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Registration number: 15257443

Bexwell Holdings Ltd
Annual Report and Consolidated Financial Statements
for the Year Ended 31 December 2025

Bexwell Holdings Ltd

Contents

Company Information | 1
Strategic Report | 2 to 3
Directors' Report | 4 to 6
Statement of Directors' Responsibilities | 7
Independent Auditor's Report | 8 to 11
Consolidated Statement of Comprehensive Income | 12
Consolidated Statement of Financial Position | 13
Company Statement of financial position | 14
Consolidated Statement of Changes in Equity | 15
Statement of Changes in Equity | 16
Consolidated Statement of Cash Flows | 17
Statement of Cash Flows | 18
Notes to the Financial Statements | 19 to 33

Bexwell Holdings Ltd

Company Information

Directors | Mr R Evershed Mr M Evershed

Registered office | Bexwell House Karoo Close Bexwell Bus Park Norfolk PE38 9GA

Auditors | Hayhow & Co. Senior Statutory AuditorUnit 21 Horsley's Fields King's Lynn Norfolk PE30 5DD

Bexwell Holdings Ltd

Strategic Report for the Year Ended 31 December 2025

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

Principal activity

The principal activity of the group is holding company.

Fair review of the business

Bexwell Holdings Limited generated a strong profit in the period, driven primarily by dividend income from its wholly owned trading subsidiary, Dorplan Contracts Limited, alongside income from property rental.
The parent company holds a 100% interest in Dorplan Contracts Limited, this investment is expected to continue generating reliable income for the foreseeable future.
The subsidiary's business activities are focused on the manufacture of timber doorsets with ironmongery, supplying both new build construction and refurbishment projects in a variety of sectors such as residential, commercial, healthcare, education and student accommodation. The company is family owned and a 3rd generation business with a commitment to delivering on its founding principals of Trust, Integrity and Innovation in dealing with all its stakeholders. The directors are proud of the longstanding relationships that have been built up with customers, suppliers and employees based on these key core values.
Further details on the review of Dorplan Contracts Limited can be seen in their company accounts available on companies house.

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

Financial KPIs | Unit | 2025 | 2024
Turnover | £ | 11,690,984 | 2,535,071
Gross Profit | £ | 3,116,991 | 767,319
Operating Profit | £ | 313,274 | 313,087

The directors use a range of performance measures to monitor and manage the business effectively. These are both financial and non-financial with the most significant being key performance indicators. The key financial performance indicators are turnover, gross profit, and operating profits. These KPI's indicate the efficiency and profitability with which this activity has been carried out. There is a full year of Dorplan Contracts Ltd trading activity present this year.

Bexwell Holdings Ltd

Strategic Report for the Year Ended 31 December 2025

Principal risks and uncertainties

The group maintain a risk matrix reviewed quarterly by the senior leadership team. Key business risks are categorised by likelihood and severity, with mitigation plans and a disaster recovery plan in place.
The principal risks facing the group are:
Competition – The group remains focused on continuous improvement, its values, and its point of difference: delivering a first-class customer experience, harmonising door and ironmongery packages, and using dedicated project managers as a single point of contact throughout projects, with proactive client communication.
Business Interruption – the key risks have been considered and mitigating actions taken in the following areas: -
Production risks are mitigated through robust maintenance regimes, standby machinery, and flexible shift planning. IT infrastructure is a cloud-based, backed up off-site, and overseen by a dedicated IT lead. Cyber awareness is now a routine part of ongoing training, with regular staff updates issued when threats arise.
Reputational Risk – The group operate within multiple third-party certifications schemes and maintains full traceability for compliant product delivery. Dorplan stills holds its BM Trada, Certifire, FSC, and ISO certifications. Quality control continues to be a priority, supported by ongoing system and process improvements.
Economic fluctuations, inflationary pressures, and changes in the tax regime also pose general risks. The directors actively monitor these factors to ensure any risks are identified and addressed early. No significant risks or uncertainties are currently expected, and the directors consider the likelihood of any material financial disruption to be low.

