Company registration number SC137308 (Scotland)
THORBURN GROUP LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2025
THORBURN GROUP LIMITED
COMPANY INFORMATION
Directors
Mr E R Thorburn
Mrs A A Thorburn
Secretary
Mrs A Thorburn
Company number
SC137308
Registered office
Unit 1
Duns Industrial Estate
Duns
Berwickshire
TD11 3HS
Auditor
Greaves West & Ayre
17 Walkergate
Berwick-upon-Tweed
Northumberland
TD15 1DJ
Bankers
Royal Bank of Scotland Plc
THORBURN GROUP LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 8
Profit and loss account
9
Statement of comprehensive income
10
Balance sheet
11 - 12
Statement of changes in equity
13
Statement of cash flows
14
Notes to the financial statements
15 - 35
THORBURN GROUP LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 1 -

The directors present the strategic report for the year ended 30 November 2025.

Review of the business

The 2025 financial year represented a period of consolidation and operational development across the Group's operating divisions. Following several years of significant investment in facilities, equipment, technology, infrastructure, and personnel, the focus during the year shifted towards optimising operations, embedding improved processes and procedures, and ensuring the business was positioned to maximise the benefits of those earlier investments.

 

During the year, the Directors undertook a comprehensive review of the Group's structure, operational processes, management systems, and support functions. The Directors identified a number of operational areas within certain divisions where existing processes and organisational structures could be enhanced to better support the Group's long-​term objectives. In response, targeted changes were made to personnel, management responsibilities, and operating procedures to improve accountability, communication, resource utilisation, and overall operational performance.

 

Particular attention was given to the Group's business support and finance functions. During the year, the finance department underwent a period of change and restructuring as the business sought to strengthen its financial management capabilities and improve the quality and timeliness of management information. Additional emphasis was placed on developing procedures, reporting systems, and internal controls to support the continued growth of the Group and provide a stronger foundation for decision-​making.

 

The costs associated with these organisational, operational, and personnel changes were largely recognised within the 2025 financial year and consequently impacted the reported results for the period. The Directors consider these costs to have been a necessary investment in the future development of the Group and an essential step in ensuring that the business could fully realise the benefits of the substantial investments made in preceding years.

 

These changes were made with the directors expectation that they would result in a significant reduction in the company’s overhead costs and this has been reflected in the company’s performance post year end. Many of the costs of these changes were incurred during 2025, the operational improvements arising from these initiatives are expected to provide ongoing benefits through increased efficiency, improved controls, better decision-​making capabilities, and enhanced scalability across the Group. This has been done without any detriment to the company’s operational capacity.

 

Trading performance in the current financial year has been highly encouraging. Based on results achieved to date, the Group is performing ahead of budget and is on course to deliver its strongest financial performance to date in terms of both revenue and profitability. The Directors believe this performance demonstrates that the operational improvements, strengthened processes, and organisational changes implemented during 2025 have achieved their intended objectives and have created a stronger, more resilient business. The results achieved to date provide clear validation of the strategic actions taken during the year and the investments made across the Group's operations and support functions.

 

The Directors remain confident in the Group's strategy, financial position, and future prospects. The business enters the next phase of its development with a strong order book, enhanced operational capability, improved management systems, and a solid platform from which to pursue continued sustainable growth. The key performance indicators show that the direct operational performance of the business continued to be strong in the period.

 

Key performance indicators:-

 

Turnover - £16,703,067 (2024: £16,013,985 )

Profit/(loss) before tax - £(496,810) (2024: £141,291 )

EBITDA: £695,666 (2024: £1,181,220)

THORBURN GROUP LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 2 -
Principal risks and uncertainties

The company's activities expose it to a variety of risks including credit risk. The directors regularly monitor and review financial risks.

 

Credit risk - Where deemed necessary credit checks are performed on potential customers before sales are transacted.

 

The company is also insured against risks such as financial loss and offsite storage or transit.

 

At the present time there appears to be no let up in the demand for the company's services and the directors are satisfied with the current and future order book.

On behalf of the board

Mr E R Thorburn
Director
26 August 2026
THORBURN GROUP LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 3 -

The directors present their annual report and financial statements for the year ended 30 November 2025.

