REGISTERED NUMBER: 02776886 (England and Wales)

Report of the Directors and

Financial Statements

for the Year Ended 31 December 2025

for

JPCS Ltd

Page

Company Information

1

Report of the Directors

2

Balance Sheet

4

Notes to the Financial Statements

5

DIRECTORS:

Mrs R L Shanks

Mr P R A Shone

SECRETARY:

Mr P Hughes

REGISTERED OFFICE:

Rejuvo House

The Sidings

Hampton Heath Industrial Estate

Malpas

Cheshire

SY14 8LU

REGISTERED NUMBER:

02776886 (England and Wales)

AUDITORS:

Bennett Brooks & Co Limited

Chartered Accountants

& Statutory Auditors

St George's Court

Winnington Avenue

Northwich

Cheshire

CW8 4EE

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

PRINCIPAL ACTIVITY

Rejuvo JPCS is a specialist contractor focused on the maintenance and enhancement of road and footway infrastructure. Through our expertise in micro asphalt technology, we deliver high-quality, durable surfacing solutions designed to extend asset life and improve network resilience.

Our approach is built on flexibility and responsiveness, enabling us to design and implement bespoke solutions that meet the evolving needs of our clients. Working in partnership with local authorities and commercial organisations, our proven Rejuvo product range provides effective, long-term treatments for carriageways and footways, supporting the management of the UK's pothole challenge.

We are committed to delivering safer, more accessible public infrastructure. Our cold-applied, no-dig solutions are manufactured and installed under rigorous quality control processes, ensuring consistent performance. Environmental responsibility remains central to our operations, with over 95% of our products designed to be carbon friendly.

Through our innovative solutions, we support clients in maintaining safe, resilient transport networks, while contributing to broader objectives including public health, accessibility, and the promotion of active travel.

PRINCIPAL RISKS AND UNCERTAINTIES

The business continues to operate within a challenging external environment shaped by political and economic uncertainty. Key risks include fluctuations in public sector budgets, changes in government policy, inflationary pressures, and the ongoing impact of global events on fuel and material costs.

Rejuvo JPCS mitigates these risks through a long-term strategic approach, underpinned by strong supplier and partner relationships that support supply chain resilience. The Company's robust financial position, including a zero-debt structure, limits exposure to interest rate volatility and provides stability in uncertain market conditions.

PERFORMANCE, PEOPLE AND CULTURE

Our performance is driven by a strong commitment to quality, safety, and continuous improvement. In 2025, this was recognised through multiple industry awards and accreditations. We retained Investors in People Platinum status, marking over 30 years of continuous achievement, and were shortlisted for Best Culture at the Investors in People Awards.

Our people-first approach remains a key strength, reflected in high levels of employee retention and experience across the business. A significant proportion of our workforce has long service, providing continuity, expertise, and a strong cultural foundation.

Operationally, our established systems and processes ensure consistent delivery against client expectations. Independent assessment has recognised the resilience of our business model and infrastructure. This is evidenced by a 99.33% right-first-time delivery rate achieved across all works during the year.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report.

Mrs R L Shanks

Mr P R A Shone

CHARITABLE DONATIONS AND EXPENDITURE

The Company made charitable donations during the year of £6,562 (2024: £4,825).

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing 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, Bennett Brooks & Co Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

Mr P R A Shone - Director

30 June 2026

FIXED ASSETS

Tangible assets

4

845,396

762,709

Investments

5

500

500

845,896

763,209

CURRENT ASSETS

Stocks

6

105,657

100,246

Debtors

7

526,887

633,308

Cash at bank

4,107,024

3,814,714

4,739,568

4,548,268

CREDITORS

Amounts falling due within one year

8

(1,088,581

)

(1,186,734

)

NET CURRENT ASSETS

3,650,987

3,361,534

TOTAL ASSETS LESS CURRENT LIABILITIES

4,496,883

4,124,743

PROVISIONS FOR LIABILITIES

10

(325,032

)

(316,663

)

NET ASSETS

4,171,851

3,808,080

CAPITAL AND RESERVES

Called up share capital

11

5,491

5,491

Share premium

375,947

375,947

Capital redemption reserve

1,231

1,231

Retained earnings

3,789,182

3,425,411

SHAREHOLDERS' FUNDS

4,171,851

3,808,080

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Statement of Comprehensive Income has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 30 June 2026 and were signed on its behalf by:

Mr P R A Shone - Director

1.	STATUTORY INFORMATION

JPCS Ltd is a private company, limited by shares, incorporated and 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 preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention, as modified by the revaluation of current asset investments.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.

Going concern

The company meets its day to day working capital requirments through its cash reserves. The Directors have prepared cash flow forecasts for the period to December 2027 that show the company will have sufficient financial resources in order to meet its financial obligations as they fall due. As a result they consider the going concern basis of preparation to be appropriate.

Significant judgements and estimates

In the preparation of the financial statements, the Directors, in applying the accounting policies, make some judgements and estimates that affect the reported amounts in the financial statements. The following are the areas requiring the use of judgement and estimates that may significantly impact the financial statements.

a) Turnover recognition

Turnover recognition on construction contracts requires the directors to make significant estimates and judgements. Turnover is recognised over time based on the stage of completion of the contracted work, measured by reference to costs incurred to date compared to total estimated contract costs, in line with the company's accounting policy. This involves the estimation of total contract costs and assessing the inclusion of variations and claims where it is highly probable they will be agreed. Changes in these estimates can significantly impact the amount of revenue and profit recognised. Provision is made for foreseeable losses as soon as they are identified.

b) Warranty Provision

The company provides warranties on contracts and recognises a provision for the expected cost of meeting claims. The measurement of this provision requires significant estimation and judgement in assessing the likelihood, timing and cost of future claims, based on historical experience, the nature of the work and known issues at the reporting date. The actual costs incurred may differ from the amounts provided and the provision is reviewed regularly and updated as necessary to reflect current expectations.

Turnover

Turnover is recognised at the fair value of the consideration received or receivable for sale of goods and services in the ordinary course of business. Turnover is shown net of Value Added Tax, and sales discounts. In the case of long term contracts, credit is taken appropriate to the stage of completion when the outcome of the contract can be ascertained with reasonable certainty.

Where the substance of the long term contract is that the contractual obligations are performed over the year end period, revenue is recognised as contract activity progresses to reflect the partial performance of the contractual obligations. The amount of revenue included within turnover reflects the accrual of the right to consideration as contract activity progresses by reference to value of the work performed. Where payments have been received above the amount of revenue recognised, the amount is taken to payments on accounts within creditors and is released in line with the completion stage of the contract.

Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses. Cost includes the original purchase price of the asset and the costs attributable to bringing the asset to its working condition for its intended use.

Depreciation is provided at the following annual rates in order to write off each asset on a systematic basis over its estimated useful life.

Plant and machinery

20% on cost

Fixtures and fittings

20-25% on cost

Motor vehicles

25% on cost

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 and included in 'other operating income'.

Investments in subsidiaries

Investment in subsidiary undertakings are recognised at cost less accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

Stocks

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

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Research and development

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

Hire purchase and leasing commitments

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

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

Rentals payable under operating leases, including any lease incentives received, are charged to income on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

Employee benefits

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

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee's services are received.

The company believes success is thanks to its people without whom nothing is possible. Benefits also include and not exclusively to life insurance, a day off for birthdays, and 'dreams come true'.

Financial instruments

The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial instruments Issues' of FRS 102 to all of its financial instruments.

Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the financial asset is measured at the present value of the future receipts discounted at a market rate of interest.

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publically traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including trade and other creditors. 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 payments discounted at a market rate of interest.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Equity instruments

Equity instruments issued by the company are recorded at the fair value of proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

Warranty provision

Warranties are provided in the normal course of business across all work undertaken and provisions are created for the cost of future remedial work.

Charitable expenditure

All costs for the charitable foundation Rejuvo Enable are bourne by JPCS Limited and both the company and the controlling shareholder contribute to the charity.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 24 (2024 - 23 ) .

4.	TANGIBLE FIXED ASSETS

Fixtures

Plant and

and

Motor

machinery

fittings

vehicles

Totals

£

£

£

£

COST

At 1 January 2025

528,881

142,400

1,684,705

2,355,986

Additions

21,581

12,064

409,812

443,457

Disposals

-

-

(85,652

)

(85,652

)

At 31 December 2025

550,462

154,464

2,008,865

2,713,791

DEPRECIATION

At 1 January 2025

397,778

116,715

1,078,784

1,593,277

Charge for year

47,982

12,145

264,201

324,328

Eliminated on disposal

-

-

(49,210

)

(49,210

)

At 31 December 2025

445,760

128,860

1,293,775

1,868,395

NET BOOK VALUE

At 31 December 2025

104,702

25,604

715,090

845,396

At 31 December 2024

131,103

25,685

605,921

762,709

5.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 January 2025

and 31 December 2025

500

NET BOOK VALUE

At 31 December 2025

500

At 31 December 2024

500

The company's investments at the Balance Sheet date in the share capital of companies include the following:

Rejuvo Limited

Registered office: Rejuvo House, Hampton Heath Industrial Estate, Hampton, Malpas, Cheshire, SY14 BLU

Nature of business: Dormant

%

Class of shares:

holding

Ordinary Shares

100.00

Rejuvo Products Ltd

Registered office: Rejuvo House, Hampton Heath Industrial Estate, Hampton, Malpas, Cheshire, SY14 BLU

Nature of business: Dormant

%

Class of shares:

holding

Ordinary Shares

100.00

6.

STOCKS

2025

2024

£

£

Stocks

105,657

100,246

7.

DEBTORS

2025

2024

£

£

Amounts falling due within one year:

Trade debtors

391,657

503,605

Other debtors

6,759

5,408

Due from group undertakings

28

28

Prepayments & accrued income

62,613

68,142

461,057

577,183

Amounts falling due after more than one year:

Trade debtors

65,830

56,125

Aggregate amounts

526,887

633,308

Amounts due from group undertakings are unsecured, interest free and repayable on demand.

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade creditors

363,773

276,997

Amounts owed to group undertakings

500

500

Corporation tax

103,461

194,843

Social security & other taxes

146,619

107,161

VAT

118,872

23,047

Other creditors

21,424

58,698

Directors' current accounts

-

1,950

Accruals and deferred income

333,932

523,538

1,088,581

1,186,734

Amounts owed to group undertakings are unsecured, interest free and repayable on demand.

9.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2025

2024

£

£

Within one year

58,500

58,500

Between one and five years

90,083

138,167

In more than five years

-

10,417

148,583

207,084

10.	PROVISIONS FOR LIABILITIES

2025

2024

£

£

Deferred tax

171,256

139,448

Other provisions

153,776

177,215

325,032

316,663

Deferred

Warranty

tax

Provision

£

£

Balance at 1 January 2025

139,448

177,215

Provided during year

31,808

14,282

Unused amounts reversed during year

-

(37,721

)

Balance at 31 December 2025

171,256

153,776

The deferred tax liability relates to accelerated capital allowances of £171,834 and an asset relating to short-term timing difference of £578.

11.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

£

£

5,491

Ordinary A Shares

£1

5,491

5,491

12.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Emily Gillbanks ACA (Senior Statutory Auditor)

for and on behalf of Bennett Brooks & Co Limited

13.	RELATED PARTY DISCLOSURES

All transactions with related parties are conducted under normal market conditions.

All costs for the charitable foundation Rejuvo Enable are bourne by JPCS Limited and both the company and the controlling shareholder contribute to the charity.

14.	ULTIMATE CONTROLLING PARTY

The controlling party is Mr P R A Shone.

15.	CHARITABLE EXPENDITURE

Working closely with local communities gives us a unique insight into their needs. So we contribute. Rejuvo Enable is our charitable foundation which coordinates our support for local communities.