REGISTERED NUMBER: 03986552 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements for the Year Ended 31 March 2026

for

Commercial Maintenance Services UK

Limited

Page

Company information

1

Strategic report

2

to

3

Report of the directors

4

to

5

Report of the independent auditors

6

to

9

Statement of comprehensive income

10

Statement of financial position

11

Statement of changes in equity

12

Notes to the financial statements

13

to

21

Directors:

P J Barrand

S Dunn

B M L Hoskyns-Abrahall

C J Manson

N J Smith

Registered office:

CMS Academy

Innovation House

Hawks Road

Gateshead

Tyne and Wear

NE8 3AD

Registered number:

03986552 (England and Wales)

Auditors:

Sumer Auditco Limited

Bank House

Broad Street

Spalding

Lincolnshire

PE11 1TB

Bankers:

Barclays Bank Plc

Market Street

Newcastle upon Tyne

NE1 4QL

The directors present their strategic report for the year ended 31 March 2026.

Review of business

The directors present their strategic report of the company for the year ended 31 March 2026.

The company continues to operate primarily in the provision of reactive and planned mechanical and electrical maintenance services across the healthcare, retail, commercial and hospitality sectors.

The company has established a strong market position as a recognised provider of high-quality nationwide services, with customers valuing the reliability and expertise of its offering.

During the year ended 31 March 2026, the company experienced a modest reduction in turnover alongside a significant decline in overall profitability:

- Revenue decreased to £25.13m (2025: £26.77m)

- Profit before tax reduced to a loss of £0.002m (2025: £1.19m)

This reduction in profitability was primarily driven by:

- An increase in administrative expenses, which rose to £2.73m (2025: £2.60m), following continued investment in infrastructure, staffing and systems to support growth

- Higher finance costs of £0.48m (2025: £0.42m)

Operating profit reduced to £0.48m (2025: £1.60m).

Despite this, the underlying demand for services remained resilient, with continued activity across key sectors and ongoing client retention.

Principal risks and uncertainties

The group maintains a structured approach to risk management, with ongoing monitoring and mitigation of key financial and operational risks.

Financial risks

The group is exposed to credit, liquidity, and cash flow risks:

- Credit risk arises primarily from trade receivables, which remain significant at £6.1m - marginally lower that FY25

- Liquidity risk remains a key consideration, with the group utilising ID facilities of £2.9m as part of its funding structure

- Cash flow risk is driven by working capital intensity and timing differences in customer receipts

Operational risks

Key operational risks include:

- Cost inflation and the ability to recover this through pricing

- Maintaining operational efficiency following a period of growth

- Delivery and service quality across a large national workforce

- Health & Safety risks, managed through the internal SHEQ function

The group continues to strengthen its operational and financial controls to mitigate these risks.

Outlook

The directors remain confident in the long-term prospects of the company, supported by:

- A strong market position

- A diversified customer base

- Continued demand for maintenance services

Key priorities for the coming year include:

- Optimisation of the cost base to restore profitability

- Improvement in operating margins through efficiency and pricing discipline

- Further strengthening of working capital management, particularly debtor collections

- Reduction in reliance on short-term funding facilities over time

The directors expect that the benefits of prior investment, combined with improved cost control, will result in improved profitability and sustained cash generation in future periods.

On behalf of the board:

N J Smith - Director

11 August 2026

The directors present their report with the financial statements of the company for the year ended 31 March 2026.

Principal activity

The principal activity of the company in the year under review was that of facilities management.

Dividends

No dividends will be distributed for the year ended 31 March 2026.

Directors

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

P J Barrand

S Dunn

B M L Hoskyns-Abrahall

C J Manson

N J Smith

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 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, Sumer Auditco Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

On behalf of the board:

N J Smith - Director

11 August 2026

Opinion

We have audited the financial statements of Commercial Maintenance Services UK Limited (the 'company') for the year ended 31 March 2026 which comprise the Statement of comprehensive income, Statement of financial position, 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 March 2026 and of its loss 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:

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

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

-

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

-

we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the client company's sector.

-

we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company.

-

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

-

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

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

-

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

-

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

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

-

performed analytical procedures to identify any unusual or unexpected relationships;

-

tested journals entries to identify unusual transactions;

-

investigated the rationale behind significant or unusual transactions.

