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

The principal activity of the company continued to be that of specialist supplier to the building, construction and environmental industries.

Management use a range of performance measures to monitor and manage the business as set out below:

            2025            2024

Turnover         £14,156,166        £13,036,569

Gross Profit        £7,290,306        £5,891,911    

Gross Profit %        51.50%            45.20%    

Operating Profit        £1,529,869        £397,672        

Net Assets        £4,712,663        £3,466,873

Gross Assets        £9,260,642        £6,614,809

The turnover in 2025 is up on that achieved in 2024 as is the operating profit. There has been positive effect on margin from the cost of polymers, particularly in prime polymer. Labour availability presents a challenge with skilled labour difficult to recruit. This is having an impact on efficiencies and capacity within the production environment.

The directors believe that the business has performed solidly and remains well positioned in the marketplace for continued improvement.

The fluctuations in raw material and energy price inflation remain uncertain going forward. The availability of labour is expected to be an on-going challenge. All of which affect sales margins and are a risk to the profitability of our business.

FUTURE REVIEW

Since the beginning of 2026, raw material costs have increased substantially due to the conflict in Iran. We expect there to be high energy and raw material costs throughout 2026 as a result as well as the sourcing of skilled labour continuing to be a challenge. Navigating these challenges will be the focal point for 2026.

Going concern

Whilst the Report of the directors and Financial Statements are focused on the financial results from 2025, the company's directors are mindful of the impacts of the macroeconomic conditions in the short to medium term. Due to the uncertainty caused, the directors have looked at the resilience of the company to stay in business over the next 12 months. Three key measures have been looked at to determine if that position is reasonable, namely, income, expenditure, and cash flow. Based on a forecast of the likely activity in each of these areas the directors are satisfied that this position remains appropriate.

Cash flow

Based on the forecasted income and expenditure cash flow remains at a level above which is required to meet the debts of the company as they fall due.

The company's activities expose it to a number of financial risks including cash flow risk, credit risk, liquidity risk and price risk.

The use of financial derivatives is governed by the company's policies approved by the board of directors, which provide principles on the use of financial derivatives to manage these risks. The company does not use derivative financial instruments for speculative purposes.

The directors continually review and monitor the key risks facing the company in order to manage the business and deliver the company's strategy. The key risks and uncertainties affecting the company relate to domestic and foreign competitors, energy costs, design liability, raw material prices, exchange rate movements and credit and liquidity risk. The company's principal financial instruments are Sterling cash, other loans and obligations operating leases along with trade debtors and trade creditors under its normal course of business. Risk management is a regular subject of board discussion and whilst the company does not have a material exposure in any of the areas mentioned, the board takes appropriate action when necessary. Global transport issues have focussed attention on lead times resulting in ABG strengthening its supply chain and reassessing its stock holding policies.

Competition risk

The company is the UK market leader in drainage geocomposites but internationally the company is one of many such producers. The company mitigates the risk of competition by ensuring that the products it supplies are offered with technical competence and advice and excellent customer service.

Design risk

ABG provides designs and warranties for the larger projects and mitigates the risk by operating within its area of expertise and maintaining appropriate PI insurance.

Raw material risk

The company's operations and management teams monitor raw material prices closely in order to purchase at the best prices, buy forward when possible and plan ahead to enable the sales team to pass increases to customers when needed. Key materials are dual sourced and held in sufficient stock.

Foreign currency risk

The company trades predominantly in £ Sterling for the majority of purchases and sales but has a small percentage that is exposed to the risk of changes in foreign exchange rates. Other than Sterling, the company makes purchases and sells product in Euros and whilst every attempt is made to balance off purchases with sales, the company periodically buys and sells Euros to mitigate risk.

Credit risk

The company's credit risk relates to trade debtors. The company has credit insurance in place which covers the majority of the outstanding debtor balance. Uninsured debtors are managed by continually monitoring the aggregate amount and duration of exposure, depending on customer experience and payment performance.

Liquidity risk

The company operates as part of the Bontexgeo group that provides liquidity assurance in addition to the Company's own cash reserves.

MARKET STRATEGIES AND OPPORTUNITIES

ABG specialises in providing solutions to infrastructure and large commercial building projects based on geosynthetic products that are either manufactured or sourced by ABG. A high level of technical expertise is utilised to add value to project designs . With over 30 years of experience, this is a proven strategy and ABG has a strong presence and a good reputation, both of which help to engender future business. The technical expertise enables added value and gives customers the confidence to use geosynthetics instead of traditional construction materials in a diverse range of markets. Geosynthetics save time, carbon and cost. The changing climate and increasing population drive the need for developing infrastructure around the world with minimal carbon emissions. ABG focuses on the UK, EU, Africa, Middle East and Asia.

ACTIVITY IN 2026

In 2026, the emphasis will continue to be further cost controls in combination with increases in efficiency, but also a lot of focus will be on seizing every good commercial opportunity.

