REGISTERED NUMBER: 04165486 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 SEPTEMBER 2025

FOR

D & B FACADES UK LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Income Statement

9

Other Comprehensive Income

10

Balance Sheet

11

Statement of Changes in Equity

12

Cash Flow Statement

13

Notes to the Cash Flow Statement

14

Notes to the Financial Statements

15

DIRECTORS:

P A Brightey

B Cummins

S Enticknap

W Hillyard

P N Hillyard

P J Hillyard

G Hughes

D T King

C Woodhouse

REGISTERED OFFICE:

The Packway

Larkhill

Salisbury

Wiltshire

SP4 8PY

REGISTERED NUMBER:

04165486 (England and Wales)

AUDITORS:

Fawcetts LLP

Chartered Accountants

and Statutory Auditors

Windover House

St. Ann Street

Salisbury

SP1 2DR

The directors present their strategic report for the year ended 30 September 2025.

REVIEW OF BUSINESS

The results for the year and financial position of the company are as shown in the annexed financial statements.

The company continued with its activities of the external refurbishment of high-rise properties during the year under review.

The key financial highlights of the company are as follows:

2025

2024

Turnover

£12.5m

£25.6m

Gross profit margin

12.1%

9.8%

Net assets

£2.2m

£1.8m

Capital expenditure

£nil

£nil

The company experienced a decline in trading during the period, primarily as a result of the introduction of the Building Safety Regulator, which has led to significant delays across the construction industry, including the postponement of several high-value projects that would otherwise have commenced during the reporting period.

Despite these challenging market conditions, the company has remained profitable throughout a period of unprecedented industry disruption. It also maintains a strong forward order book, providing confidence in the business's continued resilience and long-term prospects.

PRINCIPAL RISKS AND UNCERTAINTIES

The management of the business and the execution of the company's strategy are subject to a number of risks. These include changes in the general economic climate, which may affect customers' willingness to invest in long term capital projects, together with changes in the regulatory environment. In particular, the introduction of the Building Safety Regulator for Higher-Risk Buildings has resulted in significant disruption and delays across the construction industry, which may impact project delivery times and business performance.

FUTURE DEVELOPMENTS

The Directors expect the level of business activity to increase and remain strong for the foreseeable future, although the operation of the Building Safety Regulator continues to present challenges. It is anticipated that approval timescales under the Building Safety Regulator will improve during the remainder of 2026 and beyond. In the meantime, the Company will continue to mitigate this risk by prioritising the securing and delivery of projects that are not subject to the Building Safety Regulator approval process.

ON BEHALF OF THE BOARD:

P N Hillyard - Director

27 July 2026

The directors present their report with the financial statements of the company for the year ended 30 September 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the external refurbishment of high-rise properties.

DIVIDENDS

No dividends will be distributed for the year ended 30 September 2025.

DIRECTORS

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

P A Brightey

P N Hillyard

P J Hillyard

G Hughes

C Woodhouse

Other changes in directors holding office are as follows:

B Cummins - appointed 6 February 2025

S Enticknap - appointed 6 February 2025

W Hillyard - appointed 6 February 2025

D T King - appointed 6 February 2025

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

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

-	select suitable accounting policies and then apply them consistently;

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

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

AUDITORS

The auditors, Fawcetts LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

P N Hillyard - Director

27 July 2026

Opinion

We have audited the financial statements of D & B Facades UK Limited (the 'company') for the year ended 30 September 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, 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 the financial statements:

-	give a true and fair view of the state of the company's affairs as at 30 September 2025 and of its profit for the year then ended;

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

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

Basis for opinion

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

Conclusions relating to going concern

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

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

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

Other information

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

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

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

Opinions on other matters prescribed by the Companies Act 2006

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

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

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

Matters on which we are required to report by exception

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

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

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

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

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

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

Responsibilities of directors

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

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

Auditors' responsibilities for the audit of the financial statements

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

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

Identifying and assessing potential risks related to irregularities including fraud

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we consider the following:

-

the nature of the industry/sector, control environment and financial performance;

-

results of our enquiries of management about their own identification and assessment of the risk of irregularities;

-

any matters we identified having obtained and reviewed the company's documentation of their policies and procedures relating to:

-

identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;

-

detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; and

-

the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations.