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

-

agreeing financial statement disclosures to underlying supporting documentation;

-

enquiring of management as to actual and potential litigation and claims;

-

reviewing correspondence with HMRC and the company's legal advisors.

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

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

A further description of our responsibilities 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.

Emma Wilson (Senior Statutory Auditor)

for and on behalf of Sumer Auditco Limited

Bank House

Broad Street

Spalding

Lincolnshire

PE11 1TB

11 August 2026

Turnover

4

25,126,901

26,767,626

Cost of sales

21,912,023

22,568,326

Gross profit

3,214,878

4,199,300

Administrative expenses

2,734,651

2,595,380

Operating profit

6

480,227

1,603,920

Interest payable and similar expenses

8

482,834

417,229

(Loss)/profit before taxation

(2,607

)

1,186,691

Tax on (loss)/profit

9

10,756

321,078

(Loss)/profit for the financial year

(13,363

)

865,613

Other comprehensive income

-

-

Total comprehensive income for the year

(13,363

)

865,613

Fixed assets

Intangible assets

10

-

-

Tangible assets

11

293,138

409,295

293,138

409,295

Current assets

Stocks

12

531,019

201,947

Debtors

13

12,303,703

12,141,700

Cash at bank

68,620

18,831

12,903,342

12,362,478

Creditors

Amounts falling due within one year

14

7,834,891

7,284,468

Net current assets

5,068,451

5,078,010

Total assets less current liabilities

5,361,589

5,487,305

Creditors

Amounts falling due after more than one year

15

(999,930

)

(1,083,333

)

Provisions for liabilities

19

(72,883

)

(101,833

)

Net assets

4,288,776

4,302,139

Capital and reserves

Called up share capital

20

90

90

Capital redemption reserve

21

10

10

Retained earnings

21

4,288,676

4,302,039

Shareholders' funds

4,288,776

4,302,139

The financial statements were approved by the Board of Directors and authorised for issue on 11 August 2026 and were signed on its behalf by:

N J Smith - Director

Called up

Capital

share

Retained

redemption

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 April 2024

90

3,436,426

10

3,436,526

Changes in equity

Total comprehensive income

-

865,613

-

865,613

Balance at 31 March 2025

90

4,302,039

10

4,302,139

Changes in equity

Total comprehensive income

-

(13,363

)

-

(13,363

)

Balance at 31 March 2026

90

4,288,676

10

4,288,776

1.	Statutory information

Commercial Maintenance Services 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.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	Statement of compliance

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.

3.	Accounting policies

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention.

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 requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);

•

the requirements of paragraphs 12.26, 12.27, 12.29(a), 12.29(b) and 12.29A;

•

the requirement of paragraph 33.7.

The financial statements of the company are consolidated in the financial statements of CMS Holdings UK Limited. These consolidated financial statements are available from its registered office, Innovation House, Hawks Road, Gateshead, England, NE8 3AD.

Significant judgements and estimates

In the process of applying the entity’s accounting policies, management has not made any judgements that have a significant effect on the amounts recognised in the financial statements.

Management has also assessed that there are no key sources of estimation uncertainty that could result in a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

Turnover

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

Turnover is measured at the fair value of the consideration received or receivable and represents amounts receivable for the provision of supply, install, service and maintenance of commercial premises, plant and equipment stated net of discounts and value added tax.

The company recognises revenue when the amount of revenue can be measured reliably, when it is probable that future economic benefits will flow to the company and is at the point of the services being completed.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of a business in 2000, is being amortised evenly over its estimated useful life of ten years.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Tangible fixed assets

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

Long leasehold

-

5 years straight line

Plant and machinery

-

5 years straight line

Fixtures and fittings

-

5 years straight line

Motor vehicles

-

4 years straight line

Computer equipment

-

50% on cost and Straight line over 3 years

Stocks

Stocks and work in progress 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.

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.

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 statement of financial position date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position 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

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.

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.

Going concern

The financial statements have been prepared on a going concern basis. The directors have reviewed and considered relevant information, in making their assessment. In particular, in response to the cost of living crisis, the Directors have tested their analysis to take into account the impact on their business of possible scenarios brought on by the impact of high inflation, alongside the measures that they can take to mitigate the current adverse conditions and the current resources available, the Directors have concluded that they can continue adopt the going concern basis in preparing the annual report and accounts.