Raw material and energy prices form a substantial part of our cost prices. Its evolution is therefore closely monitored. This price is influenced by market and political conditions and is beyond our control. In addition, there is a strong inflation of our costs across all categories. The extent to which we can pass on the cost increases strongly influences our profit margin.

ABG can count on the group management services of Geotexco NV, resulting in synergies.

EVENTS SUBSEQUENT TO YEAR-END

There were no significant events subsequent to the year-end.

On behalf of the board

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

Principal activity

The principal activity of the company in the year under review was that of specialist supplier to the building, construction and environmental industries.

The results for the year are set out on page 9.

No ordinary dividends were paid within the year. The directors have not declared a dividend in respect of the year ended 31 December 2025. The level and timing of any future dividend remain under consideration by the Board.

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

For the UK entities belonging to the Bontexgeo Group, Xeinadin Audit Limited served as the auditor during the year ended 31 December 2025.

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.

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.

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

We have audited the financial statements of A.B.G. Limited (the 'company') for the year ended 31 December 2025 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, 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' report 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.

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 directors' report.

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.

As explained more fully in the directors' responsibilities statement, 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.

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

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

Based on our understanding of the company, we identified that the principal risks of non-compliance with laws and

regulations related to construction, building and corporation tax legislation and we considered the extent to which

non-compliance might have a material effect on the financial statements. As part of this assessment we considered both quantitative and qualitative factors. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements, such as the Companies Act 2006 and FRS 102.

We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements which included the risk of management override of controls. We determined that the principal risks were related to posting inappropriate journal entries, omitting, advancing or delaying recognition of events and transactions that have occurred during or after the reporting period, and potential management bias in the determination of accounting estimates or judgements to manipulate results.

Audit procedures performed by the engagement team include:

• Enquiring of and obtaining written representation from management in relation to known or suspected instances of non-compliance with laws and regulations and fraud;

• Enquiring of entity staff in tax and compliance functions to identify any instances of non-compliance with laws and regulations;

• Evaluation of management's controls designed to prevent and detect irregularities;

• Identifying and, where relevant, testing journal entries posted by senior management or with unusual combinations;

• Assessing and evaluating the business rationale of significant transactions outside the normal course of business;

• Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;

• Incorporating elements of unpredictability into the nature, timing and/or extent of audit procedures performed.

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

The profit and loss account has been prepared on the basis that all operations are continuing operations.

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

A.B.G. Limited is a private company limited by shares incorporated in England and Wales. The registered office is E7 Meltham Mills Road, Meltham, Holmfirth, West Yorkshire, England, HD9 4DS.

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 amounts 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.

The directors have considered all factors, including the wider economy, as part of their assessment of going concern. Although the current economic climate creates both cashflow and profitability risks for the company, the director believe that they have sufficient resources to enable trading to continue for a period of at least one year from the date of approval of the financial statements, on the basis of information currently available to them as at the point of approval. Accordingly, these financial statements have been prepared on the going concern basis.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover is measured at the fair value of the consideration received or receivable excluding discounts, rebates, value added tax and other sales taxes.

Revenue from contracts for the provision of constructing services is recognised by reference to the stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that is probable will be recovered.

Revenue from contracts for the provision of providing the sales and manufacturing know-how of internal products to external sources is recognised by reference to the stage of completion in line with pre-determined performance conditions.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation 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:

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:

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.

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.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

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.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

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 balance sheet 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.

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

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account 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.

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

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.

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

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 balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss 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 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 leases asset are consumed.

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.

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.

There are no estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities

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

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

The company converts raw materials to finished goods. Stock values include any costs such as labour and overheads attributable to generating finished goods, as management believe this is the most suitable costing method to take into account the matching concept of accounting. The company uses the FIFO method to determine stock valuation.

Outstanding trade debtor balances are reviewed on a line by line basis by management to identify possible amounts where a provision is required. Management closely manage the collection of trade debtors and therefore are able to identify balances where there is uncertainty about its recoverability, and determine what provision is required (if any).

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

Their aggregate remuneration comprised:

The actual 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:

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

More information on impairment movements in the year is given in note 11.

Included within other creditors is the invoice finance creditor of £nil (2024: £594,231). The invoice finance creditor is secured by way of fixed and floating charges over the assets of the Company.

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

The deferred tax liability set out above is expected to reverse and relates to accelerated capital allowances that are expected to mature within the same period.

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.

Bontexgeo UK Holding Limited, a company registered in England and Wales is the immediate parent undertaking by virtue of it's 100% shareholding in the company

Geotexco NV, a company registered in Belgium is considered to be the ultimate parent undertaking. Consolidated group accounts of Geotexco NV can be obtained from Industriestraat 39, 9240 Zele, Belgium.

The directors do not consider there to be a controlling party.

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: