REGISTERED NUMBER: 00967165 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

RICHARD PRESTON & SON LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Statement of Comprehensive Income

9

Balance Sheet

10

Statement of Changes in Equity

11

Notes to the Financial Statements

12

DIRECTORS:

Mrs A Preston

Mr J R Godwin

Mr J D Preston

REGISTERED OFFICE:

Goulton Lane

Potto

Northallerton

North Yorkshire

DL6 3HX

REGISTERED NUMBER:

00967165 (England and Wales)

SENIOR STATUTORY AUDITOR:

Jemma Hoggard FCA

INDEPENDENT AUDITORS:

Baines Jewitt Limited

Statutory Auditors

Spitfire House

19 Falcon Court

Preston Farm Industrial Estate

Stockton-on-Tees

TS18 3TU

BANKERS:

HSBC

PO Box 117

60 Albert Road

Middlesbrough

TS1 1RS

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

The business was established in 1936 at our head office at Potto in North Yorkshire. It now operates from a further three depots at Teesside, West Yorkshire and the South East.

In addition to the principal activity of road haulage, the company also offers warehousing services in the North and South East.

The company is long established, has a strong balance sheet and the directors are confident in retaining its high position in the market.

REVIEW OF THE BUSINESS

For the year ended 31 December 2025, the directors report a profit of £12,126 (2024: £110,359 loss) for the year.

The year ended with a healthy cash position of £1,015,367 (2024: £1,101,110)

Turnover is closely linked to fuel escalator agreements, which align sales values with prevailing fuel prices. As fuel costs have eased, our pricing has adjusted accordingly, importantly the underlying volume of activity remains strong.

The directors continue to closely monitor asset and employee productivity and are implementing strategic measures to drive improvements in the company's overall performance during the current financial year. In addition, the company has made significant capital investments in its fleet to enhance operational capacity, service delivery, and long-term growth.

The Company tightly manages its cash flow and working capital and uses several KPI's to further monitor its performance. These include a range of financial ratios as follows:

- Gross profit %

- Operating profit %

- Debtor days

- Cash balance

- Staff utilisation

PRINCIPAL RISKS AND UNCERTAINTIES

The company closely monitors any potential risks and uncertainties within the haulage industry. The principal risks are detailed below.

Economy

The company is always at risk of the economy and customers reactions to the state of the economy, we strive to offer the highest level of customer service in order to mitigate this risk as much as possible.

Competition

The company closely monitors the performance levels of drivers and vehicles with the aim of ensuring an efficient operation for its customers.

Fuel

The company faces fluctuating fuel costs, however the business uses variable fuel surcharges to mitigate this risk.

Credit

The company trades with many businesses, both local and further afield. All customers are initially subject to credit vetting procedures and receivable balances and monitored on an ongoing basis.

Cashflow/liquidity risk

Cashflow and liquidity are monitored regularly against forecasts and available finance facilities to ensure the company has sufficient headroom. The company actively maintains a mixture of long-term and short-term committed facilities which are designed to ensure the company has sufficient available funds for operations and planned investment.The company continues to be well supported by their bankers.

Skills availability (people)

The company continues to offer training to all employees.

FUTURE DEVELOPMENTS

The company has made progress in the last twelve months and the prospects for the current financial year are good.

The company is continuing to invest in its fleet to maintain its high fleet standards.

ON BEHALF OF THE BOARD:

Mrs A Preston - Director

19 August 2026

The directors present their 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 a haulage contractor.

DIVIDENDS

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

DIRECTORS

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

Mrs A Preston

Mr J R Godwin

Mr J D Preston

EMPLOYEES

The group has continued its practice of keeping employees informed on matters affecting them as employees and the financial and economic factors affecting the performance of the group.

DISABLED EMPLOYEES

Applications for employment by disabled persons are given full and fair consideration for all vacancies in accordance with their particular aptitudes and abilities.

In the event of an employee becoming disabled, every effort is given to retrain them in order that their employment with the group may continue.

It is the policy of the group that training, career development and promotion opportunities should be available to all employees.

DISCLOSURE IN THE STRATEGIC REPORT

The principal risks and uncertainties facing the company and the likely future developments have been outlined within the strategic report.

