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Registered number: 00945570









H.D. SHARMAN LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

 
H.D. SHARMAN LIMITED
 

COMPANY INFORMATION


Directors
Mr J Moeller-Jensen (resigned 25 June 2025)
Mr B Horgan (resigned 25 June 2025)
Mr M De Rozarieux 
A Coates (appointed 25 June 2025)
G Ward (appointed 25 June 2025)
J Irvine (appointed 25 June 2025)
L Daveran (appointed 25 June 2025)
P Teasdale (appointed 25 June 2025)




Company secretary
A Coates



Registered number
00945570



Registered office
13 Flemming Court
Whistler Drive

Castleford

West Yorkshire

WF10 5HW




Independent auditors
Price Bailey LLP
Chartered Accountants & Statutory Auditors

Tennyson House

Cambridge Business Park

Cambridge

CB4 0WZ





 
H.D. SHARMAN LIMITED
 

CONTENTS



Page
Strategic Report
1 - 2
Directors' Report
3 - 4
Independent Auditors' Report
5 - 8
Statement of Income and Retained Earnings
9
Balance Sheet
10
Notes to the Financial Statements
11 - 25

 
H.D. SHARMAN LIMITED
 

STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

Introduction
 
This is a balanced and comprehensive review of the performance of our business during the year and its position at the year end consistent with the size and nature of our business and is written in the context of the risks and uncertainties we face.

Business review
 
Financial overview

The Company achieved an operating profit of £6.0million, ahead of the 2024 comparative of £3.4million. This upturn has resulted from the 29% turnover growth achieved in 2025 coupled with a 1.2% gross margin increase arising from procurement and productivity initiatives.

The Directors are pleased with the performance of the business and expect a similar level of performance for the year ahead subject to influence of external economic factors. 

Turnover

Management consider the results for the year to be in line with the overall performance of the market.

Operating costs

Through effective operational management, operating cost growth relative to 29% turnover growth.

Principal risks and uncertainties
 
The management of the business and the nature of the Companys strategy are subject to a number of risks. Management have set out below the principal risks facing the business. Where possible, processes are in place to monitor and mitigate such risks.

Economic downturn

The success of the business is reliant on demand within the industrial and commercial repair maintenance and improvement (RMI) sector. Macro-economic downturns can result in a reduction of RMI demand and follow on to impact the turnover achieved by the Company. In response to this risk, management aim to keep abreast of economic downturn, marketing and pricing strategies are modified to reflect the new market conditions.

Manufacturing of products

The Company is reliant on its products being of a high quality and relevance to the demands of the RMI sector. This exposes the Company to risks in a number of areas which are dependant on its manufacturing in respect of:

- quality of the products.
- pricing of the products.
- range of types of product offered.

Management are confident that the products produced will be of a continued high quality and will meet the markets demands.

Page 1

 
H.D. SHARMAN LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

Financial key performance indicators
 
The Company measures its financial performance in several areas as follows:

1. Within its offering the busines manufactures, markets and sells a number of roof and gutter refurbishment systems to contractors through a number of different sales channels. In order to measure performance, and to support strategic development, the business segmentally reports its sales and profitability by product.

2. The key aspect of the Company's working capital management is credit control and cash collection. Sales ledger performance is reported monthly with particular focus on overdue balances.

Other key performance indicators
 
The Company measure its non-financial performance in several areas as follows:

1. New roofing contractor business generation is reported through the numbers trained each month as approved installers. In regards to specification led business generation the number of CPDs delivered to surveyors and other specifiers is published within monthly KPI information.

2. Conversion rate of quotes to orders is reports weekly within the business and is used to drive CRM activity and to understand lost business. The latter is recorded by reason code to best understand market dynamics.

3. Quality control is a business priority throughout the business and monthly meetings take place during which production and non-conformances are quantified in order to identify trends and improvement ideas. The same focus is also applied to customer service issues.


This report was approved by the board on 20 August 2026 and signed on its behalf.



................................................
L Daveran
Director
Page 2

 
H.D. SHARMAN LIMITED
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

The directors present their report and the financial statements for the year ended 31 December 2025.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), 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 for the Company's financial statements and then apply them consistently;

make judgments 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 to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Principal activity

The principal activity of the company during the year was the manufacture of specialist plastic and agricultural products.

Results and dividends

The profit for the year, after taxation, amounted to £4,469,745 (2024 - £2,753,906).

The directors have issued a final dividend of £Nil (2024 - £Nil).

Directors

The directors who served during the year were:

Mr J Moeller-Jensen (resigned 25 June 2025)
Mr B Horgan (resigned 25 June 2025)
Mr M De Rozarieux 
A Coates (appointed 25 June 2025)
G Ward (appointed 25 June 2025)
J Irvine (appointed 25 June 2025)
L Daveran (appointed 25 June 2025)
P Teasdale (appointed 25 June 2025)

Page 3

 
H.D. SHARMAN LIMITED
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Auditors

Under section 487(2) of the Companies Act 2006Price Bailey LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.

This report was approved by the board and signed on its behalf.
 





................................................
L Daveran
Director

Date: 20 August 2026
Page 4

 
H.D. SHARMAN LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF H.D. SHARMAN LIMITED
 

Opinion


We have audited the financial statements of H.D. Sharman Limited (the 'Company') for the year ended 31 December 2025, which comprise the Statement of Income and Retained Earnings, the Balance Sheet and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Company's affairs as at 31 December 2025 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Page 5

 
H.D. SHARMAN LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF H.D. SHARMAN LIMITED (CONTINUED)


Opinion 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors' Report 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 Directors' Report.


We have nothing to report in respect of the following matters in relation to which 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 Directors' Responsibilities Statement set out on page 3, 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.


Page 6

 
H.D. SHARMAN LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF H.D. SHARMAN LIMITED (CONTINUED)


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 an Auditors' 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 material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates and considered the risk of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations. This included those regulations directly related to the financial
statements, including financial reporting, tax legislation and industry regulations including GDPR, employment
law, health and safety and warranties.

We communicated the identified laws and regulations with the audit team and remained alert to any indications
of non-compliance throughout the audit. We carried out specific procedures to address the risks identified.

These included the following:
 - agreeing the financial statement disclosures to underlying supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
 - enquiries of management including those responsible for key regulations;
 - performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;.

In addressing the risk of management override of controls, we carried out testing of journal entries and other
adjustments for appropriateness, assessing whether the judgements made in making accounting estimates are
indicative of a potential bias and evaluating the business rationale of significant transactions outside the normal
course of business.

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


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 Auditors' Report.


Page 7

 
H.D. SHARMAN LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF H.D. SHARMAN LIMITED (CONTINUED)


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 2006Our 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 Auditors' 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.





Adam Norman FCCA (Senior Statutory Auditor)
  
for and on behalf of
Price Bailey LLP
 
Chartered Accountants
Statutory Auditors
  
Tennyson House
Cambridge Business Park
Cambridge
CB4 0WZ

 
Date: 
21 August 2026
Page 8

 
H.D. SHARMAN LIMITED
 

STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 31 DECEMBER 2025

2025
2024
Note
£
£

  

Turnover
 4 
17,632,280
13,680,022

Cost of sales
  
(6,778,579)
(5,421,189)

Gross profit
  
10,853,701
8,258,833

Distribution costs
  
(1,650,837)
(1,449,431)

Administrative expenses
  
(3,213,528)
(3,361,819)

Operating profit
 5 
5,989,336
3,447,583

Interest receivable and similar income
 9 
5
7

Interest payable and similar expenses
 10 
(2,213)
(2,356)

Profit before tax
  
5,987,128
3,445,234

Tax on profit
 11 
(1,517,383)
(691,328)

Profit after tax
  
4,469,745
2,753,906

  

  

Retained earnings at the beginning of the year
  
8,086,903
7,555,616

Profit for the year
  
4,469,745
2,753,906

Dividends declared and paid
 12 
-
(2,222,619)

Retained earnings at the end of the year
  
12,556,648
8,086,903

There were no recognised gains and losses for 2025 or 2024 other than those included in the statement of income and retained earnings.

The notes on pages 11 to 25 form part of these financial statements.

Page 9

 
H.D. SHARMAN LIMITED
REGISTERED NUMBER: 00945570

BALANCE SHEET
AS AT 31 DECEMBER 2025

2025
2024
Note
£
£

Fixed assets
  

Intangible assets
 13 
99,498
99,816

Tangible fixed assets
 14 
1,100,479
1,135,845

  
1,199,977
1,235,661

Current assets
  

Stocks
 15 
3,332,839
2,512,525

Debtors
 16 
16,168,226
12,060,815

Cash at bank and in hand
 17 
615,539
971,230

  
20,116,604
15,544,570

Creditors: amounts falling due within one year
 18 
(8,665,339)
(8,523,863)

Net current assets
  
 
 
11,451,265
 
 
7,020,707

Total assets less current liabilities
  
12,651,242
8,256,368

Provisions for liabilities
  

Deferred tax
 20 
(92,494)
(167,365)

Net assets
  
 
 
12,558,748
 
 
8,089,003


Capital and reserves
  

Called up share capital 
 21 
2,100
2,100

Profit and loss account
  
12,556,648
8,086,903

  
12,558,748
8,089,003


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 20 August 2026.




................................................
L Daveran
Director

The notes on pages 11 to 25 form part of these financial statements.

Page 10

 
H.D. SHARMAN LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

1.


General information

H.D. Sharman Limited is a private company limited by shares incorporated in England and Wales, United Kingdom. The address of the registered office is 13 Flemming Court, Whistler Drive, Castleford, West Yorkshire, WF10 5HW. 

The principal activity of the Company continues to be that of the manufacture of specialist plastic and agricultural products.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

The Company's functional and presentational currency is GBP. 

The financial statements have been rounded to the nearest pound.

The following principal accounting policies have been applied:

 
2.2

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 the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

- the requirements of Section 7 Statement of Cash Flows;
   - the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d). 

