Company registration number 02939363 (England and Wales)
SOPREMA UK LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Affinia
The Octagon
Suite E2, 2nd Floor
Middleborough
Colchester
CO1 1TG
SOPREMA UK LIMITED
COMPANY INFORMATION
Directors
Mr P Bindschedler
Mr L E Hoekstra
Mr L B O Verheyden
Company number
02939363
Registered office
Lady Lane Industrial Estate
Hadleigh
Ipswich
Suffolk
England
IP7 6BA
Auditor
Affinia (Colchester)
The Octagon
Suite E2, 2nd Floor
Middleborough
Colchester
CO1 1TG
SOPREMA UK LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 6
Statement of total comprehensive income
7
Statement of financial position
8
Statement of changes in equity
9
Statement of cash flows
10
Notes to the financial statements
11 - 24
SOPREMA UK LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

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

Principal activities, review of the business and future developments

The principal activity of the company is that of marketing and distribution of products which deliver thermal performance, insulation, air tightness products and waterproofing for buildings.

There have been no events since the Statement of Financial Position date which materially affect the position of the company. The directors' believe that assets, liabilities, equity, revenue and costs are all completely and accurately reported within these consolidated financial statements.

The directors' anticipate that the company will continue to grow in the future at a rate at least equal to the market growth rate and confirms the full commitment from Soprema to the growth ambitions.

Principal risks and Uncertainties

The company's operation exposes it to a variety of financial risks including the effects of changes in price risks, credit risks and liquidity risks.

Credit Risk

The company's principal financial instruments are cash and trade debtors which represent the company's maximum exposure to credit risk, limited to the difference between insured credit risks and any potential outstanding balance over the debtors individual credit limits.

The company's credit risk is primarily due to its debtors. The company has credit procedures which include due diligence within in-house credit management practices as well as credit insurance.

Liquidity Risk

The company's exposure to liquidity risk is limited, as at the year end the company held sufficient liquid assets to continue trading.

Price Risk

The company is exposed to increases in prices of supplier goods, deteriorating the gross profit margin in cases where the UK market (guided by evolution of overall UK Market Construction Unit Pricing evolution) doesn’t have the same price elasticity as our suppliers have towards us.

Financial key performance indicators

The directors' continue to monitor the key performance indicators for the business which include Solvency, Liquidity, Gross Margin, Net Margin, Trade debtor days, Trade creditor days, Inventory days and Net working capital ratio.

On behalf of the board

Mr L B O Verheyden
Director
8 June 2026
SOPREMA UK LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -

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

Results and dividends

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

Ordinary dividends were paid amounting to £1,200,000. The directors do not recommend payment of a further dividend.

Directors

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

Mr P Bindschedler
Mr L E Hoekstra
Mr L B O Verheyden
Auditor

The auditor, Affinia (Colchester), is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
Mr L B O Verheyden
Director
8 June 2026
SOPREMA UK LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -

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

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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; and

- 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.

SOPREMA UK LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SOPREMA UK LIMITED
- 4 -
Opinion

We have audited the financial statements of Soprema UK Limited (the 'company') for the year ended 31 December 2025 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its profit for the year then ended;

- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

- have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the 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 other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

- the information given in the strategic report and the directors' r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

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

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

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

- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

- the financial statements are not in agreement with the accounting records and returns; or

- certain disclosures of directors' remuneration specified by law are not made; or

- we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the directors' r esponsibilities s tatement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Auditor's responsibilities for the audit of the financial statements

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

- The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

- We identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the insulating & waterproofing supply sector;

- We focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation, data protection, anti-bribery, employment, environmental and health and safety legislation;

- We assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

- Identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

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

- Making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

- Considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

SOPREMA UK LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SOPREMA UK LIMITED (CONTINUED)
- 6 -

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

- Performed analytical procedures to identify any unusual or unexpected relationships;

- Tested journal entries to identify unusual transactions;

- Reviewed the internal controls in place, specifically around payroll and bank transactions; and

- Assessed whether judgements and assumptions made in determining the accounting estimates around dilapidations & stock provision s were indicative of potential bias.