Engagement with suppliers, customers and other relationships

The groups founding principles – One Team, Trust, Innovation, and Integrity – underpin its approach to stakeholder engagement. Staff turnover remains low, and relationships with customers and suppliers are long-standing.
The business has built on the newsletter introduced in the previous year with a monthly all staff meeting, with HOD’s providing updates on their departments which has helped to ensure strong internal communication is maintained whilst also ensuring staff are kept informed and updated on business development, helping foster a positive working environment.
The group remains committed to external compliance and uses the services of qualified HR, health & safety, and legal advisers to stay current with legislative obligations and best practice.

Approved and authorised by the Board on 17 July 2026 and signed on its behalf by:

......................................... Mr R Evershed Director
......................................... Mr M Evershed Director

Bexwell Holdings Ltd

Directors' Report for the Year Ended 31 December 2025

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

Directors of the group

The directors who held office during the year were as follows:

Mr R Evershed

Mr M Evershed

Information included in the Strategic Report

The fair review of the business is shown within the strategic report.

Financial instruments

Objectives and policies

The groups financial instruments primarily comprise intercompany receivables and payables, trade debtors, and cash at bank. The objective of these instruments is to ensure the efficient management of working capital and to support the operations of its subsidiary. The company does not actively trade in financial instruments or derivatives.
The management of economic risk in the group continues to be a priority. The group maintains a cautious risk appetite, with a structured account opening process and credit control policies in place to manage customer exposure, including proactive processes to work with customers to ensure they remain within their insured credit limit.
Long-standing customer and supplier accounts are subject to periodic credit reviews, and financial performance checks are carried out using external sources. The directors consider their risk management framework to be robust, supported by quarterly review and the input of professional advisers where appropriate.
Financial Risk
The directors recognise that they have a responsibility to manage risks effectively in order to protect the group against potential losses, and to minimise uncertainty. The directors are aware that some risks cannot be eliminated fully, however they have tried to ensure that they have a strategy that provides structured, systematic and focussed approach to managing risk.

Bexwell Holdings Ltd

Directors' Report for the Year Ended 31 December 2025

Price risk, credit risk, liquidity risk and cash flow risk

• Price Risk. The group continues to focus on product excellence and customer service, while monitoring competitor pricing. Inflationary pressures remain an ongoing risk, mitigated through strategic procurement and negotiated supplier agreements. Professional procurement resources support the business in maintaining price discipline.
The parent company is not exposed to significant price risk from trading activities. However, as the owner of property assets, it is subject to changes in property market valuations over time. This risk is mitigated by the stable, long-term rental relationship with Dorplan Contracts Limited, which occupies both buildings under lease arrangements. As such, the directors consider any impact of price risk to be minimal in the short to medium term.
• Credit Risk: Credit reviews are carried out for all customers during the sales process. Credit insurance is maintained on most debtor balances through Allianz, providing security against default. The group manages this risk by maintaining strong oversight and receiving regular reporting from Dorplan Contracts Limited. Given the close relationship and ownership structure, the directors currently consider this risk to be low.
• Liquidity Risk: The group has a strong cash position and no external borrowings other than equipment finance leases. Working capital is closely managed to ensure that all obligations can be met as they fall due.
• Cash Flow Risk: Cash flow management remains a key focus due to the nature of the construction industry, where delays in client payments are common. The company mitigates this risk through strict credit control, phased project delivery, and ongoing monitoring of debtor exposure.

Environmental matters

The group maintains a live environmental policy, reviewed annually. Dorplan continues to retain its ISO9001 accreditation and obtained ISO 14001 certification, reinforcing its commitment to sustainable business practices.
Solar panels on the factory roof contribute to reducing carbon emissions, and all wood waste and sawdust are recycled into animal bedding. Dorplan Contracts Limited remains a member of the FSC and PEFC timber schemes and undergoes regular independent audits.

Bexwell Holdings Ltd

Directors' Report for the Year Ended 31 December 2025

Future developments

The group continue to work to its strategic plan, which is regularly reviewed and extended. It has clear medium-term goals around revenue growth, product innovation, and operational efficiency.
The group has continued its policy of investment into the business, investing in a new cloud-based accountancy system to automated AP system to help strengthen its reporting. Furthermore a new Edge Bander has been purchased to increase the production of its in house manufacturing facility an expansion of the existing spray shop is being kept under constant review to help meet increasing demand.
The group is actively looking to utilise technological advancements to assist in system development, automation, and training.
Product development and research and development remain ongoing priorities to ensure the subsidiary maintains its position as a market leader in design and innovation, with the agility to respond to industry modernisation and legislative changes.
Key KPIs continue to be monitored and adapted to ensure best practice and continuous improvement.
The Directors do not anticipate any future changes in the principal activities of the group.

