and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's 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. 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Sumer Auditco Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

N G Roberts - Director

1 July 2026

Opinion

We have audited the financial statements of Megasteel Ltd (the 'company') for the year ended 31 October 2025 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 'Reduced Disclosure Framework' (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 October 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 UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

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

-	adequate accounting records have not been kept, 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 Statement of Directors' Responsibilities set out on page four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the 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.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations related to health and safety, anti-bribery, employment law and company legislation, and we considered the extent to which non-compliance might have a material effect on the financial statements of the company. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006 and taxation legislation.

We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to increase revenue or reduce expenditure, and management bias in accounting estimates and judgemental areas of the financial statements, finances charges that have been imputed, and the calculation of deferred income. Audit procedures performed by the audit engagement team included:

-

Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud;

-

Understanding of management's internal controls designed to prevent and detect irregularities, and fraud;

-

Reviewing the Company's legal costs to check for non-compliance with laws and regulations and fraud;

-

Reviewing Board of Directors' minutes;

-

Review of tax compliance with the involvement of our tax specialists in the audit;

-

Designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing of expenses;

-

Testing transactions entered into outside of the normal course of the company's business; and

-

Identifying and testing journal entries, in particular any journal entries with fraud characteristics such as journals with round numbers, including the use of data analytic software.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

David Iain Black (Senior Statutory Auditor)

for and on behalf of Sumer Auditco Limited

Statutory Auditor

Hermes House

Fire Fly Avenue

Swindon

Wiltshire

SN2 2GA

9 July 2026

TURNOVER

11,358,112

12,156,815

Cost of sales

9,399,291

9,912,267

GROSS PROFIT

1,958,821

2,244,548

Administrative expenses

1,134,041

922,687

OPERATING PROFIT

824,780

1,321,861

Interest receivable and similar income

4

189,731

202,661

1,014,511

1,524,522

Interest payable and similar expenses

5

2,681

4,679

PROFIT BEFORE TAXATION

6

1,011,830

1,519,843

Tax on profit

7

283,372

416,549

PROFIT FOR THE FINANCIAL YEAR

728,458

1,103,294

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

728,458

1,103,294

FIXED ASSETS

Owned

Intangible assets

9

986,090

986,090

Tangible assets

10

4,081,612

4,135,009

Right-of-use

Tangible assets

10, 16

33,806

42,562

5,101,508

5,163,661

CURRENT ASSETS

Stocks

11

2,090,776

3,790,402

Debtors

12

7,602,959

6,643,514

Cash at bank

5,051,249

6,633,082

14,744,984

17,066,998

CREDITORS

Amounts falling due within one year

13

2,956,264

6,062,571

NET CURRENT ASSETS

11,788,720

11,004,427

TOTAL ASSETS LESS CURRENT LIABILITIES

16,890,228

16,168,088

CREDITORS

Amounts falling due after more than one year

14

22,677

28,995

NET ASSETS

16,867,551

16,139,093

CAPITAL AND RESERVES

Called up share capital

17

100

100

Retained earnings

18

16,867,451

16,138,993

SHAREHOLDERS' FUNDS

16,867,551

16,139,093

The financial statements were approved by the Board of Directors and authorised for issue on 1 July 2026 and were signed on its behalf by:

N G Roberts - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 November 2023

100

15,035,699

15,035,799

Changes in equity

Total comprehensive income

-

1,103,294

1,103,294

Balance at 31 October 2024

100

16,138,993

16,139,093

Changes in equity

Total comprehensive income

-

728,458

728,458

Balance at 31 October 2025

100

16,867,451

16,867,551

1.	STATUTORY INFORMATION

Megasteel Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparation

These financial statements have been prepared in accordance with Financial Reporting Standard 101 "Reduced Disclosure Framework" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 101 "Reduced Disclosure Framework":

•

the requirements of IFRS 7 Financial Instruments: Disclosures;

•

the requirements of paragraphs 91 to 99 of IFRS 13 Fair Value Measurement;