Principal activities

The company is a construction and crane hire company whose principal activity is the construction of steel portal buildings for agricultural and commercial use. On 30 September 2021 the company changed its name from John Thorburn & Sons Ltd to Thorburn Group Limited. The company is registered in Scotland under the company number SC137308.

 

A review of the business can be found in the Strategic Report on page 1.

Results and dividends

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

The directors do not recommend payment of a final dividend.

No preference dividends were paid.

Directors

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

A E Thorburn
(Resigned 4 April 2025)
Mr E R Thorburn
P J D Morris
(Resigned 4 April 2025)
Mrs G C Thorburn
(Resigned 4 April 2025)
Mrs A A Thorburn
Financial instruments
Liquidity risk

The company manages its cash and borrowing requirements in order to maximise interest income and minimise interest expense, whilst ensuring the company has sufficient liquid resources to meet the operating needs of the business.

Credit risk

All customers who wish to trade on credit terms are subject to credit verification procedures. Trade debtors are monitored on an ongoing basis and provision is made for doubtful debts where necessary.

Price risk

The company is exposed to price risk and constantly monitors the prices of steel and other raw materials in order to mitigate inflation and increases in prices.

Auditor

The auditors, Greaves West & Ayre, will be proposed for reappointment in accordance with Section 485 of the Companies Act 2006.

THORBURN GROUP LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 4 -
Statement of directors' responsibilities

The directors are responsible for preparing the Directors' Report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

 

- select suitable accounting policies and then apply them consistently;

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

- state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

- 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.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.

In preparing these financial statements, the directors are required to:

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 of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

On behalf of the board
Mr E R Thorburn
Director
26 August 2026
THORBURN GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF THORBURN GROUP LIMITED
- 5 -
Opinion

We have audited the financial statements of Thorburn Group Limited (the 'company') for the year ended 30 November 2025 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

THORBURN GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF THORBURN GROUP LIMITED (CONTINUED)
- 6 -
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 missatements in the strategic report or the directors' report.

 

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:

 

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

 

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

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

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

Extent to which the audit was considered capable of detecting irregularities, including fraud

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.

 

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

THORBURN GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF THORBURN GROUP LIMITED (CONTINUED)
- 7 -

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

To address the risk of fraud through management bias and override of controls, including any fraud associated with revenue recognition, we:

 

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

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

 

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.

As part of an audit in accordance with ISAs (UK), we exercise professional judgement and maintain professional scepticism throughout the audit.

 

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Other matters which we are required to address

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

 

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect misstatements in respect of irregularities, including fraud.

THORBURN GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF THORBURN GROUP LIMITED (CONTINUED)
- 8 -

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Craig Little CA (Senior Statutory Auditor)
For and on behalf of Greaves West & Ayre, Statutory Auditor
Chartered Accountants
17 Walkergate
Berwick-upon-Tweed
Northumberland
TD15 1DJ
27 August 2026
THORBURN GROUP LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 9 -
2025
2024
Notes
£
£
Turnover
3
16,703,067
16,013,985
Cost of sales
(13,072,186)
(12,703,183)
Gross profit
3,630,881
3,310,802
Administrative expenses
(3,828,251)
(3,041,931)
Other operating income
86,263
221,626
Operating (loss)/profit
5
(111,107)
490,497
Interest receivable and similar income
9
605,403
5,097
Interest payable and similar expenses
10
(314,082)
(354,303)
Other gains and losses
11
(564,058)
-
(Loss)/profit before taxation
(383,844)
141,291
Tax on (loss)/profit
12
(112,966)
(86,466)
(Loss)/profit for the financial year
(496,810)
54,825
THORBURN GROUP LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 10 -
2025
2024
£
£
(Loss)/profit for the year
(496,810)
54,825
Other comprehensive income
-
-
Total comprehensive income for the year
(496,810)
54,825
THORBURN GROUP LIMITED
BALANCE SHEET
AS AT
30 NOVEMBER 2025
30 November 2025
- 11 -
2025
2024
as restated
Notes
£
£
£
£
Fixed assets
Goodwill
14
308,383
297,000
Other intangible assets
14
54,998
-
0
Total intangible assets
363,381
297,000
Tangible assets
15
6,598,420
6,393,945
Investments
16
277,051
915,434
7,238,852
7,606,379
Current assets
Stocks
19
1,407,568
1,136,810
Debtors
20
4,173,977
3,974,851
Cash at bank and in hand
611,399
430,406
6,192,944
5,542,067
Creditors: amounts falling due within one year
21
(5,435,312)
(4,985,474)
Net current assets
757,632
556,593
Total assets less current liabilities
7,996,484
8,162,972
Creditors: amounts falling due after more than one year
22
(2,903,312)
(2,688,705)
Provisions for liabilities
Deferred tax liability
25
771,582
625,867
(771,582)
(625,867)
Government grants
26
(660,000)
(690,000)
Net assets
3,661,590
4,158,400
Capital and reserves
Called up share capital
28
500
500
Profit and loss reserves
29
3,661,090
4,157,900
Total equity
3,661,590
4,158,400
THORBURN GROUP LIMITED
BALANCE SHEET (CONTINUED)
AS AT
30 NOVEMBER 2025
30 November 2025
- 12 -

