REGISTERED NUMBER: 04678389 (England and Wales)

Strategic Report, Report of the Director and

Financial Statements for the Year Ended 31 December 2025

for

Robe UK Ltd

Page

Company Information

1

Strategic Report

2

Report of the Director

3

to

4

Report of the Independent Auditors

5

to

8

Statement of Income and Retained Earnings

9

Balance Sheet

10

Notes to the Financial Statements

11

to

17

DIRECTOR:

Mr M J Hannaford

REGISTERED OFFICE:

3 Spinney View

Stone Circle Road

Round Spinney Industrial Estate

Northampton

Northamptonshire

NN3 8RF

REGISTERED NUMBER:

04678389 (England and Wales)

AUDITORS:

Clifford Roberts

Chartered Accountants &

Statutory Auditors

Pacioli House

9 Brookfield

Duncan Close

Northampton

Northamptonshire

NN3 6WL

The director presents his strategic report for the year ended 31 December 2025.

REVIEW OF BUSINESS

The company is the exclusive UK distributor of its parent company which manufactures show lighting and is recognised as the global leader for its innovation, quality engineering and dedication to the very highest production values.

The period under review was another good year for the company, with turnover in excess of £12 million.

Key performance indicators

2025

2024

£

£

Turnover

12,262,747

10,234,940

Profit/(loss) before taxation

985,194

750,589

Shareholders' fund total

6,057,041

5,165,321

PRINCIPAL RISKS AND UNCERTAINTIES

The company does not have significant exposure to liquidity, interest rate, price or cash flow risks due to the nature of its trade. Exposure to credit and foreign currency risk arises in the normal course of Robe UK Limited's business. This risk is limited by the company's financial management policies described below.

Credit risk

Credit risk is minimised as the majority of sales are made on a pre-paid basis. Credit is only extended to very few substantial primarily multi-national customers. All other customers are extended a minimal credit line only for the purchase of urgent spare parts.

Foreign currency risk

The company is exposed to foreign currency risk due to its level of purchases from European suppliers. The risk is limited by buying and selling euros as and when the exchange rate favours the company.

ON BEHALF OF THE BOARD:

Mr M J Hannaford - Director

10 August 2026

The director presents his report with the financial statements of the company for the year ended 31 December 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the distribution of specialist lighting equipment.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2025.

DIRECTOR

Mr M J Hannaford held office during the whole of the period from 1 January 2025 to the date of this report.

DISCLOSURE IN THE STRATEGIC REPORT

The principal activity, financial risk management objectives and policies and the exposure to foreign currency, credit, liquidity, interest rate, cash flow and price risk are set out in the strategic report (as defined by section 414 C (11) of the Companies Act 2006).

STATEMENT OF DIRECTOR'S RESPONSIBILITIES

The director is responsible for preparing the Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless he is 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 director is 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 director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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 director is 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 he 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, Clifford Roberts, are deemed to be reappointed under section 487(2) of the Companies Act 2006.

ON BEHALF OF THE BOARD:

Mr M J Hannaford - Director

10 August 2026

Opinion

We have audited the financial statements of Robe UK Ltd (the 'company') for the year ended 31 December 2025 which comprise the Statement of Income and Retained Earnings, Balance Sheet and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion 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 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 director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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 director with respect to going concern are described in the relevant sections of this report.

Other information

The director is responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Director, 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 Director 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 Director 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 Director.

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 director's remuneration specified by law are not made; or

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

Responsibilities of director

As explained more fully in the Statement of Director's Responsibilities set out on page three, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has 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.

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:

-

We obtained an understanding of the legal and regulatory framework applicable to the company and the sector in which they operate. We determined that the following laws and regulations were most significant: the Companies Act 2006, UK Generally Accepted Accounting Practice, UK corporate taxation laws and Waste Electrical and Electronic Equipment (WEEE) Directive.

-

We obtained an understanding of how the company is complying with those legal and regulatory frameworks by making inquiries to the management and by observing the oversight of management, the culture of honesty and ethical behaviour and whether strong emphasis is placed on fraud prevention, which may reduce the opportunities for fraud to take place, and fraud deterrence, which could persuade individuals not to commit fraud in the first instance . We corroborated our inquiries through our review of all relevant available audit information.