Going concern

In preparing the financial statements, the Directors are required to assess the Group's ability to continue to trade as a going concern for the foreseeable future. The directors have assessed the group’s financial position, performance, and forecasts, and are satisfied that the business remains a going concern for the foreseeable future. The group continues to benefit from a strong order book, a healthy balance sheet, and no reliance on external borrowing.

Disclosure of information to the auditor

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.

Reappointment of auditors

The auditors Hayhow & Co. are deemed to be reappointed under section 487(2) of the Companies Act 2006.

Approved and authorised by the Board on 17 July 2026 and signed on its behalf by:

......................................... Mr R Evershed Director
......................................... Mr M Evershed Director

Bexwell Holdings Ltd

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities for preparing the Group strategic report, the Directors report and the consolidated financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and the company and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

• | select suitable accounting policies for the Group'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; and

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Bexwell Holdings Ltd

Independent Auditor's Report to the Members of Bexwell Holdings Ltd

Qualified opinion

We have audited the financial statements of Bexwell Holdings Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025, which comprise the Consolidated Statement of Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of financial position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows, Company Statement of Cash Flows, 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 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion, except for the possible effects of the matter described in the basis for qualified opinion section of our report, the financial statements:

• | give a true and fair view of the state of the group's and the parent company's affairs as at 31 December 2025 and of the group's profit for the year then ended;
• | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
• | have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for qualified opinion on financial statements

Limitation in Scope
Due to a breakdown in the continuous stock records and physical stocktake we were unable to satisfy ourselves as to the physical inventories and the valuation at the year end. We were unable to satisfy ourselves by an alternative means concerning the inventory quantities and valuation held at 31 December 2025, which are included in the Balance Sheet at £1,017,092, by using other audit procedures. Consequently, we were unable to determine whether any adjustment to this amount was necessary.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 qualified opinion.

Bexwell Holdings Ltd

Independent Auditor's Report to the Members of Bexwell Holdings Ltd

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were 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 included in the annual report, other than the financial statements and our auditor’s report 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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 matter prescribed by the Companies Act 2006

Except for the possible effects of the matter described in the basis for qualified opinion section of our report, in our opinion, based on the work undertaken in the course of the audit:

• | the information given in the Group Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• | the Group Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

Except for the matter described in the basis for qualified opinion section of our report, in the light of our knowledge and understanding of the Group and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report and the Directors' Report.

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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
• | the parent company financial statements are not in agreement with the accounting records and returns; or
• | certain disclosures of directors' remuneration specified by law are not made; or
• | we have not received all the information and explanations we require for our audit.

Bexwell Holdings Ltd

Independent Auditor's Report to the Members of Bexwell Holdings Ltd

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities [set out on page 7], the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor Responsibilities for the audit of the financial statements

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

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

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.
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the
financial statements, including how fraud may occur by enquiring of management of its own consideration of
fraud. In particular, we looked at where management made subjective judgements, for example in respect of
significant accounting estimates that involved making assumptions and considering future events that are
inherently uncertain. We also considered potential financial or other pressures, opportunity, and motivations for
fraud. As part of this discussion, we identified the internal controls established to mitigate risks related to fraud
or non-compliance with laws and regulations and how management monitor these processes. Appropriate
procedures included the review and testing of manual journals and key estimates and judgements made by
management.
We gained an understanding of the legal and regulatory framework applicable to the Group and the industry
in which it operates, drawing on our broad sector experience, and considered the risk of acts by the Company
that were contrary to these laws and regulations, including fraud.
We focused on laws and regulations that could give rise to a material misstatement in the financial statements.
Our audit procedures were designed to respond to risks of material misstatement in the financial statements,
recognising that 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,
misrepresentations or through collusion. There are inherent limitations in the audit procedures performed 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 are to become aware of it.

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

Use of our report

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

Bexwell Holdings Ltd

Independent Auditor's Report to the Members of Bexwell Holdings Ltd

......................................
Julie Gladman (Senior Statutory Auditor)
For and on behalf of Hayhow & Co., Statutory Auditor
Unit 21 Horsley's Fields
King's Lynn
Norfolk
PE30 5DD

17 July 2026

Bexwell Holdings Ltd

Consolidated Statement of Comprehensive Income for the Year Ended 31 December 2025

| Note | 2025 £ | 2024 £
Turnover | 3 | 11,690,984 | 2,535,071
Cost of sales |  | (8,573,993) | (1,767,752)
Gross profit |  | 3,116,991 | 767,319
Administrative expenses |  | (2,931,852) | (476,613)
Other operating income | 4 | 128,133 | 22,381
Operating profit | 6 | 313,272 | 313,087
Other interest receivable and similar income | 7 | 102,159 | 22,662
Interest payable and similar expenses | 8 | (17) | (94)
|  | 102,142 | 22,568
Profit before tax |  | 415,414 | 335,655
Tax on profit | 12 | (79,876) | (82,243)
Profit for the financial year |  | 335,538 | 253,412
Profit/(loss) attributable to: |  |  |
Owners of the company |  | 335,538 | 253,412

The group has no recognised gains or losses for the year other than the results above.

Bexwell Holdings Ltd

(Registration number: 15257443)
Consolidated Statement of Financial Position as at 31 December 2025

| Note | 2025 £ | 2024 £
Fixed assets |  |  |
Tangible assets | 13 | 631,176 | 711,344
Investment property | 14 | 2,226,070 | 2,226,070
|  | 2,857,246 | 2,937,414
Current assets |  |  |
Stocks | 16 | 1,017,092 | 1,036,779
Debtors | 17 | 2,354,714 | 3,435,434
Cash at bank and in hand |  | 3,067,636 | 3,570,744
|  | 6,439,442 | 8,042,957
Creditors: Amounts falling due within one year | 19 | (1,438,769) | (2,636,832)
Net current assets |  | 5,000,673 | 5,406,125
Total assets less current liabilities |  | 7,857,919 | 8,343,539
Provisions for liabilities | 20 | (104,527) | (134,523)
Net assets |  | 7,753,392 | 8,209,016
Capital and reserves |  |  |
Called up share capital | 22 | 299 | 299
Retained earnings |  | 7,753,093 | 8,208,717
Equity attributable to owners of the company |  | 7,753,392 | 8,209,016
Shareholders' funds |  | 7,753,392 | 8,209,016

Approved and authorised by the Board on 17 July 2026 and signed on its behalf by:

......................................... Mr R Evershed Director
......................................... Mr M Evershed Director

Bexwell Holdings Ltd

(Registration number: 15257443)
Company Statement of financial position as at 31 December 2025

| Note | 2025 £ | 2024 £
Fixed assets |  |  |
Investment property | 14 | 2,226,070 | 2,226,070
Investments | 15 | 119 | 119
|  | 2,226,189 | 2,226,189
Current assets |  |  |
Debtors | 17 | 180 | 482,219
Cash at bank and in hand |  | 1,254,661 | 188,488
|  | 1,254,841 | 670,707
Creditors: Amounts falling due within one year | 19 | (1,452,459) | (1,156,284)
Net current liabilities |  | (197,618) | (485,577)
Net assets |  | 2,028,571 | 1,740,612
Capital and reserves |  |  |
Called up share capital | 22 | 299 | 299
Retained earnings |  | 2,028,272 | 1,740,313
Shareholders' funds |  | 2,028,571 | 1,740,612

Approved and authorised by the Board on 17 July 2026 and signed on its behalf by:

......................................... Mr R Evershed Director
......................................... Mr M Evershed Director

Bexwell Holdings Ltd

Consolidated Statement of Changes in Equity for the Year Ended 31 December 2025
Equity attributable to the parent company

| Share capital £ | Retained earnings £ | Total £ | Total equity £
At 1 January 2025 | 299 | 8,208,717 | 8,209,016 | 8,209,016
Profit for the year | - | 335,538 | 335,538 | 335,538
Dividends | - | (791,162) | (791,162) | (791,162)
At 31 December 2025 | 299 | 7,753,093 | 7,753,392 | 7,753,392

