REGISTERED NUMBER: 03380971 (England and Wales)

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

TAPFLO (UK) LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

Mrs T J Barnes

Mr M Barnes

Mr L Barnes

Mr A S Faulkner

Mr L C Simpson

Mr C Wreyford

SECRETARY:

Mrs T J Barnes

REGISTERED OFFICE:

Units C2-C4 Adanac Drive

Nursling

Southampton

Hampshire

SO16 0AU

REGISTERED NUMBER:

03380971 (England and Wales)

SENIOR STATUTORY AUDITOR:

Graham Taylor

AUDITORS:

Shaw Gibbs (Audit) Limited

Statutory Auditor

Fleming Court

Leigh Road

Eastleigh

Southampton

Hampshire

SO50 9PD

FIXED ASSETS

Intangible assets

5

6,023

363,734

Tangible assets

6

98,896

183,514

104,919

547,248

CURRENT ASSETS

Stocks

621,650

300,824

Debtors

7

2,349,036

1,610,307

Cash at bank

438,614

388,365

3,409,300

2,299,496

CREDITORS

Amounts falling due within one year

8

2,379,395

1,592,714

NET CURRENT ASSETS

1,029,905

706,782

TOTAL ASSETS LESS CURRENT LIABILITIES

1,134,824

1,254,030

CREDITORS

Amounts falling due after more than one year

9

-

(94,025

)

PROVISIONS FOR LIABILITIES

(15,008

)

(15,525

)

NET ASSETS

1,119,816

1,144,480

CAPITAL AND RESERVES

Called up share capital

11

100

100

Retained earnings

1,119,716

1,144,380

SHAREHOLDERS' FUNDS

1,119,816

1,144,480

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 26 August 2026 and were signed on its behalf by:

Mr A S Faulkner - Director

1.	STATUTORY INFORMATION

Tapflo (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" including the provisions of Section 1A "Small Entities" 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.

Turnover

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

Goodwill

Goodwill, being the amount paid in connection with the acquisition of a business in 2024, 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.

Patents and licences are being amortised evenly over their estimated useful life of ten years.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

Plant and machinery

-

15% on reducing balance

Fixtures and fittings

-

15% on reducing balance

Motor vehicles

-

25% on reducing balance

Computer equipment

-

15% on reducing balance

All fixed assets are initially recorded at cost.

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.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

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

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

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.

Hire purchase and leasing commitments

Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

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.

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.

Financial instruments

Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, as either financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Operating lease agreements

Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged against profits on a straight line basis over the period of the lease.

Contract revenue and work-in-progress

Contract revenue is recognised when the revenue can be separated from the sale of goods and the outcome of the contract can be estimated reliably. Costs initially incurred securing the contract are expensed to the profit and loss account.

The extent to which contract revenue is recognised is dependent upon the stage of completion. The company recognises revenue based on the physical proportion of the contact completed. At such time this cannot be measured reliably, the company recognises revenue at the point at which a contract has reached completion and the costs and benefits of the product and service sold are passed on to the customer.

Amounts due from customers for contract work is recorded as work-in-progress and included within stock.

Amounts due to customers for contract work is recorded as deferred income and included in trade and other creditors.

4.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 17 (2024 - 22 ) .

5.	INTANGIBLE FIXED ASSETS

Patents

and

Goodwill

licences

Totals

£

£

£

COST

At 1 January 2025

396,068

12,497

408,565

Impairments

(316,854

)

-

(316,854

)

At 31 December 2025

79,214

12,497

91,711

AMORTISATION

At 1 January 2025

39,607

5,224

44,831

Amortisation for year

39,607

1,250

40,857

At 31 December 2025

79,214

6,474

85,688

NET BOOK VALUE

At 31 December 2025

-

6,023

6,023

At 31 December 2024

356,461

7,273

363,734

6.	TANGIBLE FIXED ASSETS

Fixtures

Plant and

and

Motor

Computer

machinery

fittings

vehicles

equipment

Totals

£

£

£

£

£

COST

At 1 January 2025

42,770

88,645

130,656

20,645

282,716

Additions

-

-

-

2,072

2,072

Disposals

-

1,274

(79,950

)

-

(78,676

)

Reclassification/transfer

(31,502

)

-

-

57,277

25,775

At 31 December 2025

11,268

89,919

50,706

79,994

231,887

DEPRECIATION

At 1 January 2025

31,349

47,086

18,851

1,916

99,202

Charge for year

1,016

6,425

11,700

3,822

22,963

Eliminated on disposal

-

-

(14,950

)

-

(14,950

)

Reclassification/transfer

(26,473

)

-

-

52,249

25,776

At 31 December 2025

5,892

53,511

15,601

57,987

132,991

NET BOOK VALUE

At 31 December 2025

5,376

36,408

35,105

22,007

98,896

At 31 December 2024

11,421

41,559

111,805

18,729

183,514

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:

Motor

vehicles

£

COST

At 1 January 2025

130,656

Disposals

(79,950

)

At 31 December 2025

50,706

DEPRECIATION

At 1 January 2025

18,851

Charge for year

11,700

Eliminated on disposal

(14,950

)

At 31 December 2025

15,601

NET BOOK VALUE

At 31 December 2025

35,105

At 31 December 2024

111,805

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade debtors

1,548,955

1,083,632

Amounts owed by group undertakings

738,525

382,627

Other debtors

61,556

144,048

2,349,036

1,610,307

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Hire purchase contracts

52,047

19,442

Trade creditors

1,193,727

828,595

Amounts owed to group undertakings

39,787

-

Taxation and social security

458,834

294,809

Other creditors

635,000

449,868

2,379,395

1,592,714

9.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2025

2024

£

£

Hire purchase contracts

-

94,025

10.	SECURED DEBTS

The company stands as guarantor for amounts advanced to its immediate parent by the National Westminster Bank PLC. Accordingly the National Westminster Bank PLC holds a fixed and floating charge over all of the company's assets.

11.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

£

£

100

Ordinary

£1

100

100

12.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Graham Taylor (Senior Statutory Auditor)

for and on behalf of Shaw Gibbs (Audit) Limited

13.	OTHER FINANCIAL COMMITMENTS

Total future financial commitments, guarantees and contingencies which are not included in the balance sheet amount to £245,146.

Leases cancelled early following the year end result in a £8,182 decrease in future lease commitments.

This amount is in relation to operating lease commitments which are payable over the next 5 years.

14.	DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

The following advances and credits to a director subsisted during the years ended 31 December 2025 and 31 December 2024:

2025

2024

£

£

Mr L C Simpson

Balance outstanding at start of year

-

4,781

Amounts advanced

3,911

4,000

Amounts repaid

(3,911

)

(8,781

)

Amounts written off

-

-

Amounts waived

-

-

Balance outstanding at end of year

-

-

The loans were unsecured with repayment date unspecified. Interest was charged at HM Revenue & Customs approved rates.

15.	RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 Section 1A 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with group companies where any subsidiary that is a party to the transaction is wholly owned within the group or where transactions have been undertaken under normal market conditions.

Invoices totalling £29,546 (2024: £165,112) were raised to subsidiaries in the same group. The amount outstanding at the balance sheet date was £441 (2024: £1,259), included in trade and other debtors.

Invoices totalling £164,576 (2024: £265,571) were received from subsidiaries in the same group. The amount outstanding at the balance sheet date was £43,975 (2024: £11,081), included in trade and other creditors.

At the balance sheet date £4,112 (2024: £0) was due to subsidiaries in the same group as this entity. This balance was included within other creditors and is interest free and repayable on demand.

At the balance sheet date £1,927 (2024: £382,627) was outstanding from subsidiaries in the same group as this entity. This balance is included within other debtors and is interest free and repayable on demand.

Invoices totalling £28,137 (2024: £21,072) were raised to entities under common control of the directors. The amount outstanding at the balance sheet date was £604 (2024: £5,575), included in trade and other debtors.

Invoices totalling £4,050 (2024: £169,939) were received from entities under common control of the directors. The amount outstanding at the balance sheet date, included in other debtors, was £nil (2024: £8,403).

There were no outstanding loan balances due from entities under common control at the year end (2024: £nil).

There were no outstanding loan balances due to entities under common control at the year end (2024:£nil).

Invoices totalling £90,173 (2024:£nil) were raised to the parent company. The amount outstanding at the balance sheet date was £45,430, included in trade and other debtors.

Invoices totalling £609,175 (2024: £82,742) were received from the parent company. The amount outstanding at the balance sheet date was £60,044, included in trade and other creditors.

The outstanding loan balance due from the parent company at year end was £736,598.

There were no outstanding loan balances due to the parent company at the year end (2024:£nil).

Invoices totalling £52,000 (2024: £48,000) were received from a company which is associated with key management personnel, in respect of marketing services.

During the previous year the company sold a vehicle to a director for the value of £15,000.

During the previous year the company acquired the trade and assets of a Limited Liability Partnership controlled by the company's parent company and directors. The consideration for this transaction was £590,000.

The entity's parent company is TS Group International Limited, whose registered office is Units C2-C4 Adanac Drive, Nursling, Southampton, Hampshire, SO16 0AU.

TS Group International Limited draws up consolidated financial statements.