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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

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

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

AUDITORS

The auditors, Baines Jewitt Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mrs A Preston - Director

19 August 2026

Opinion

We have audited the financial statements of Richard Preston & Son Limited (the 'company') for the year ended 31 December 2025 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity 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 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 four, 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:

Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations related to Licensing, Health & Safety and Employment law, and we considered the extent to which non-compliance might have a material effect on the financial statements. 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.

We evaluated management's opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls). Audit procedures performed by the engagement team included:

-

discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulation and fraud;

-

evaluation and testing of the operating effectiveness of management's controls designed to prevent and detect irregularities;

-

challenging assumptions and judgements made by management in their significant accounting estimates; and

-

identifying and testing journal entries, in particular any journal entries posted with unusual account combinations or posted by senior management.

There are inherent limitations in the audit procedures described above and the further removed noncompliance 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 misrepresentations, or through collusion.

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.

Jemma Hoggard FCA (Senior Statutory Auditor)

for and on behalf of Baines Jewitt Limited

Statutory Auditors

Spitfire House

19 Falcon Court

Preston Farm Industrial Estate

Stockton-on-Tees

TS18 3TU

20 August 2026

TURNOVER

3

15,373,608

15,596,489

Cost of sales

13,799,687

14,286,443

GROSS PROFIT

1,573,921

1,310,046

Administrative expenses

1,821,049

1,663,556

(247,128

)

(353,510

)

Other operating income

4

421,551

399,249

OPERATING PROFIT

6

174,423

45,739

Interest receivable and similar income

8

12,095

29,132

186,518

74,871

Interest payable and similar expenses

9

167,392

223,230

PROFIT/(LOSS) BEFORE TAXATION

19,126

(148,359

)

Tax on profit/(loss)

10

7,000

(38,000

)

PROFIT/(LOSS) FOR THE FINANCIAL YEAR

12,126

(110,359

)

OTHER COMPREHENSIVE INCOME

Revaluation of freehold property

-

600,000

Income tax relating to other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

-

600,000

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

12,126

489,641

FIXED ASSETS

Tangible assets

12

10,600,506

10,564,567

Investments

13

104

104

10,600,610

10,564,671

CURRENT ASSETS

Stocks

14

163,824

114,692

Debtors

15

2,803,475

2,910,238

Cash at bank and in hand

1,015,367

1,101,110

3,982,666

4,126,040

CREDITORS

Amounts falling due within one year

16

4,389,340

4,115,830

NET CURRENT (LIABILITIES)/ASSETS

(406,674

)

10,210

TOTAL ASSETS LESS CURRENT LIABILITIES

10,193,936

10,574,881

CREDITORS

Amounts falling due after more than one year

17

(1,923,183

)

(2,323,254

)

PROVISIONS FOR LIABILITIES

20

(878,000

)

(871,000

)

NET ASSETS

7,392,753

7,380,627

CAPITAL AND RESERVES

Called up share capital

21

5,000

5,000

Revaluation reserve

2,758,633

2,758,633

Retained earnings

4,629,120

4,616,994

SHAREHOLDERS' FUNDS

7,392,753

7,380,627

The financial statements were approved by the Board of Directors and authorised for issue on 19 August 2026 and were signed on its behalf by:

Mrs A Preston - Director

Called up

share

Retained

Revaluation

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 January 2024

5,000

4,965,413

3,414,737

8,385,150

Changes in equity

Dividends

-

(1,494,164

)

-

(1,494,164

)

Total comprehensive income

-

1,145,745

(656,104

)

489,641

Balance at 31 December 2024

5,000

4,616,994

2,758,633

7,380,627

Changes in equity

Total comprehensive income

-

12,126

-

12,126

Balance at 31 December 2025

5,000

4,629,120

2,758,633

7,392,753

1.	STATUTORY INFORMATION

Richard Preston & Son 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 have been prepared under the historical cost convention as modified by the revaluation of certain assets.

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions 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;

•

the requirement of paragraph 3.17(d);

•

the requirement of paragraph 33.7.

Preparation of consolidated financial statements

The financial statements contain information about Richard Preston & Son Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, Potto Group Limited, Goulton Lane, Potto, Northallerton, DL6 3HX.

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

Turnover is the amount derived from ordinary activities, and stated after trade discounts, other sales taxes and net of VAT. Revenue is recognised on the date that the service is provided.

Tangible fixed assets

Freehold land and buildings are included at valuation.