•

the requirements of paragraph 52, the second sentence of paragraph 89, and paragraphs 90, 91 and 93 of IFRS 16 Leases;

the requirements of paragraph 58 of IFRS 16;

•

the requirements of the second sentence of paragraph 110 and paragraphs 113(a), 114, 115, 118, 119(a) to (c), 120 to 127 and 129 of IFRS 15 Revenue from Contracts with Customers;

•

the requirement in paragraph 38 of IAS 1 Presentation of Financial Statements to present comparative information in respect of:

-

paragraphs 53(a), (h) and (j) of IFRS 16;

-

paragraph 79(a)(iv) of IAS 1;

-

paragraph 73(e) of IAS 16 Property, Plant and Equipment;

-

paragraph 118(e) of IAS 38 Intangible Assets; and

-

paragraphs 76 and 79(d) of IAS 40 Investment Property;

•

the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134 to 136 of IAS 1;

•

the requirements of

-

paragraphs 1 to 44E, 44H(b)(ii) and 45 to 63 of IAS 7 Statement of Cash Flows; and

-

paragraphs 44F, 44G, 44H(a), 44H(b)(i), 44H(b)(iii) and 44H(c) of IAS 7;

•

the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors;

•

the requirements of paragraphs 88C and 88D of IAS 12 Income Taxes;

•

the requirements of paragraph 74(b) of IAS 16;

•

the requirements of paragraphs 17 and 18A of IAS 24 Related Party Disclosures;

•

the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group;

•

the requirements of paragraphs 134(d) to 134(f) and 135(c) to 135(e) of IAS 36 Impairments of Assets.

Critical accounting judgements and key sources of estimation uncertainty

The company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below:

(i) Impairment of intangible assets

Intangible assets are reviewed for impairment at each balance sheet date. An impairment loss is recognised in the statement of profit or loss when the asset's carrying value in the statement of financial position exceeds its fair value. The value in use of an asset is the expected future cash flows that the asset in its current condition will produce, discounted to present value using an appropriate discount rate.

(ii) Useful economic life of tangible assets

The annual depreciation charge for tangible assets is sensitive to changes in the estimates useful economic lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets.

(iii) Stock provisioning

The company's products are subject to changing industry demands and market trends. As a result it is necessary to consider the recoverability of the cost of stock and the associated provisioning required. When calculating the stock provision, management considers the nature and condition of the stock, as well as applying assumptions around anticipated saleability of stock and work in progress.

(iv) Impairment of debtors

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

Goodwill

Goodwill arising on the acquisition of subsidiary undertakings and businesses, representing any excess of the fair value of the consideration given over the fair value of the identifiable assets and liabilities acquired. Provision is made for any impairment.

Tangible fixed assets

Tangible assets are stated at cost less accumulated depreciation and accumulated impairment losses. Cost includes the original purchase price, costs directly attributable to bringing the asset to its working condition for its intended use, dismantling and restoration costs and borrowing costs capitalised.

Depreciation and residual values

Depreciation is provided on all tangible fixed assets, other than investment properties and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset over its expected useful life as follows:

Freehold property 2% on cost

Improvements to property 10% on cost

Plant and machinery 20% on cost

Motor vehicles 33% on cost

Computer equipment 20% on cost

The assets' residual values and useful lives are reviewed, and adjusted, if appropriate, at the end of each reporting period. The effect of any changes is accounted for prospectively.

Subsequent additions and major components

Subsequent costs are included in the assets carrying amount or recognised as a separate asset, as appropriate, only when it is probable that economic benefits associated with the item will flow to the company and the cost can be measured reliably.

The carrying amount of any replaced component is derecognised. Major components are treated as a separate asset when they have significantly different patterns of consumption of economic benefits and are depreciated separately over its useful life.

Repairs and maintenance costs are expensed as incurred.

Derecognition

Tangible assets are derecognised on disposal or when no future economic benefits are expected. On disposal, the difference between the net disposal proceeds and the carrying amount is recognised in profit or loss.