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

The financial statements were approved by the board of directors and authorised for issue on 26 August 2026 and are signed on its behalf by:
Mr E R Thorburn
Director
Company registration number SC137308 (Scotland)
THORBURN GROUP LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 13 -
Share capital
Profit and loss reserves
Total
£
£
£
As restated for the period ended 30 November 2024:
Balance at 1 December 2023
500
4,375,755
4,376,255
Effect of prior period adjustment
-
(272,680)
(272,680)
As restated
500
4,103,075
4,103,575
Year ended 30 November 2024:
Profit and total comprehensive income
-
54,825
54,825
Balance at 30 November 2024
500
4,157,900
4,158,400
Year ended 30 November 2025:
Loss and total comprehensive income
-
(496,810)
(496,810)
Balance at 30 November 2025
500
3,661,090
3,661,590
THORBURN GROUP LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 14 -
2025
2024
as restated
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
33
1,221,691
1,206,233
Interest paid
(314,082)
(338,821)
Income taxes (paid)/refunded
(26,754)
2,148
Net cash inflow from operating activities
880,855
869,560
Investing activities
Purchase of intangible assets
(129,323)
-
0
Purchase of tangible fixed assets
(900,351)
(809,219)
Proceeds from disposal of tangible fixed assets
14,098
48,529
Proceeds from disposal of investments
74,325
-
0
Repayment of loans
94,719
(154,085)
Interest received
9,292
5,097
Net cash used in investing activities
(837,240)
(909,678)
Financing activities
Proceeds from new bank loans
2,300,000
-
0
Repayment of bank loans
(1,546,473)
(151,804)
Payment of finance leases obligations
(616,149)
(169,860)
Net cash generated from/(used in) financing activities
137,378
(321,664)
Net increase/(decrease) in cash and cash equivalents
180,993
(361,782)
Cash and cash equivalents at beginning of year
430,406
792,188
Cash and cash equivalents at end of year
611,399
430,406
THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 15 -
1
Accounting policies
Company information

Thorburn Group Limited is a private company limited by shares incorporated in Scotland. The registered office is Unit 1, Duns Industrial Estate, Duns, Berwickshire, TD11 3HS.

1.1
Basis of preparation

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Revenue

Turnover represents the total invoice value, excluding value added tax, of sales made during the year and derives from the provision of goods and services falling within the company's ordinary activities.

 

In respect of long-term contracts and contracts for on-going services, turnover represents the value of work done in the year, including estimates of amounts not invoiced. Turnover in respect of long-term contracts and contracts for on-going services is recognised by reference to the stage of the completion.

The nature, timing of satisfaction of performance obligations and significant payment terms of the company's major sources of revenue are as follows:

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recoverable.

1.4
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.5
Intangible fixed assets - goodwill

Acquired goodwill is written off in equal annual instalments over its estimated useful economic life of ten years.

THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
1
Accounting policies
(Continued)
- 16 -
1.6
Intangible fixed assets other than goodwill

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

 

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

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Development Costs
Nil
1.7
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold land
Nil
Property improvements
4% Straight Line
Plant and machinery
15% Reducing Balance
Office equipment
15% Reducing Balance/25% Straight Line
Motor vehicles
25% Reducing Balance

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.8
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.9
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
1
Accounting policies
(Continued)
- 17 -

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

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

1.10
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

 

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

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.11
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.12
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
1
Accounting policies
(Continued)
- 18 -
Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
1
Accounting policies
(Continued)
- 19 -
Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.13
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.14
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred taxation is provided in full in respect of taxation deferred by timing differences between the treatment of certain items for taxation and accounting purposes. The deferred tax balance has not been discounted.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.15
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
1
Accounting policies
(Continued)
- 20 -
1.16
Retirement benefits

The pension costs charged in the financial statements represent the contribution payable by the company during the year.

1.17
Leases
As lessee

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

1.18
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

Government grants relating to turnover are recognised as income over the periods when the related costs are incurred. Grants relating to an asset are recognised in income systematically over the asset's expected useful life. If part of such a grant is deferred it is recognised as deferred income rather than being deducted from the asset's carrying amount.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

3
Turnover and other revenue

An analysis of the company's turnover is as follows:

2025
2024
£
£
Turnover analysed by class of business
Sales
16,703,067
16,013,985
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
16,703,067
16,013,985
THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
3
Turnover and other revenue
(Continued)
- 21 -
2025
2024
£
£
Other revenue
Interest income
9,292
5,097
Dividends received
596,111
-
Grants received
30,000
30,000
4
Exceptional item
2025
2024
£
£
Expenditure
HSE fine
-
129,000

In the prior year an accrual was recognised in relation to a financial penalty from the Health and Safety Executive (HSE) amounting to £129,000, no further amounts are to be recognised. This penalty has subsequently been paid March 2026.

5
Operating (loss)/profit
2025
2024
Operating (loss)/profit for the year is stated after charging/(crediting):
£
£
Government grants
(30,000)
(30,000)
Depreciation of tangible fixed assets
647,184
606,723
Loss/(profit) on disposal of tangible fixed assets
34,594
(11,191)
Amortisation of intangible assets
62,942
54,000

Government grants are amortised in line with the useful lives of the assets to which they relate.

6
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
31,500
40,057
THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 22 -
7
Employees

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

2025
2024
Number
Number
Administration, workshop and construction staff
113
99
Executive directors
3
5
Total
116
104

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
4,662,374
3,676,546
Social security costs
481,937
387,607
Pension costs
70,205
57,714
5,214,516
4,121,867
8
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
248,082
136,088
Company pension contributions to defined contribution schemes
1,321
1,321
249,403
137,409

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2024 - 1).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
117,084
86,156
Company pension contributions to defined contribution schemes
1,321
1,321
THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 23 -
9
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
1,955
100
Other interest income
7,337
4,997
Total interest revenue
9,292
5,097
Income from fixed asset investments
Income from shares in group undertakings
596,111
-
0
Total income
605,403
5,097
2025
2024
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
1,955
100
10
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost
Interest on bank overdrafts and loans
148,206
106,584
Other finance costs
Interest on finance leases and hire purchase contracts
158,051
231,919
Other interest
7,825
15,800
314,082
354,303
11
Other gains and losses
2025
2024
£
£
Other gains and losses
(564,058)
-
12
Taxation
2025
2024
£
£
Deferred tax
Origination and reversal of timing differences
92,237
86,466
Tax losses carried forward
20,729
-
0
Total deferred tax
112,966
86,466
THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
12
Taxation
(Continued)
- 24 -

The actual charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
(Loss)/profit before taxation
(383,844)
141,291
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25% (2024: 25%)
(95,961)
35,323
Effects of:
Expenses that are not deductible in determining taxable profit
150,067
32,328
Gains not taxable
(156,528)
(7,500)
Utilisation of tax losses not previously recognised
(20,608)
-
0
Unutilised tax losses carried forward
-
0
(56,320)
Permanent capital allowances in excess of depreciation
123,030
(3,831)
Deferred tax: Origination and reversal of timing differences
112,966
86,466
Taxation charge in the financial statements
112,966
86,466
13
Impairments

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

2025
2024
Notes
£
£
In respect of:
Fixed asset investments
16
564,058
-
Recognised in:
Other gains and losses
564,058
-

The impairment losses in respect of financial assets are recognised in other gains and losses in the profit and loss account.