Bexwell Holdings Ltd

Statement of Changes in Equity for the Year Ended 31 December 2025

| Share capital £ | Retained earnings £ | Total £
At 1 January 2025 | 299 | 1,740,313 | 1,740,612
Profit for the year | - | 1,084,121 | 1,084,121
Dividends | - | (796,162) | (796,162)
At 31 December 2025 | 299 | 2,028,272 | 2,028,571

| Share capital £ | Retained earnings £ | Total £
Profit for the year | - | 2,116,313 | 2,116,313
Dividends | - | (376,000) | (376,000)
New share capital subscribed | 299 | - | 299
At 31 December 2024 | 299 | 1,740,313 | 1,740,612

Bexwell Holdings Ltd

Consolidated Statement of Cash Flows for the Year Ended 31 December 2025

| Note | 2025 £ | 2024 £
Cash flows from operating activities
Profit for the year |  | 335,538 | 253,412
Adjustments to cash flows from non-cash items |  |  |
Depreciation and amortisation | 6 | 178,231 | 34,800
Profit on disposal of tangible assets | 5 | (5,099) | -
Finance income | 7 | (102,159) | (22,662)
Finance costs | 8 | 17 | 94
Income tax expense | 12 | 79,876 | 82,243
|  | 486,404 | 347,887
Working capital adjustments |  |  |
Decrease in stocks | 16 | 19,690 | 509,897
Decrease in trade debtors | 17 | 4,173,282 | 768,255
(Decrease)/increase in trade creditors | 19 | (3,953,813) | 274,136
Cash generated from operations |  | 725,563 | 1,900,175
Income taxes paid | 12 | (446,685) | (250,696)
Net cash flow from operating activities |  | 278,878 | 1,649,479
Cash flows from investing activities |  |  |
Interest received |  | 102,159 | 22,662
Acquisitions of tangible assets |  | (106,870) | (417,026)
Proceeds from sale of tangible assets |  | 13,905 | 920,268
Acquisition of investment properties | 14 | - | (2,226,070)
Net cash flows from investing activities |  | 9,194 | (1,700,166)
Cash flows from financing activities |  |  |
Interest paid | 8 | (17) | (94)
Proceeds from issue of ordinary shares, net of issue costs |  | - | 299
Payments to finance lease creditors |  | - | (11,563)
Dividends paid |  | (791,162) | (922,000)
Net cash flows from financing activities |  | (791,179) | (933,358)
Net decrease in cash and cash equivalents |  | (503,107) | (984,045)
Cash and cash equivalents at 1 January |  | 3,570,743 | 4,554,789
Cash and cash equivalents at 31 December |  | 3,067,636 | 3,570,744

Bexwell Holdings Ltd

Statement of Cash Flows for the Year Ended 31 December 2025

| Note | 2025 £ | 2024 £
Cash flows from operating activities
Profit for the year |  | 1,084,121 | 2,116,313
Adjustments to cash flows from non-cash items |  |  |
Finance income |  | (1,013,111) | (2,095,614)
Income tax expense | 12 | 20,298 | -
|  | 91,308 | 20,699
Working capital adjustments |  |  |
Decrease/(increase) in trade debtors | 17 | 482,039 | (482,219)
Increase in trade creditors | 19 | 275,877 | 1,156,284
Net cash flow from operating activities |  | 849,224 | 694,764
Cash flows from investing activities |  |  |
Interest received |  | 1,013,111 | 2,095,614
Acquisition of subsidiaries | 15 | - | (119)
Acquisition of investment properties |  | - | (2,226,070)
Net cash flows from investing activities |  | 1,013,111 | (130,575)
Cash flows from financing activities |  |  |
Proceeds from issue of ordinary shares, net of issue costs |  | - | 299
Dividends paid |  | (796,162) | (376,000)
Net cash flows from financing activities |  | (796,162) | (375,701)
Net increase in cash and cash equivalents |  | 1,066,173 | 188,488
Cash and cash equivalents at 1 January |  | 188,488 | -
Cash and cash equivalents at 31 December |  | 1,254,661 | 188,488

Bexwell Holdings Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

1 | General information

The company is a private company limited by share capital, incorporated in UK.

The address of its registered office is:
Bexwell House
Karoo Close
Bexwell Bus Park
Norfolk
PE38 9GA

These financial statements were authorised for issue by the Board on 17 July 2026.