-

the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following area: revenue and profit recognition. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

We have also obtained an understanding of the legal and regulatory frameworks that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act and tax legislation.

Audit response to risk identified

As a result of performing the above, we identified revenue and profit recognition, stock valuation, estimation techniques and management override of controls as key matters related to the potential risk of fraud or material misstatement. Our procedures to respond to risks identified included the following:

-

reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

-

enquiring of management concerning actual and potential litigation and claims;

-

performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;

-

understanding the company's revenue recognition policies and how they are applied, including the relevant controls and processes and performing a walk-through to validate our understanding;

-

performing analytical procedures to compare revenue recognised against expectations, past results, and management forecasts, and investigated material divergences by obtaining corroborative evidence;

-

reading minutes of meetings of those charged with governance and reviewing any correspondence with HMRC; and

-

in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

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

Use of our report

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

Nicholas Jones FCCA (Senior Statutory Auditor)

for and on behalf of Fawcetts LLP

Chartered Accountants

and Statutory Auditors

Windover House

St. Ann Street

Salisbury

SP1 2DR

27 July 2026

TURNOVER

12,471,378

25,594,141

Cost of sales

10,960,215

23,097,173

GROSS PROFIT

1,511,163

2,496,968

Distribution costs

6,084

6,938

Administrative expenses

1,599,355

1,660,746

1,605,439

1,667,684

(94,276

)

829,284

Interest receivable and similar income

187,212

103,000

92,936

932,284

Interest payable and similar expenses

4

1,331

856

PROFIT BEFORE TAXATION

5

91,605

931,428

Tax on profit

6

(327,124

)

241,001

PROFIT FOR THE FINANCIAL YEAR

418,729

690,427

PROFIT FOR THE YEAR

418,729

690,427

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

418,729

690,427

FIXED ASSETS

Tangible assets

8

20,266

26,350

CURRENT ASSETS

Debtors

9

5,461,807

8,454,373

Cash at bank and in hand

967,422

3,507,791

6,429,229

11,962,164

CREDITORS

Amounts falling due within one year

10

4,262,850

10,220,366

NET CURRENT ASSETS

2,166,379

1,741,798

TOTAL ASSETS LESS CURRENT LIABILITIES

2,186,645

1,768,148

PROVISIONS FOR LIABILITIES

11

1,199

1,431

NET ASSETS

2,185,446

1,766,717

CAPITAL AND RESERVES

Called up share capital

12

2,000

2,000

Share premium

13

9,300

9,300

Retained earnings

13

2,174,146

1,755,417

SHAREHOLDERS' FUNDS

2,185,446

1,766,717

The financial statements were approved by the Board of Directors and authorised for issue on 27 July 2026 and were signed on its behalf by:

P N Hillyard - Director

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

£

£

£

Balance at 1 October 2023

2,000

2,064,990

9,300

2,076,290

Changes in equity

Dividends

-

(1,000,000

)

-

(1,000,000

)

Total comprehensive income

-

690,427

-

690,427

Balance at 30 September 2024

2,000

1,755,417

9,300

1,766,717

Changes in equity

Total comprehensive income

-

418,729

-

418,729

Balance at 30 September 2025

2,000

2,174,146

9,300

2,185,446

Cash flows from operating activities

Cash generated from operations

1

(3,136,907

)

3,028,069

Interest paid

(1,331

)

(856

)

Tax paid

45,485

(236,222

)

Net cash from operating activities

(3,092,753

)

2,790,991

Cash flows from investing activities

Interest received

187,212

103,000

Net cash from investing activities

187,212

103,000

Cash flows from financing activities

Amount introduced by directors

802,164

26,047

Amount withdrawn by directors

(436,992

)

(844,152

)

Equity dividends paid

-

(1,000,000

)

Net cash from financing activities

365,172

(1,818,105

)

(Decrease)/increase in cash and cash equivalents

(2,540,369

)