The amounts impaired within other gains and losses represents the reduction in value of the investment in Thorburn Group (Berwick) Limited following the hive-up of its assets and trade into the accounts of Thorburn Group Limited. Per Note 17, the value of the investment has been reduced to £100. This loss if offset by the dividend in specie received from Thorburn Group (Berwick) Limited representing net assets at the date of the hive-up that were received by Thorburn Group Limited.

THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 25 -
14
Intangible fixed assets
Goodwill
Development Costs
Total
£
£
£
Cost
At 1 December 2024
540,000
-
0
540,000
Additions
74,325
54,998
129,323
At 30 November 2025
614,325
54,998
669,323
Amortisation and impairment
At 1 December 2024
243,000
-
0
243,000
Amortisation charged for the year
62,942
-
0
62,942
At 30 November 2025
305,942
-
0
305,942
Carrying amount
At 30 November 2025
308,383
54,998
363,381
At 30 November 2024
297,000
-
0
297,000

Development costs include £54,998 paid in the year in respect of developing a new website that was completed after the year end. As a result these costs have not been amortised.

15
Tangible fixed assets
Freehold land
Property improvements
Plant and machinery
Office equipment
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 December 2024
377,029
3,526,602
3,985,665
55,280
934,187
8,878,763
Additions
528,500
24,708
225,109
4,860
117,174
900,351
Disposals
-
0
-
0
-
0
-
0
(130,800)
(130,800)
At 30 November 2025
905,529
3,551,310
4,210,774
60,140
920,561
9,648,314
Depreciation and impairment
At 1 December 2024
-
0
194,654
1,923,786
37,733
328,645
2,484,818
Depreciation charged in the year
-
0
142,075
336,766
14,955
153,388
647,184
Eliminated in respect of disposals
-
0
-
0
-
0
-
0
(82,108)
(82,108)
At 30 November 2025
-
0
336,729
2,260,552
52,688
399,925
3,049,894
Carrying amount
At 30 November 2025
905,529
3,214,581
1,950,222
7,452
520,636
6,598,420
At 30 November 2024
377,029
3,331,948
2,061,879
17,547
605,542
6,393,945
THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
15
Tangible fixed assets
(Continued)
- 26 -

Included within tangible fixed assets are assets held under finance leases or hire purchase contracts, as follows:

2025
2024
£
£
Plant and machinery
1,466,576
1,725,375
Motor vehicles
316,455
433,918
Property Improvements
141,297
147,440
1,924,328
2,306,733

Included within the tangible fixed asset additions are the following amounts relating to assets acquired in the year as a result of the hive-up of trade and assets with Thorburn Group (Berwick) Limited.

 

16
Fixed asset investments
2025
2024
Notes
£
£
Investments in subsidiaries
17
277,051
915,434
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 December 2024 & 30 November 2025
915,434
Impairment
At 1 December 2024
-
Impairment losses
638,383
At 30 November 2025
638,383
Carrying amount
At 30 November 2025
277,051
At 30 November 2024
915,434
THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 27 -
17
Subsidiaries

Details of the company's subsidiaries at 30 November 2025 are as follows:

Name of undertaking
Address
Nature of business
Class of
% Held
shares held
Direct
Thorburn Group (Berwick) Limited
1
Engineering
Ordinary
100.00
Premier Livestock Handling Limited
2
Production and sale of livestock handling equipment
Ordinary
100.00

Registered office addresses (all UK unless otherwise indicated):