2 | Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.
The preparation of financial statements in ompliance with FRS102 requires the use of certain critical accounting estimates. It also requires Group management to excercise judgement in applying the Group's accounting policies.
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

Basis of consolidation

The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December 2025. The subsidiary's profits have been brought in for the full year ending 31 December 2025.

Bexwell Holdings Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the year are included in the Statement of comprehensive income from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.
The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.
Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.
Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.

Judgements

Preparation of the financial statements requires management to make significant judgements and estimates. The items in the financial statements where these judgements and estimates have been made include:
Stock is provided for on the basis of the age and condition of the goods in line with the valuation of completed.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the group’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the group.
The group recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the group's activities.

Bexwell Holdings Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

Government grants

Government grants are recognised at the fair value of the asset received or receivable. Grants are not recognised
until there is a reasonable assurance that the company will comply with the conditions attaching to them and the
grants will be received.
Government grants are recognised using the accrual model and the performance model.
Under the accrual model, government grants relating to revenue are recognised on a systematic basis over the
periods in which the company recognises the related costs for which the grant is intended to compensate. Grants
that are receivable as compensation for expenses or losses already incurred or for the purpose of giving
immediate financial support to the entity with no future related costs are recognised in income in the period in
which it becomes receivable.

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the consolidated financial statements.
Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

Tangible assets

Tangible assets are stated in the company statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class | Depreciation method and rate
Freehold Property - Temporary Building | 4% reducing balance
Fixtures, fittings and equipment | 20% reducing balance
Plant and Machinery | 20% reducing balance
Motor Vehicles | 30% reducing balance

Bexwell Holdings Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

Computer Equipment | 30% straight line
Software | 20% straight line

Investment property

Investment property is carried at fair value, derived from the current market prices for comparable properties determined by external valuers. The valuers use observable market prices, adjusted if necessary for any difference in the nature, location or condition of the specific asset. Changes in fair value are recognised in profit or loss.

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.
Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the receivables.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.
The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are 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.

Bexwell Holdings Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

Trade creditors

Trade creditors 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 the group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing
borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of
transaction costs, and the amount due on redemption being recognised as a charge to the statement of
comprehensive income over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable
and similar charges.
Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement
of the liability for at least twelve months after the reporting date.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and
rewards of ownership to the lessee.
Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is ncluded in the statement of financial position as a finance lease obligation.
Lease payments are apportioned between finance costs in the statement of comprehensive income and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.
Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with
the lessor are charged against profits on a straight-line basis over the period of the lease.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the group’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

Bexwell Holdings Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

Financial instruments

The group's principal financial instruments include financial assets and liabilities such as trade creditors arising directly from its operations.
The group manages its cash requirements to maximise interest income and minimise interest expense, whilst ensuring the group has sufficient liquid resources to meet the operational needs of the business.

3 | Turnover

The analysis of the group's turnover for the year from continuing operations is as follows:

| 2025 £ | 2024 £
Sale of goods | 11,690,984 | 2,535,071

4 | Other operating income

The analysis of the group's other operating income for the year is as follows:

| 2025 £ | 2024 £
Sub lease rental income | 23,020 | 3,999
Miscellaneous other operating income | 105,113 | 18,382
| 128,133 | 22,381

5 | Other gains and losses

The analysis of the group's other gains and losses for the year is as follows:

| 2025 £ | 2024 £
Gain on disposal of tangible assets | 5,099 | -

Bexwell Holdings Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

6 | Operating profit

Arrived at after charging/(crediting)

| 2025 £ | 2024 £
Depreciation expense | 178,231 | 34,800
Research and development cost | 20,257 | 2,039
Operating lease expense - plant and machinery | 36,069 | 6,218
Operating lease expense - other | 6,417 | 1,647
Profit on disposal of property, plant and equipment | (5,099) | -

7 | Other interest receivable and similar income

| 2025 £ | 2024 £
Interest income on bank deposits | 97,103 | 22,253
Other finance income | 5,056 | 409
| 102,159 | 22,662

8 | Interest payable and similar expenses

| 2025 £ | 2024 £
Interest on obligations under finance leases and hire purchase contracts | - | 91
Interest expense on other finance liabilities | 17 | 3
| 17 | 94

9 | Staff costs

The aggregate payroll costs (including directors' remuneration) were as follows:

| 2025 £ | 2024 £
Wages and salaries | 3,028,247 | 495,116
Social security costs | 355,369 | 50,342
Other short-term employee benefits | 7,962 | 1,390
Pension costs, defined contribution scheme | 54,651 | 9,348
Other employee expense | 217,014 | 24,413
| 3,663,243 | 580,609

The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:

Bexwell Holdings Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

| 2025 No. | 2024 No.
Production | 50 | 52
Administration and support | 12 | 12
Sales, marketing and distribution | 22 | 22
| 84 | 86

10 | Directors' remuneration

The directors' remuneration for the year was as follows:

| 2025 £ | 2024 £
Remuneration | 50,784 | 7,133

Benefits in kind relate to a company car. This includes the subsidiaries director remuneration.