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

- Agreeing financial statement disclosures to underlying supporting documentation;

- Enquiring of management as to actual and potential litigation and claims; and

- Reviewing correspondence with HMRC and the company's legal advisors.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

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

Use of our report

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

Shaun Roberts (Senior Statutory Auditor)
For and on behalf of Affinia (Colchester), Statutory Auditor
Chartered Accountants
The Octagon
Suite E2, 2nd Floor
Middleborough
Colchester
CO1 1TG
8 June 2026
SOPREMA UK LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 7 -
2025
2024
Notes
£
£
Turnover
3
31,092,777
25,739,953
Cost of sales
(19,320,436)
(15,985,590)
Gross profit
11,772,341
9,754,363
Distribution costs
(1,481,708)
(1,172,045)
Administrative expenses
(6,781,264)
(5,677,186)
Operating profit
4
3,509,369
2,905,132
Interest receivable and similar income
57,114
15,664
Interest payable and similar expenses
(8,722)
(2,218)
Profit before taxation
3,557,761
2,918,578
Tax on profit
8
391,575
(714,215)
Profit for the financial year
3,949,336
2,204,363

The income statement has been prepared on the basis that all operations are continuing operations.

SOPREMA UK LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2025
31 December 2025
- 8 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
11
106,766
113,822
Current assets
Stocks
12
1,848,581
1,608,311
Debtors
13
10,162,277
6,916,514
Cash at bank and in hand
944,152
1,623,504
12,955,010
10,148,329
Creditors: amounts falling due within one year
14
(5,304,077)
(5,252,220)
Net current assets
7,650,933
4,896,109
Total assets less current liabilities
7,757,699
5,009,931
Provisions for liabilities
Provisions
15
393,379
393,380
Deferred tax liability
16
23,600
25,167
(416,979)
(418,547)
Net assets
7,340,720
4,591,384
Capital and reserves
Called up share capital
18
2
2
Profit and loss reserves
7,340,718
4,591,382
Total equity
7,340,720
4,591,384

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 8 June 2026 and are signed on its behalf by:
Mr L B O Verheyden
Director
Company registration number 02939363 (England and Wales)
SOPREMA UK LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 9 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2024
2
3,887,019
3,887,021
Year ended 31 December 2024:
Profit and total comprehensive income
-
2,204,363
2,204,363
Dividends
9
-
(1,500,000)
(1,500,000)
Balance at 31 December 2024
2
4,591,382
4,591,384
Year ended 31 December 2025:
Profit and total comprehensive income
-
3,949,336
3,949,336
Dividends
9
-
(1,200,000)
(1,200,000)
Balance at 31 December 2025
2
7,340,718
7,340,720
SOPREMA UK LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
24
1,284,816
2,736,899
Interest paid
(4,389)
-
Income taxes paid
(694,361)
(525,000)
Net cash inflow from operating activities
586,066
2,211,899
Investing activities
Purchase of tangible fixed assets
(32,047)
(80,789)
Proceeds from disposal of tangible fixed assets
-
0
52,015
Interest received
23,769
15,664
Net cash used in investing activities
(8,278)
(13,110)
Financing activities
Dividends paid
(1,200,000)
(1,500,000)
Net cash used in financing activities
(1,200,000)
(1,500,000)
Net (decrease)/increase in cash and cash equivalents
(622,212)
698,789
Cash and cash equivalents at beginning of year
1,623,504
832,424
Effect of foreign exchange rates
(57,140)
92,291
Cash and cash equivalents at end of year
944,152
1,623,504
SOPREMA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 11 -
1
Accounting policies
Company information

Soprema UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is Lady Lane Industrial Estate, Hadleigh, Ipswich, Suffolk, England, IP7 6BA.

1.1
Basis of preparation

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. T he company has therefore taken advantage of e xemptions from the following disclosure requirements:

- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

- Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

1.2
Going concern

In accordance with their statutory responsibilities as directors, the directors have considered the appropriateness of the going concern principle for the preparation of the financial statements.true

At the balance sheet date the company is in a net current asset position of £7,650,933 (2024 net asset position: £4,896,109) which includes £2,361,313 (2024: £1,013) due from the parent company Holding Soprema S.A which has confirmed in writing will not be recalled until the company is in a position to do so.