-

We assessed and understood the susceptibility of the company's financial statements to material misstatement, including how fraud might occur. Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. The audit procedures performed by the engagement team included:

>

Identifying and assessing the design and effectiveness of controls management has in place to prevent and detect fraud;

>

Understanding of how senior management considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process;

>

Challenging assumptions and judgements made by management in its significant accounting estimates;

>

Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias; and,

>

Assessing the extent of compliance with relevant laws and regulations.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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.

Robert Dearing BEng FCA (Senior Statutory Auditor)

for and on behalf of Clifford Roberts

Chartered Accountants &

Statutory Auditors

Pacioli House

9 Brookfield

Duncan Close

Northampton

Northamptonshire

NN3 6WL

10 August 2026

REVENUE

12,262,747

10,234,940

Cost of sales

8,209,714

6,767,377

GROSS PROFIT

4,053,033

3,467,563

Administrative expenses

3,145,726

2,754,913

OPERATING PROFIT

4

907,307

712,650

Interest receivable and similar income

5

77,887

42,334

985,194

754,984

Interest payable and similar expenses

6

-

4,395

PROFIT BEFORE TAXATION

985,194

750,589

Tax on profit

7

93,474

(5,309

)

PROFIT FOR THE FINANCIAL YEAR

891,720

755,898

Retained earnings at beginning of year

5,164,321

4,408,423

RETAINED EARNINGS AT END OF YEAR

6,056,041

5,164,321

FIXED ASSETS

Property, plant and equipment

8

61,349

82,585

Investments

9

1,374,963

1,374,963

1,436,312

1,457,548

CURRENT ASSETS

Inventories

10

1,389,189

1,615,527

Debtors

11

2,044,652

1,116,474

Cash at bank

2,388,285

1,692,730

5,822,126

4,424,731

CREDITORS

Amounts falling due within one year

12

1,186,060

696,312

NET CURRENT ASSETS

4,636,066

3,728,419

TOTAL ASSETS LESS CURRENT LIABILITIES

6,072,378

5,185,967

PROVISIONS FOR LIABILITIES

14

15,337

20,646

NET ASSETS

6,057,041

5,165,321

CAPITAL AND RESERVES

Called up share capital

15

1,000

1,000

Retained earnings

6,056,041

5,164,321

SHAREHOLDERS' FUNDS

6,057,041

5,165,321

The financial statements were approved by the director and authorised for issue on 10 August 2026 and were signed by:

Mr M J Hannaford - Director

1.	STATUTORY INFORMATION

Robe UK Ltd 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 have been prepared under the historical cost convention.

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

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows.

Details of the parent of the group in which full disclosure can be obtained can be found in the "Ultimate Controlling Party" note.

Preparation of consolidated financial statements

The financial statements contain information about Robe UK Ltd as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

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.

Significant judgements and estimates

In the application of the company's accounting policies management is required to make judgements, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis.

The key sources of estimation uncertainty that have a significant effect on the amounts recognised in the financial statements are described below.

(a) Determining net realisable values of stocks

In determining the net realisable value of stocks, management takes into account the most reliable evidence available at the dates the estimates are made.

Revenue

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

Turnover consists of the sale and distribution of specialist lighting equipment.

Sale of goods is recognised when significant risks and rewards of ownership of the goods have transferred to the buyer and the amount of turnover can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the company and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Tangible fixed assets

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

Plant and machinery

-

10% on reducing balance

Fixtures and fittings

-

10% on reducing balance

Motor vehicles

-

50% on cost and 25% on cost

Computer equipment

-

25% on cost, 20% on cost and 16.66% on cost

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Stocks

Inventories are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Cost is calculated using the first-in, first-out method and includes all purchase, transport, and handling costs in bringing stocks to their present location and condition.

Trade and other debtors

Trade and other debtors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest rate method, less impairment losses for bad and doubtful debts except where the effect of discounting would be immaterial. In such cases, the receivables are stated at undiscounted cost less impairment losses for bad and doubtful debts.

Trade and other creditors

Trade and other creditors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest rate method unless the effect of discounting would be immaterial, in which case they are stated at undiscounted 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.

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.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Pension costs and other post-retirement benefits

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

3.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

1,592,031

1,541,976

Social security costs

212,028

159,834

Other pension costs

39,763

33,847

1,843,822

1,735,657

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

2025

2024

27

26

2025

2024

£

£

Director's remuneration

271,575

269,240

Director's pension contributions to money purchase schemes

2,710

3,210

Information regarding the highest paid director is as follows:

2025

2024

£

£

Emoluments etc

271,575

269,240

Pension contributions to money purchase schemes

2,710

3,210

4.	OPERATING PROFIT

The operating profit is stated after charging/(crediting):

2025

2024

£

£

Depreciation - owned assets

21,236

21,236

Auditors' remuneration

11,050

14,200

Other non- audit services

2,423

2,318

Foreign exchange differences

95,859

(3,670

)

Operating lease payments expensed

115,936

115,936

5.

INTEREST RECEIVABLE AND SIMILAR INCOME

2025

2024

£

£

Deposit account interest

73,916

42,334

Interest on corporation tax

3,971

-

77,887

42,334

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

Interest on corporation tax

-

4,395

7.

TAXATION

Analysis of the tax charge/(credit)

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

2025

2024

£

£

Current tax:

UK corporation tax

98,783

-

Deferred tax

(5,309

)

(5,309

)

Tax on profit

93,474

(5,309

)

Reconciliation of total tax charge/(credit) 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

985,194

750,589

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

246,299

187,647

Effects of:

Expenses not deductible for tax purposes

8,473

17,005

Group loss relief

(155,989

)

(204,652

)

Deferred Tax movement

(5,309

)

(5,309

)

Total tax charge/(credit)

93,474

(5,309

)

8.	PROPERTY, PLANT AND EQUIPMENT

Fixtures

Plant and

and

Motor

Computer

machinery

fittings

vehicles

equipment

Totals

£

£

£

£

£

COST

At 1 January 2025

and 31 December 2025

130,545

14,453

22,699

141,466

309,163

DEPRECIATION

At 1 January 2025

130,192

14,453

22,699

59,234

226,578

Charge for year

176

-

-

21,060

21,236

At 31 December 2025

130,368

14,453

22,699

80,294

247,814

NET BOOK VALUE

At 31 December 2025

177

-

-

61,172

61,349

At 31 December 2024

353

-

-

82,232

82,585

9.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 January 2025

and 31 December 2025

1,374,963

NET BOOK VALUE

At 31 December 2025

1,374,963

At 31 December 2024

1,374,963

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

Robe Lighting Ireland Limited

Registered office: Coliemore House, Coliemore Road, Dalkey, Dublin, A96A8D5, Ireland

Nature of business: Support to performing arts

%

Class of shares:

holding

Ordinary

100.00

2025

2024

£

£

Aggregate capital and reserves

179,405

89,211

Profit for the year

83,540

7,713

Artistic Licence Engineering Limited

Registered office: The Mould Making Workshop, Soby Mews, Bovey Tracey, Newton Abbot, Devon, TQ13 9JG

Nature of business: Manufacture of loaded electronic boards

%

Class of shares:

holding

Ordinary

100.00

2025

2024

£

£

Aggregate capital and reserves

217,954

290,092

Loss for the year

(72,138

)

(187,156

)

10.	INVENTORIES

2025

2024

£

£

Stocks

1,389,189

1,615,527

11.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade debtors

104,262

127,366

Amounts owed by group undertakings

1,679,878

880,191

Tax

175,971

-

VAT

-

40,823

Prepayments and accrued income

84,541

68,094

2,044,652

1,116,474

12.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Payments on account

135,579

270,573

Trade creditors

156,778

33,162

Amounts owed to group undertakings

159,619

151,874

Tax

98,783

(112,000

)

Social security and other taxes

111,570

95,054

VAT

274,925

-

Other creditors

34,886

22,287

Accruals and deferred income

213,920

235,362

1,186,060

696,312

13.	LEASING AGREEMENTS

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

2025

2024

£

£

Within one year

128,775

115,936

Between one and five years

340,341

341,724

In more than five years

386,450

367,128

855,566

824,788

14.	PROVISIONS FOR LIABILITIES

2025

2024

£

£

Deferred tax

15,337

20,646

Deferred

tax

£

Balance at 1 January 2025

20,646

Accelerated capital allowances

(5,309

)

Balance at 31 December 2025

15,337

15.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

£

£

1,000

Ordinary

£1

1,000

1,000

Called up share capital

This represents the nominal value of shares that have been issued.

16.	ULTIMATE PARENT COMPANY

The ultimate parent company is Robe Lighting S.R.O, a company incorporated in the Czech Republic, with the registered address Hazovice 2090, 75661, Roznov pod Radhostem.

17.	RELATED PARTY DISCLOSURES

During the year, a total of key management personnel compensation of £ 314,717 (2024 - £ 309,717 ) was paid.