Depreciation is provided to write down the cost of all other tangible fixed assets over their expected useful lives. The rates applicable are as follows:

Plant & machinery

15% on reducing balance

Motor vehicles

Lorries

17.5% of cost for the first four years,

the remaining balance at the end of the

fourth year at 20% on reducing balance

Trailers

12.5% of cost for the first five years,

the remaining balance at the end of the

fifth year at 20% on reducing balance.

Other motor vehicles

25% on reducing balance.

The company carries out annual impairment reviews and the directors' consider that there has been no impairment to these assets.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Stocks

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

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, 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.

Hire purchase and leasing commitments

Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. These assets are depreciated over their estimated useful lives.

The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability.

Rentals under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

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.

TURNOVER

The turnover and profit (2024 - loss) before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

2025

2024

£

£

Provision of haulage services

15,373,608

15,596,489

15,373,608

15,596,489

4.	OTHER OPERATING INCOME

2025

2024

£

£

Rents received

421,551

399,249

5.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

5,396,025

5,229,179

Social security costs

656,105

530,484

Other pension costs

157,187

133,808

6,209,317

5,893,471

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

2025

2024

Drivers and maintenance staff

121

120

Office and management

20

22

141

142

2025

2024

£

£

Directors' remuneration

159,163

149,080

Directors' pension contributions to money purchase schemes

15,672

8,626

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

2

2

6.	OPERATING PROFIT

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

2025

2024

£

£

Hire of plant and machinery

320,464

343,303

Depreciation - owned assets

353,149

361,964

Depreciation - assets on hire purchase contracts

1,141,362

1,086,080

(Profit)/loss on disposal of fixed assets

(26,656

)

19,981

7.	AUDITORS' REMUNERATION

2025

2024

£

£

Fees payable to the company's auditors for the audit of the company's financial statements

24,500

25,500

Auditors' remuneration for non audit work

5,000

960

8.

INTEREST RECEIVABLE AND SIMILAR INCOME

2025

2024

£

£

Bank interest

12,095

29,085

Other interest

-

47

12,095

29,132

9.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

Bank interest

20

-

Hire purchase

167,372

223,230

167,392

223,230

10.

TAXATION

Analysis of the tax charge/(credit)

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

2025

2024

£

£

Deferred tax:

Accelerated capital allowances

7,000

(38,000

)

Tax on profit/(loss)

7,000

(38,000

)

UK corporation tax has been charged at 25% (2024 - 25%).

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

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

2025

2024

£

£

Profit/(loss) before tax

19,126

(148,359

)

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

4,782

(37,090

)

Effects of:

Expenses not deductible for tax purposes

1,889

(469

)

qualifying for capital

allowances

Deferred tax rounding

329

(441

)

Total tax charge/(credit)

7,000

(38,000

)

Tax effects relating to effects of other comprehensive income

There were no tax effects for the year ended 31 December 2025.

2024

Gross

Tax

Net

£

£

£

Revaluation of freehold property

600,000

-

600,000

The expected net reversal of deferred tax assets and liabilities in 2025 is £390,000 this is due to the reversal of accelerated capital allowances and short term timing differences.

11.

DIVIDENDS

2025

2024

£

£

Ordinary shares of £1 each

Interim

-

1,494,164

12.	TANGIBLE FIXED ASSETS

Freehold

Plant and

Motor

property

machinery

vehicles

Totals

£

£

£

£

COST OR VALUATION

At 1 January 2025

4,177,119

459,607

12,660,771

17,297,497

Additions

-

114,737

1,501,302

1,616,039

Disposals

-

-

(957,357

)

(957,357

)

At 31 December 2025

4,177,119

574,344

13,204,716

17,956,179

DEPRECIATION

At 1 January 2025

-

380,079

6,352,851

6,732,930

Charge for year

-

18,760

1,475,751

1,494,511

Eliminated on disposal

-

-

(871,768

)

(871,768

)

At 31 December 2025

-

398,839

6,956,834

7,355,673

NET BOOK VALUE

At 31 December 2025

4,177,119

175,505

6,247,882

10,600,506

At 31 December 2024

4,177,119

79,528

6,307,920

10,564,567

Cost or valuation at 31 December 2025 is represented by:

Freehold

Plant and

Motor

property

machinery

vehicles

Totals

£

£

£

£

Valuation in 2025

4,177,119

-

-

4,177,119

Cost

-

574,344

13,204,716

13,779,060

4,177,119

574,344

13,204,716

17,956,179