Managements adoption of the going concern basis relies upon several judgements those being; the continued support from the parent company in France and the anticipated efficiencies of a UK group restructure and streamline of operations delivering the forecasted savings.

The company has restructured post year end with movement of operations and the consolidation of brands to strengthen the Soprema brand within the market and generate further revenue growth in the future.

The directors have concluded that the Soprema UK Companies, on a group basis; have adequate resources to continue to meet their liabilities as they fall due for the foreseeable future and for a period of at least 12 months from the date of signing these financial statements. Thus, the directors continue to adopt the going concern basis in preparing the financial statements.

1.3
Revenue

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer which is on the day of delivery or day of collection.

SOPREMA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 12 -
Rebates

The Company participates in rebate arrangements with certain customers whereby rebates are calculated based on the agreed volume of goods purchased or other performance criteria specified in the underlying agreements. Rebates are recognised as a reduction in revenue in accordance with the terms of the arrangements.

Rebates are accrued throughout the year based on the Company’s best estimate of the amounts expected to be payable to customers under these agreements. The estimation process takes into account historical settlement trends, current trading performance and the terms of each contract. Accrued rebates are recorded within trade and other payables.

Where rebate amounts remain subject to final confirmation at the reporting date, the Company reassesses the estimates based on the most recent information available. Any differences between estimated and actual settlements are recognised in the period in which they are identified.

Management considers the rebate arrangements to be consistent with normal commercial practice. No other significant obligations arise from these agreements beyond the rebate liabilities recognised at the reporting date.

1.4
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 1 year. The Goodwill was therefore fully amortised at 31 December 2019.

1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold land and buildings
Over the term of the lease
Plant and machinery
20% - 33% Straight line or 25% Reducing balance
Fixtures and fittings
20% Straight line
Computer equipment
20% Straight line or 15% Reducing balance

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.6
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

1.7
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.

SOPREMA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 13 -

Stock is valued according to the last recorded price (price of the last order received), which is equivalent to the FIFO method, given the quick stock turnover.

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

1.8
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks and other short-term liquid investments with original maturities of three months or less.

1.9
Financial instruments

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

Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

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

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

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

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

SOPREMA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 14 -
Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future paymen ts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. A m ounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are s ubsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value th r ough profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.10
Equity instruments

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

1.11
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

SOPREMA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 15 -
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.12
Provisions

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision i s measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

1.13
Employee benefits

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

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

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.14
Retirement benefits

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

1.15
Leases
As lessee

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

1.16
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

SOPREMA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 16 -
2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

In preparing these financial statements, the directors have considered the requirement for any provision for impairment in respect of stock held at the balance sheet date. To identify any impairment, the consumption period of the stock is considered. Judgement is required to estimate the rate at which stock is depreciated based on slow turnover, for which the directors use their experience of the industry, anticipated sales patterns and potential costs to completion and disposals of the stock to estimate the achievable net realisable value.

The directors have also considered the requirement for any provision for dilapidations in respect of the lease of property held at the balance sheet date. To identify any future costs, previous instances of charges in relation to returning property to its original state have been considered. Judgement is required to estimate the cost of any projects in undertake this work, for which the directors have used their expertise and experience to estimate the potential costs.

Critical judgements

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

Going Concern

The directors are satisfied that the company is operating as a going concern and will continue for the foreseeable future. This is on the basis that the group restructure and forecasts prepared by management are accurate, and the parent company will continue to support the trade of the UK entities.

Stock Provision

A t each reporting date, the directors assess stock for obsolescence. If the stock is deemed to be obsolete and slow-moving. i.e. has not been purchased or sold in the last twelve months, then a provision will be accounted for to reduce the full carrying value of the stock.