11 | Auditors' remuneration

| 2025 £ | 2024 £
Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements. | 7,500 | 5,000
Other Services - fees of subsidiary | 7,000 | 1,579
| 14,500 | 6,579

12 | Taxation

Tax charged/(credited) in the consolidated statement of comprehensive income

| 2025 £ | 2024 £
Current taxation |  |
UK corporation tax | 109,872 | 78,323
Deferred taxation |  |
Arising from origination and reversal of timing differences | (29,996) | 3,920
Tax expense in the income statement | 79,876 | 82,243

Deferred tax

Group

Deferred tax is calculated at a rate of 25%

Bexwell Holdings Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

Deferred tax assets and liabilities

2025 | Asset £ | Liability £
Deferred Tax | - | (104,527)
| - | (104,527)

2024 | Asset £ | Liability £
Deferred Tax | - | (134,523)
| - | (134,523)

Bexwell Holdings Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

13 | Tangible assets

Group

| Land and buildings £ | Furniture, fittings and equipment £ | Motor vehicles £ | Total £
Cost or valuation
At 1 January 2025 | 66,811 | 1,051,547 | 329,739 | 1,448,097
Additions | - | 32,389 | 74,481 | 106,870
Disposals | - | (50,746) | (46,229) | (96,975)
At 31 December 2025 | 66,811 | 1,033,190 | 357,991 | 1,457,992
Depreciation
At 1 January 2025 | 2,672 | 542,963 | 191,118 | 736,753
Charge for the year | 2,566 | 116,050 | 59,616 | 178,232
Eliminated on disposal | - | (47,379) | (40,790) | (88,169)
At 31 December 2025 | 5,238 | 611,634 | 209,944 | 826,816
Carrying amount
At 31 December 2025 | 61,573 | 421,556 | 148,047 | 631,176
At 31 December 2024 | 64,139 | 508,584 | 138,621 | 711,344

Included within the net book value of land and buildings above is £61,573 (2024 - £64,139) in respect of freehold land and buildings and £Nil (2024 - £Nil) in respect of long leasehold land and buildings. The curent value of £61,573 relates to a temporary building only.

14 | Investment properties

Group

| 2025 £
At 1 January | 2,226,070
At 31 December 2024 | 2,226,070

There has been no valuation of investment property by an independent valuer.

Company

| 2025 £
At 1 January | 2,226,070
At 31 December 2024 | 2,226,070

There has been no valuation of investment property by an independent valuer.

Bexwell Holdings Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

15 | Investments

Group

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the group holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking | Registered office | Holding | Proportion of voting rights and shares held
|  |  | 2025 | 2024
Subsidiary undertakings
Dorplan Contracts Limited* | Bexwell House, Karoo Close, Bexwell Business Park, Norfolk, PE38 9GA | Ordinary shares | 100% | 100%
| UK |  |  |

* indicates direct investment of Bexwell Holdings Ltd

Subsidiary undertakings

Dorplan Contracts Limited

Company

| 2025 £ | 2024 £
Investments in subsidiaries | 119 | 119

Subsidiaries | £
Cost or valuation
At 1 January 2025 | 119
Provision
Carrying amount
At 31 December 2025 | 119
At 31 December 2024 | 119

Bexwell Holdings Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

16 | Stocks

| Group | Company
| 2025 £ | 2024 £ | 2025 £ | 2024 £
Work in progress | - | 28,976 | - | -
Finished goods and goods for resale | 1,017,092 | 1,007,803 | - | -
| 1,017,092 | 1,036,779 | - | -