1
Ramparts Business Park, 20 Kings Mount, Berwick-upon-Tweed, Northumberland, TD15 1TQ
2
Unit 1, Duns Industrial Estate, Berwickshire, TD11 3HS
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
Name of undertaking
Capital and Reserves
Profit/(Loss)
£
£
Thorburn Group (Berwick) Limited
100
-
0
Premier Livestock Handling Limited
101,237
482
18
Financial instruments
2025
2024
£
£
Carrying amount of financial assets
Debt instruments measured at amortised cost
3,975,527
3,651,463
Carrying amount of financial liabilities
Measured at amortised cost
7,622,150
7,287,171
19
Stocks
2025
2024
£
£
Raw materials and consumables
8,482
3,493
Finished goods and goods for resale
1,399,086
1,133,317
1,407,568
1,136,810
THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 28 -
20
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
2,692,505
2,235,175
Gross amounts owed by contract customers
416,174
800,464
Amounts owed by group undertakings
572,281
136,014
Other debtors
294,567
479,810
Prepayments and accrued income
198,450
323,388
4,173,977
3,974,851
21
Creditors: amounts falling due within one year
2025
2024
Notes
£
£
Bank loans
23
72,233
199,837
Obligations under finance leases
24
670,551
620,176
Payments received on account
1,030,384
719,458
Trade creditors
2,408,992
2,195,222
Amounts owed to group undertakings
92,890
356,865
Corporation tax
10,977
26,754
Other taxation and social security
705,497
360,254
Other creditors
266,575
385,863
Accruals and deferred income
177,213
121,045
5,435,312
4,985,474
22
Creditors: amounts falling due after more than one year
2025
2024
Notes
£
£
Bank loans and overdrafts
23
2,189,201
1,308,070
Obligations under finance leases
24
714,111
1,380,635
2,903,312
2,688,705
Creditors which fall due after five years are payable as follows:
Payable by instalments
470,733
-
Payable other than by instalments
1,380,000
-
1,850,733
-
THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 29 -
23
Loans and overdrafts
2025
2024
£
£
Bank loans
2,261,434
1,507,907
Payable within one year
72,233
199,837
Payable after one year
2,189,201
1,308,070

During the year, the company entered into two loan facilities with The Royal Bank of Scotland plc ("RBS"), both of which were drawn down on 24 March 2025.

 

The facilities bear interest at a variable rate of 2.4% above the Bank of England base rate and are repayable in accordance with the terms of the respective agreements.

 

The long-term loans are secured by bond and floating charges over all assets of the company.

24
Finance lease obligations
2025
2024
Amounts due:
£
£
Within one year
670,551
620,176
After more than one year
714,111
1,380,635
1,384,662
2,000,811
2025
2024
Future minimum lease payments due:
£
£
Within one year
774,007
776,633
In two to five years
749,650
1,517,469
1,523,657
2,294,102
Less: future finance charges
(138,995)
(293,291)
1,384,662
2,000,811

Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 2 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 30 -
25
Deferred taxation

Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

Liabilities
Liabilities
2025
2024
Balances:
£
£
Accelerated capital allowances
1,041,930
916,943
Tax losses
(270,348)
(291,076)
771,582
625,867
2025
Movements in the year:
£
Liability at 1 December 2024
625,867
Charge to profit or loss
112,966
Other
32,749
Liability at 30 November 2025
771,582

The deferred tax liability set out above is not expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.

Following the enactment of the Finance Act 2021 the deferred tax provision at the period end has been calculated using a rate of 25% (2024: 25%).

26
Government grants
2025
2024
£
£
Arising from government grants
660,000
690,000
27
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
70,205
57,714

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 31 -
28
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
100
100
100
100
2025
2024
2025
2024
Preference share capital
Number
Number
£
£
Issued and fully paid
Preference shares of £1 each
400
400
400
400
Preference shares classified as equity
400
400
Total equity share capital
500
500

The preference shareholders have the right to a dividend at such a rate as the directors recommend in the event of a dividend being declared. These shares also rank above the ordinary shares in the event of a winding up of the company.

 

The preference shares carry no voting rights and are non redeemable.

29
Profit and loss reserves
2025
2024
as restated
£
£
At the beginning of the year
4,430,580
4,648,435
Prior year adjustment
(272,680)
(272,680)
As restated
4,157,900
4,375,755
(Loss)/profit for the year
(496,810)
54,825
At the end of the year
3,661,090
4,157,900
THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 32 -
30
Related party transactions
Transactions with related parties

During the year the company entered into the following transactions with related parties:

Sale of goods
Purchase of goods
2025
2024
2025
2024
£
£
£
£
Entities with control, joint control or significant influence over the company
-
0
4,841
-
0
-
0
Entities over which the entity has control, joint control or significant influence
-
0
89,582
-
381,052
Key management personnel
63,902
149,088
183,353
-
Other related parties
2,303
-
0
49,000
25,690
66,205
243,511
232,353
406,742

 

The following amounts were outstanding at the reporting end date:

2025
2024
Amounts owed by related parties
£
£
Entities with control, joint control or significant influence over the company
487,282
70,204
Entities over which the entity has control, joint control or significant influence
-
65,811
Key management personnel
206,492
301,211
Other related parties
2,294
-
696,068
437,226

Directors current accounts are unsecured and have no fixed terms of repayment. Interest was charged at an annual rate of 2.25% unit 4 April 2025 and charged at a rate of 3.75% afterwards.