1,075,886

Cash and cash equivalents at beginning of year

2

3,507,791

2,431,905

Cash and cash equivalents at end of year

2

967,422

3,507,791

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2025

2024

£

£

Profit before taxation

91,605

931,428

Depreciation charges

6,084

6,938

Finance costs

1,331

856

Finance income

(187,212

)

(103,000

)

(88,192

)

836,222

Decrease/(increase) in trade and other debtors

2,627,394

(1,220,939

)

(Decrease)/increase in trade and other creditors

(5,676,109

)

3,412,786

Cash generated from operations

(3,136,907

)

3,028,069

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 30 September 2025

30.9.25

1.10.24

£

£

Cash and cash equivalents

967,422

3,507,791

Year ended 30 September 2024

30.9.24

1.10.23

£

£

Cash and cash equivalents

3,507,791

2,431,905

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.10.24

Cash flow

At 30.9.25

£

£

£

Net cash

Cash at bank and in hand

3,507,791

(2,540,369

)

967,422

3,507,791

(2,540,369

)

967,422

Total

3,507,791

(2,540,369

)

967,422

1.	STATUTORY INFORMATION

D & B Facades UK Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of 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" and the Companies Act 2006.

The financial statements are prepared on a going concern basis under the historical cost convention and are

presented in Sterling (£) which is the functional currency of the company.

The significant accounting policies applied in the preparation of these financial statements are set out below.

These policies have been consistently applied to all years unless otherwise stated.

Turnover

Turnover is recognised to the extent it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Sales of goods:

Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods has transferred to the buyer. This is usually at the point of despatch.

Rendering of services:

Turnover from the rendering of services is recognised by reference to the stage of completion of the contract. The stage of completion of a contract is measured by comparing the costs incurred for work performed to date to the total estimated contracts costs. Turnover is only recognised to the extent of recoverable expenses when the outcome of a contract cannot be estimated reliably.

All turnover was the same class of business and was made to customers based in the United Kingdom.

Tangible fixed assets

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

Short leasehold

-

10% on cost

Fixtures and fittings

-

15% on reducing balance

Computer equipment

-

33% on cost

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.

Pension costs and other post-retirement benefits

The company contributes to the individual defined contribution pension schemes of employees. Contributions are charged to profit or loss in the period to which they relate.

Debtors

Debtors are measured at their recoverable amount.

Creditors and provisions

Creditors and provisions are recognised where the company has a present obligation resulting from a past event that will probably result in the transfer of funds to a third party and the amount due to settle the obligation can be measured reliably. Creditors and provisions are normally recognised at their settlement amount after allowing for any trade discounts due.

3.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

848,586

892,175

Social security costs

85,551

87,673

Other pension costs

16,329

17,986

950,466

997,834

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

2025

2024

Administration

6

6

Buying

1

2

Site

13

14

20

22

2025

2024

£

£

Directors' remuneration

-

-

4.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

Other interest paid

1,331

856

5.	PROFIT BEFORE TAXATION

The profit is stated after charging:

2025

2024

£

£

Depreciation - owned assets

6,084

6,938

Auditors' remuneration

12,750

10,000

Auditors' remuneration for non audit work

12,269

2,750

6.

TAXATION

Analysis of the tax (credit)/charge

The tax (credit)/charge on the profit for the year was as follows:

2025

2024

£

£

Current tax:

UK corporation tax

29,550

241,009

Under/over provision of tax

(356,442

)

-

Total current tax

(326,892

)

241,009

Deferred tax

(232

)

(8

)

Tax on profit

(327,124

)

241,001

Reconciliation of total tax (credit)/charge included in profit and loss

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

2025

2024

£

£

Profit before tax

91,605

931,428

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

22,901

232,857

Effects of:

Expenses not deductible for tax purposes

6,649

6,365

Depreciation in excess of capital allowances

-

1,735

Adjustments to tax charge in respect of previous periods

(356,442

)

52

for part of year

Movement in deferred tax

(232

)

(8

)

Total tax (credit)/charge

(327,124

)

241,001

7.

DIVIDENDS

2025

2024

£

£

A Ordinary shares of o1 each

Interim

-

924,500

B Ordinary share of o1

Interim

-

500

C Ordinary shares of o1 each

Interim

-

75,000

-

1,000,000