Financial instruments

(i) Financial assets

Basic financial assets, including trade and other receivables, cash and bank balances, are initially recognised at transaction price, 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.

Such assets are subsequently carried at amortised cost using the effective interest method.

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 assets 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 amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

(ii) Financial liabilities

Basic financial liabilities, including trade and other payables, bank loans and overdrafts and loans from fellow group companies, 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 receipts discounted at a market rate of interest.

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

Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

Stock

Stock is valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Stock is stated at the lower of cost and estimated selling price less costs to complete and sell. Stocks are recognised as an expense in the period in which the related revenue is recognised.

Cost includes the purchase price, including taxes and duties and transport and handling directly attributable to bringing the stock to its present location and condition.

At the end of each reporting period stocks are assessed for impairment. If an item of stock is impaired, the identified stock is reduced to its selling price less costs to complete and sell and an impairment is recognised in the profit and loss account. Where a reversal of the impairment is recognised the impairment charge is reversed, up to the original impairment loss, and is recognised as a credit in the profit and loss account.

Taxation

Current taxes are based on the results shown in the financial statements and are calculated according to local tax rules, using tax rates enacted or substantially enacted by the balance sheet date.

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

The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and 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 end of the reporting period.

Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period 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 assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Current or deferred tax for the year is recognised in profit or loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax is also recognised in other comprehensive income or directly in equity respectively.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Leases

Leases are recognised as finance leases. The lease liability is initially recognised at the present value of the lease payments which have not yet been made and subsequently measured under the amortised cost method.

The initial cost of the right-of-use asset comprises the amount of the initial measurement of the lease liability, lease payments made prior to the lease commencement date, initial direct costs and the estimated costs of removing or dismantling the underlying asset per the conditions of the contract.

Where ownership of the right-of-use asset transfers to the lessee at the end of the lease term, the right-of-use asset is depreciated over the asset’s remaining useful life. If ownership of the right-of-use asset does not transfer to the lessee at the end of the lease term, depreciation is charged over the shorter of the useful life of the right-of-use asset and the lease term.

Payments associated with short-term leases of equipment and vehicles and all leases of low-value assets are recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months or less.

Employee benefit costs

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to the income statement in the period to which they relate.

Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and on hand, demand deposits with banks and other short-term highly liquid investments with original maturities of three months or less and bank overdrafts. In the statement of financial position, bank overdrafts are shown within borrowings or current liabilities.

Impairment of financial assets

Financial assets, are assessed for indicators of impairment at the end of each reporting period. Financial assets are considered to be impaired when 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 of the investment have been affected.

For all other financial assets, objective evidence of impairment could include:

- significant financial difficulty of the issuer or counterparty; or

- breach of contract, such as a default or delinquency in interest or principal payments; or

- it becoming probable that the borrower will enter bankruptcy or financial re-organisation; or

- the disappearance of an active market for that financial asset because of financial difficulties.

For certain categories of financial asset, such as trade debtors, assets that are assessed not to be impaired individually are, in addition, assessed for impairment on a collective basis. Objective evidence of impairment for a portfolio of debtors could include the company's past experience of collecting payments, an increase in the number of delayed payments in the portfolio past the average credit period of 30 days, as well as observable changes in national or local economic conditions that correlate with default on receivables.

For financial assets carried at amortised cost, the amount of the impairment loss recognised is the difference between the asset's carrying amount and the present value of estimated future cash flows, discounted at the financial asset's original effective interest rate.

For financial assets carried at cost, the amount of the impairment loss is measured as the difference between the asset's carrying amount and the present value of the estimated future cash flows discounted at the current market rate of return for a similar financial asset. Such impairment loss will not be reversed in subsequent periods.

The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception of trade debtors, where the carrying amount is reduced through the use of an allowance account. When a trade receivable is considered uncollectible, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes in the carrying amount of the allowance account are recognised in profit or loss.

For financial assets measured at amortised cost, if, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed through profit or loss to the extent that the carrying amount of the investment at the date the impairment is reversed does not exceed what the amortised cost would have been had the impairment not been recognised.