3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
31,092,777
25,739,953
2025
2024
£
£
Turnover analysed by geographical market
UK
31,031,164
25,718,426
Overseas
61,613
21,527
31,092,777
25,739,953
SOPREMA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
3
Turnover and other revenue
(Continued)
- 17 -
2025
2024
£
£
Other revenue
Interest income
57,114
15,664

Included within turnover are £369,436 of customer rebates, relating to UK customers.

4
Operating profit
2025
2024
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange differences apart from those arising on financial instruments measured at fair value through profit or loss
133,546
(98,297)
Depreciation of owned tangible fixed assets
38,589
35,198
Operating lease charges
668,240
652,589
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
20,450
16,000
For other services
Other assurance services
1,950
1,700
Taxation compliance services
1,200
1,150
3,150
2,850
6
Employees

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

2025
2024
Number
Number
Administration
16
13
Commercial & Field Support
43
35
Distribution
6
4
Total
65
52
SOPREMA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
6
Employees
(Continued)
- 18 -

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
2,919,065
2,703,116
Social security costs
580,999
400,252
Pension costs
166,834
131,134
3,666,898
3,234,502
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
387,309
119,915
Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
339,311
-
8
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
341,869
731,877
Adjustments in respect of prior periods
(731,877)
-
0
Total current tax
(390,008)
731,877
Deferred tax
Origination and reversal of timing differences
(1,567)
(17,662)
Total tax (credit)/charge
(391,575)
714,215
SOPREMA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
8
Taxation
(Continued)
- 19 -

The actual (credit)/charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
Profit before taxation
3,557,761
2,918,578
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
889,440
729,645
Tax effect of expenses that are not deductible in determining taxable profit
7,937
2,292
Adjustments in respect of prior years
(731,877)
-
0
Group relief
(560,346)
-
0
Permanent capital allowances in excess of depreciation
4,838
(60)
Deferred tax movements
(1,567)
(17,662)
Taxation (credit)/charge for the year
(391,575)
714,215
9
Dividends
2025
2024
£
£
Final paid
1,200,000
1,500,000
10
Intangible fixed assets
Goodwill
Negative goodwill
Total
£
£
£
Cost
At 1 January 2025 and 31 December 2025
262,993
(223,328)
39,665
Amortisation and impairment
At 1 January 2025 and 31 December 2025
262,993
(223,328)
39,665
Carrying amount
At 31 December 2025
-
0
-
0
-
0
At 31 December 2024
-
0
-
0
-
0
SOPREMA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
11
Tangible fixed assets
Leasehold land and buildings
Plant and machinery
Fixtures and fittings
Computer equipment
Total
£
£
£
£
£
Cost
At 1 January 2025
259,373
102,809
274,457
105,576
742,215
Additions
23,533
1,784
-
0
6,730
32,047
Disposals
-
0
-
0
(79)
(17,605)
(17,684)
At 31 December 2025
282,906
104,593
274,378
94,701
756,578
Depreciation and impairment
At 1 January 2025
259,373
42,894
272,107
54,019
628,393
Depreciation charged in the year
3,748
16,280
2,032
16,529
38,589
Eliminated in respect of disposals
-
0
-
0
(79)
(17,091)
(17,170)
At 31 December 2025
263,121
59,174
274,060
53,457
649,812
Carrying amount
At 31 December 2025
19,785
45,419
318
41,244
106,766
At 31 December 2024
-
0
59,915
2,350
51,557
113,822
12
Stocks
2025
2024
£
£
Finished goods and goods for resale
1,848,581
1,608,311
13
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
5,928,865
5,340,685
Corporation tax recoverable
838,343
-
0
Amounts owed by group undertakings
2,775,557
1,036,119
Other debtors
133,103
117,650
Prepayments and accrued income
486,409
422,060
10,162,277
6,916,514
SOPREMA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 21 -
14
Creditors: amounts falling due within one year
2025
2024
£
£
Trade creditors
1,725,029
977,143
Amounts owed to group undertakings
2,050,359
1,803,816
Corporation tax
-
0
275,038
Other taxation and social security
564,241
745,113
Other creditors
17,979
643,067
Accruals and deferred income
946,469
808,043
5,304,077
5,252,220
15
Provisions for liabilities
2025
2024
£
£
Rent and Dilapidations
310,658
310,658
Product Failure
82,721
82,722
393,379
393,380
Movements on provisions:
Rent and Dilapidations
Product Failure
Total
£
£
£
At 1 January 2025 and 31 December 2025
310,658
82,721
393,379

The rent and dilapidations provisions are in respect of the building that is currently rented by Soprema UK Limited.