Group

17 | Debtors

|  | Group | Company
Current | Note | 2025 £ | 2024 £ | 2025 £ | 2024 £
Trade debtors |  | 1,852,291 | 2,543,982 | - | 32,200
Amounts owed by related parties | 24 | 224,591 | 206,028 | - | -
Other debtors |  | 123,026 | 566,366 | 180 | 450,019
Prepayments |  | 154,806 | 119,058 | - | -
|  | 2,354,714 | 3,435,434 | 180 | 482,219

18 | Cash and cash equivalents

| Group | Company
| 2025 £ | 2024 £ | 2025 £ | 2024 £
Cash on hand | 92 | 149 | - | -
Cash at bank | 636,955 | 613,868 | 453,154 | 188,488
Short-term deposits | 2,430,570 | 2,956,708 | 801,507 | -
Other cash and cash equivalents | 19 | 19 | - | -
| 3,067,636 | 3,570,744 | 1,254,661 | 188,488

Bexwell Holdings Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

19 | Creditors

|  | Group | Company
| Note | 2025 £ | 2024 £ | 2025 £ | 2024 £
Due within one year |  |  |  |  |
Trade creditors |  | 654,565 | 524,931 | 4,658 | -
Amounts due to related parties | 24 | 125,009 | 803,936 | 1,392,355 | 1,113,170
Social security and other taxes |  | 173,984 | 605,077 | 8,034 | -
Other payables |  | - | 7,779 | - | -
Accruals |  | 76,539 | 112,558 | 7,114 | 4,614
Tax liability | 12 | 109,872 | 446,685 | 20,298 | -
Dividends payable | 23 | 20,000 | 38,500 | 20,000 | 38,500
Payments on account |  | 278,800 | 97,366 | - | -
|  | 1,438,769 | 2,636,832 | 1,452,459 | 1,156,284

20 | Provisions for liabilities

Group

| Deferred tax £ | Total £
At 1 January 2025 | 134,523 | 134,523
Increase (decrease) in existing provisions | (29,996) | (29,996)
At 31 December 2025 | 104,527 | 104,527

Bexwell Holdings Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

21 | Pension and other schemes

Defined contribution pension scheme

The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £54,651 (2024 - £9,348).
Contributions totalling £Nil (2024 - £Nil) were payable to the scheme at the end of the year and are included in creditors.

22 | Share capital

Allotted, called up and fully paid shares

| 2025 | 2024
| No. | £ | No. | £
A Ordinary of £1 each of £1 each | 3 | 3 | 3 | 3
B Ordinary of £1 each of £1 each | 3 | 3 | 3 | 3
C Ordinary of £1 each of £1 each | 30 | 30 | 30 | 30
D Ordinary of £1 each of £1 each | 30 | 30 | 30 | 30
E Ordinary of £1 each of £1 each | 15 | 15 | 15 | 15
F Ordinary of £1 each of £1 each | 15 | 15 | 15 | 15
G Ordinary of £1 each of £1 each | 4 | 4 | 4 | 4
H Ordinary of £1 each of £1 each | 5 | 5 | 5 | 5
I Ordinary of £1 each of £1 each | 5 | 5 | 5 | 5
J Ordinary of £1 each of £1 each | 3 | 3 | 3 | 3
K Ordinary of £1 each of £1 each | 3 | 3 | 3 | 3
L Ordinary of £1 each of £1 each | 3 | 3 | 3 | 3
P1 Ordinary of £1 each of £1 each | 100 | 100 | 100 | 100
P2 Ordinary of £1 each of £1 each | 80 | 80 | 80 | 80
| 299 | 299 | 299 | 299

23 | Dividends

|  | 2025 |  | 2024
|  | £ |  | £
Final dividend |  | 791,162 |  | 922,000

Bexwell Holdings Ltd

Notes to the Financial Statements for the Year Ended 31 December 2025

24 | Related party transactions

Group

Loans from related parties

2025 | Key management £ | Total £
At start of period | 287,500 | 287,500
Repaid | (12,492) | (12,492)
At end of period | 275,008 | 275,008

2024 | Key management £ | Total £
Advanced | 287,500 | 287,500
At end of period | 287,500 | 287,500

Terms of loans from related parties

The above relates to directors current account balances as at 31 December 2025 due from the parent company.

25 | Parent and ultimate parent undertaking

The company's immediate parent is Bexwell Holdings Ltd, incorporated in UK.