 

No guarantees have been given or received.

The following amounts were outstanding at the reporting end date:

2025
2024
Amounts owed to related parties
£
£
Entities over which the entity has control, joint control or significant influence
92,889
278,872
Directors current accounts
109,732
-
202,621
278,872

 

THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 33 -
31
Directors' transactions

Advances or credits have been granted by the company to its directors as follows:

Dividends totalling £0 (2024 - £0) were paid in the year in respect of shares held by the company's directors.

Advances
% Rate
Opening balance
Amounts advanced
Interest charged
Amounts repaid
Closing balance
£
£
£
£
£
A E Thorburn - Director's loan account
3.75
127,242
26,855
1,171
(265,000)
(109,732)
Mr E R Thorburn - Director's loan account
3.75
173,969
29,709
6,166
(3,352)
206,492
301,211
56,564
7,337
(268,352)
96,760
32
Ultimate controlling party

The company is wholly owned by Craigvinean Limited SC839189, Registered office - Unit 1 Duns Industrial Estate, Duns, Berwickshire, United Kingdom, TD11 3HS.

The following are the parents of the largest and smallest groups in which this company's results are consolidated:

Largest group
Craigvinean Limited
Smallest group
Craigvinean Limited

Group accounts are available to the public, copies of the accounts can be obtained from Companies House.

THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 34 -
33
Cash generated from operations
2025
2024
£
£
(Loss)/profit after taxation
(496,810)
54,825
Adjustments for:
Taxation charged
112,966
86,466
Finance costs
314,082
354,303
Investment income
(9,292)
(5,097)
Loss/(gain) on disposal of tangible fixed assets
34,594
(11,191)
Amortisation and impairment of intangible assets
62,942
54,000
Depreciation and impairment of tangible fixed assets
647,184
606,724
Other gains and losses
564,058
-
Decrease in deferred income
(30,000)
(30,000)
Movements in working capital:
(Increase)/decrease in stocks
(270,758)
165,562
Increase in debtors
(293,845)
(72,864)
Increase in creditors
586,570
3,505
Cash generated from operations
1,221,691
1,206,233

Dividend income of £596,111 (2024: £Nil) received from a wholly-owned subsidiary has been removed from investment income. The dividend was declared from the subsidiary's distributable retained earnings following the transfer of the subsidiary's trade and net assets to the Company. Settlement was effected by offset against amounts owed to the subsidiary and therefore no cash consideration was exchanged. Consequently, the dividend income recognised in profit or loss does not give rise to a corresponding cash inflow within the cash flow statement.

34
Analysis of changes in net debt
1 December 2024
Cash flows
30 November 2025
£
£
£
Cash at bank and in hand
430,406
180,993
611,399
Borrowings excluding overdrafts
(1,507,907)
(753,527)
(2,261,434)
Lease liabilities
(2,000,811)
616,149
(1,384,662)
(3,078,312)
43,615
(3,034,697)
THORBURN GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 35 -
35
Prior period adjustment
Reconciliation of changes in equity
1 December
30 November
2023
2024
£
£
Adjustments to prior year
Correction to corporation tax repayable borught forward
-
(272,680)
Equity as previously reported
4,376,255
4,431,080
Equity as adjusted
4,376,255
4,158,400
Analysis of the effect upon equity
Profit and loss reserves
-
(272,680)
Reconciliation of changes in profit for the previous financial period
2024
£
Total adjustments
-
Profit as previously reported
54,825
Profit as adjusted
54,825
Notes to reconciliation
Correction to corporation tax repayable brought forward

A corporation tax balance was brought forward from the prior year. This balance was in relation to a corporation tax loss asset. However the corporation tax loss asset had already recognised within deferred tax balance brought forward.

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