16
Deferred taxation

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

Liabilities
Liabilities
2025
2024
Balances:
£
£
Accelerated capital allowances
23,600
25,167
SOPREMA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
16
Deferred taxation
(Continued)
- 22 -
2025
Movements in the year:
£
Liability at 1 January 2025
25,167
Credit to profit or loss
(1,567)
Liability at 31 December 2025
23,600
17
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
166,834
131,134

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

At year end outstanding contributions were £25,917 (202 4: £20,396), these are included within other creditors.

18
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
2
2
2
2

The share capital account represents the nominal value of the shares issued.

The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the company. All ordinary shares rank equally with regard to the company's residual assets.

Profit and loss account

Profit and loss account represents cumulative profits or losses of the company, net of dividends paid and other adjustments.

SOPREMA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 23 -
19
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2025
2024
£
£
Within one year
727,012
557,151
Between two and five years
1,197,162
1,223,205
1,924,174
1,780,356
20
Events after the reporting date

Effective from 1 January 2026, the nature of the Company’s operations has undergone a significant change. Following this date, the business transitioned from its previous activities as a standalone brand to now incorporate the connected company brands sales to be transacted through this business, with the other entities being incorporated being; Soprema UK Polyiso Limited (Company No. 15191540), Soprema UK Multifoils Limited (Company No. 02936247) and Soprema UK Bitumen Limited (Company No. 01350189).

Due to this shift in the Company’s business processes and operating model, the financial statements for periods subsequent to the reporting date are not directly comparable with the results of the current reporting period.

21
Related party transactions
Transactions with related parties

The Company has taken advantage of the available exemption conferred by Section 33.1A of FRS102 not to disclose transactions with wholly owned members of the Group.

Within debtors due within one year is a balance of £188,729 (2024: £776,236) relating to amounts owed by Soprema UK Polyiso Limited to Soprema UK Limited. Soprema UK Polyiso Limited is 75% owned by Holding Soprema SA which is the ultimate parent company of Soprema UK Limited. During the year, Soprema UK Limited charged £1,313,791 (2024: £1,162,224) to Soprema UK Polyiso Limited, of which £64,794 (2024: £9,927) were sales and the remainder were recharges for costs incurred by Soprema UK on behalf of Soprema UK Polyiso Limited. Soprema UK Polyiso Limited charged £165,783 (2024: £105,893) to Soprema UK Limited.

22
Directors' transactions

No guarantees have been given or received.

23
Controlling party

The company is directly owned by Holding Soprema SA, a company incorporated in France.

The smallest group into which Soprema UK Limited is consolidated is Holding Soprema SA.

SOPREMA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 24 -
24
Cash generated from operations
2025
2024
£
£
Profit after taxation
3,949,336
2,204,363
Adjustments for:
Taxation (credited)/charged
(391,575)
714,215
Finance costs
8,722
2,218
Investment income
(57,114)
(15,664)
Loss/(gain) on disposal of tangible fixed assets
513
(43,405)
Depreciation and impairment of tangible fixed assets
38,589
35,198
Gain/(loss) on foreign exchange
38,595
(97,247)
Decrease in provisions
-
0
(3,380)
Movements in working capital:
Increase in stocks
(240,270)
(94,651)
Increase in debtors
(2,407,420)
(1,366,050)
Increase in creditors
345,440
1,401,302
Cash generated from operations
1,284,816
2,736,899
25
Analysis of changes in net funds
1 January 2025
Cash flows
Exchange rate movements
31 December 2025
£
£
£
£
Cash at bank and in hand
1,623,504
(622,212)
(57,140)
944,152
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