The Directors are confident that the company will continue to trade for at least 12 months from the date of approving the financial statements.

Impairment of fixed assets

At each reporting date fixed assets are reviewed to determine whether there is any indication that those assets have suffered an impairment loss. If there is an indication of possible impairment, the recoverable amount of any affected asset is estimated and compared with its carrying amount. If estimated recoverable amount is lower, the carrying amount is reduced to its estimated recoverable amount, and an impairment loss is recognised immediately in profit or loss.

If an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but not in excess of the amount that would have been determined had no impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised immediately in profit or loss.

4.

Turnover

The turnover and loss (2025 - profit) before taxation are attributable to the one principal activity of the company.

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

2026

2025

£

£

Provision of services

29,703,902

30,981,261

Management charge

(4,577,001

)

(4,261,500

)

Sale of assets

-

47,865

25,126,901

26,767,626

An analysis of turnover by geographical market is given below:

2026

2025

£

£

United Kingdom

25,126,901

26,767,626

25,126,901

26,767,626

5.	Employees and directors

2026

2025

£

£

Wages and salaries

8,160,720

7,928,238

Social security costs

1,045,630

848,038

Other pension costs

156,267

150,385

9,362,617

8,926,661

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

2026

2025

196

204

2026

2025

£

£

Directors' remuneration

-

-

6.	Operating profit

The operating profit is stated after charging:

2026

2025

£

£

Depreciation - owned assets

189,585

159,617

7.	Auditors' remuneration

2026

2025

£

£

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

18,500

20,600

8.

Interest payable and similar expenses

2026

2025

£

£

Bank loan interest

473,444

417,229

HMRC interest

9,390

-

482,834

417,229

9.

Taxation

Analysis of the tax charge

The tax charge on the loss for the year was as follows:

2026

2025

£

£

Current tax:

UK corporation tax

-

173,495

Under/over provision in prior periods

-

(2,110

)

Group relief

39,706

119,698

Total current tax

39,706

291,083

Deferred tax

(28,950

)

29,995

Tax on (loss)/profit

10,756

321,078

Reconciliation of total tax charge 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:

2026

2025

£

£

(Loss)/profit before tax

(2,607

)

1,186,691

(Loss)/profit multiplied by the standard rate of corporation tax in the UK of 25% (2025 - 25%)

(652

)

296,673

Effects of:

Expenses not deductible for tax purposes

11,408

16,065

Capital allowances in excess of depreciation

-

(19,545

)

Depreciation in excess of capital allowances

28,950

-

Adjustments to tax charge in respect of previous periods

-

(2,110

)

Deferred tax

(28,950

)

29,995

Total tax charge

10,756

321,078

10.	Intangible fixed assets

Goodwill

£

Cost

At 1 April 2025

and 31 March 2026

13,000

Amortisation

At 1 April 2025

and 31 March 2026

13,000

Net book value

At 31 March 2026

-

At 31 March 2025

-

11.	Tangible fixed assets

Fixtures

Long

Plant and

and

leasehold

machinery

fittings

£

£

£

Cost

At 1 April 2025

131,552

424,016

48,013

Additions

-

36,726

-

At 31 March 2026

131,552

460,742

48,013

Depreciation

At 1 April 2025

131,535

175,294

37,105

Charge for year

17

85,643

3,816

At 31 March 2026

131,552

260,937

40,921

Net book value

At 31 March 2026

-

199,805

7,092

At 31 March 2025

17

248,722

10,908

Motor

Computer

vehicles

equipment

Totals

£

£

£

Cost

At 1 April 2025

129,514

573,733

1,306,828

Additions

10,284

26,418

73,428

At 31 March 2026

139,798

600,151

1,380,256

Depreciation

At 1 April 2025

84,747

468,852

897,533

Charge for year

22,463

77,646

189,585

At 31 March 2026

107,210

546,498

1,087,118

Net book value

At 31 March 2026

32,588

53,653

293,138

At 31 March 2025

44,767

104,881

409,295

12.

Stocks

2026

2025

£

£

Stocks

237,685

201,947

Work-in-progress

293,334

-

531,019

201,947