Related parties

For the purposes of these financial statements, a party is considered to be related to the company if:

(i) the party has the ability, directly or indirectly, through one or more intermediaries, to control the Company or exercise significant influence over the company in making financial and operating policy decisions, or has joint control over the company;

(ii) the company and the party are subject to common control;

(iii) the party is an associate of the company or a joint venture in which the company is a venturer;

(iv) the party is a member of key management personnel of the company or the company's parent, or a close family member of such an individual, or is an entity under the control, joint control or significant influence of such individuals;

(v) the party is a close family member of a party referred to in (i) or is an entity under the control, joint control or significant influence of such individuals; or

(vi) the party is a post-employment benefit plan which is for the benefit of employees of the company or of any entity that is a related party of the company.

Close family members of an individual are those family members who may be expected to influence, or be influenced by, that individual in their dealings with the entity.

Provisions

Provisions are recognised when the company has a present legal or constructive obligation arising as a result of a past event, it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimate can be made. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to passage of time is recognised as interest expense.

Revenue recognition

Revenue is measured at the fair value of the consideration received or receivable. Revenue is reduced for customer returns, rebates or other similar allowances and is net of value added taxes. Revenue includes revenue earned from the sale of goods.

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:

-

the company has transferred to the buyer the significant risks and rewards of ownership of the goods;

-

the company retains neither continuing managerial involvement to the degree associated with ownershipnor effective control over the goods sold;

-

the amount of revenue can be measured reliably;

-

it is probable that the economic benefits associated with the transaction can be measured reliably.

Specifically, revenue from the sale of goods is primarily recognised upon delivery of the goods to the customer.

3.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

179,345

207,437

Social security costs

22,276

23,553

Other pension costs

161,617

1,351

363,238

232,341

The average number of employees during the year was as follows:

2025

2024

Directors

2

2

Admin

2

2

4

4

2025

2024

£

£

Directors' remuneration

108,985

140,000

Directors' pension contributions to money purchase schemes

160,000

-

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

2

2

4.

INTEREST RECEIVABLE AND SIMILAR INCOME

2025

2024

£

£

Deposit account interest

189,731

202,661

5.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

Other interest

2,681

4,679

6.	PROFIT BEFORE TAXATION

The profit before taxation is stated after charging/(crediting):

2025

2024

£

£

Depreciation - owned assets

112,091

90,852

Depreciation - assets on finance leases

8,756

1,216

Profit on disposal of fixed assets

-

(3,279

)

Foreign exchange differences

(3

)

(151

)

Operating lease payments

9,000

6,667

Auditors remuneration

20,547

22,266

Auditors remuneration - non audit fees

10,391

9,730

7.

TAXATION

Analysis of tax expense

2025

2024

£

£

Current tax:

Tax

283,372

416,549

Total tax expense in statement of comprehensive income

283,372

416,549

Factors affecting the tax expense

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2025

2024

£

£

Profit before income tax

1,011,830

1,519,843

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 25%)

252,958

379,961

Effects of:

Charges paid

(2,327

)

(4,416

)

Expenses not deductible for tax purposes

8,366

20,699

Depreciation in excess of capital allowances

24,375

21,125

Profit on disposal

-

(820

)

Tax expense

283,372

416,549

8.	PRIOR YEAR ADJUSTMENT

During the year it was identified that tax was payable under Section 455 of the Corporation Tax Act 2010 in respect of a balance owed to Megasteel Limited at 31 October 2024 by a partnership under common control. This liability has been recognised by way of a prior year adjustment to increase tax within debtors amounts falling due within one year by £353,419 and tax within creditors amounts falling due within one year by a corresponding amount of £353,419. There was no impact on retained earnings as a result of these adjustments.

9.	INTANGIBLE FIXED ASSETS

Goodwill

£

COST

At 1 November 2024

and 31 October 2025

986,090

NET BOOK VALUE

At 31 October 2025

986,090

At 31 October 2024

986,090