This information is included in the consolidated financial statements of Graphmars Holdco Limited as at 31 December 2025 and these financial statements may be obtained from Graphmars Holdco Limited, 13 Flemming Court, Whistler Drive, Castleford, West Yorkshire, WF10 5HW.

 
2.3

Going concern

The directors have prepared projected budgets and on the basis of these budgets, the directors have considered the company to continue to operate as a going concern. The directors are confident that the company will have sufficient funds to meet its liabilities as they fall due for a period of not less than 12 months from the date of approval of these financial statements.

The directors continue to monitor cashflow closely and exercise tight credit control and, based on their forecasts and built up reserves, consider it appropriate to continue to prepare the financial statements on a going concern basis.

Page 11

 
H.D. SHARMAN LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.4

Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before turnover is recognised:

 
2.5

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

Amortisation is provided on the following basis:
           Computer software                     -           20 - 25%  Straight line
 

 
2.6

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is provided on the following basis:

Leasehold improvements
-
5 - 15% Straight line
Motor vehicles
-
20% Straight line
Plant, machinery, fixtures, fittings and office equipment
-
5 - 15% Straight line

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Statement of Income and Retained Earnings.

 
2.7

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. 

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in statement of income and retained earnings.

Page 12

 
H.D. SHARMAN LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.8

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.9

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.10

Financial instruments

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Basic 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 the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

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

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

 
2.11

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank
loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at
amortised cost using the effective interest method.

Page 13

 
H.D. SHARMAN LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.12

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Income and Retained Earnings within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.13

Finance costs

Finance costs are charged to statement of income and retained earnings over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.14

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

 
2.15

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

 
2.16

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

Page 14

 
H.D. SHARMAN LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.17

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.18

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.19

Corporation and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current corporation tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


 
2.20

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.

If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

Page 15

 
H.D. SHARMAN LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

On the application of the Company's accounting policies, the directors are required to make significant judgements, estimates and assumptions. The estimates and associated assumptions are based on historical experience and other factors, including expectations of future events that are beleived to be reasonable under the circumstances. Although these estimates are based on management's best knowledge of the amount, events or actions, actual results ultimately may differ from those estimates.

Estimates and judgements are continually evaluated. 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 revision and future periods where the revision affects both current and future periods.

Details of the company's significant accounting judgements and critical accouting estimates include:

Tangible fixed assets
Each year the company reviews the estimated useful lives and residual values of tangible fixed assets and these are adjusted if appropriate. The depreciation rates are calculated according to the useful economic life that management believe to be appropriate based on the nature of the asset in operation.

Impairment of stock and work in progress
Management have assessed the need to write off or provide against any specific items based on the levels held at period end and the expected sales of such items in the immediate period post year end. Management take into account historic sales data at the date the estimate is made.

Impairment of trade debtors
The recoverability has been assessed at the period end and up until the date of signing these financial statements. Management have based the decision to provide for any amounts based on their judgement of all the available information and their experience of the specific nature of the trade debtor in question.

Categorising leases
In categorising leases as finance leases of operating leases, management make judgements to whether significant risks and rewards of ownership to the company as lessee.


4.


Turnover

0% of the Company's turnover (2024 - 2%) is attributable to geographical markets outside of the United Kingdom.

Analysis of turnover by country of destination:

2025
2024
£
£

United Kingdom
17,573,919
13,440,280

Rest of the world
58,361
239,742

17,632,280
13,680,022


Page 16

 
H.D. SHARMAN LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

5.


Operating profit

The operating profit is stated after charging:

2025
2024
£
£

Research & development charged as an expense
7,210
188,000

Exchange differences
80
254

Other operating lease rentals
127,209
119,424

Amortisation of intangible assets, including goodwill
14,788
15,482

Fees payable to the Company's auditor and its associates for the audit of the Company's annual financial statements
27,400
25,300

Share-based payment
292,627
195,518


6.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors:


2025
2024
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
27,400
25,300

The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.


7.


Employees

2025
2024
£
£

Wages and salaries
2,936,406
2,650,249

Social security costs
329,449
261,589

Cost of defined contribution scheme
292,627
195,518

3,558,482
3,107,356


The average monthly number of employees, including the directors, during the year was as follows:


        2025
        2024
            No.
            No.







Directors
6
3



Production
56
54

62
57

Page 17

 
H.D. SHARMAN LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

8.


Directors' remuneration

2025
2024
£
£

Directors' emoluments
258,961
181,819

Company contributions to defined contribution pension schemes
101,558
12,270

360,519
194,089


During the year retirement benefits were accruing to 2 directors (2024 - 1) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £161,769 (2024 - £181,819).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £64,010 (2024 - £12,270).


9.


Interest receivable

2025
2024
£
£


Other interest receivable
5
7


10.


Interest payable and similar expenses

2025
2024
£
£


Bank interest payable
2,213
2,356
Page 18

 
H.D. SHARMAN LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

11.


Taxation


2025
2024
£
£

Corporation tax


Current tax on profits for the year
1,592,254
676,295


Deferred tax


Origination and reversal of timing differences
(74,871)
15,033


Profit after tax
1,517,383
691,328

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2024 - lower than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:

2025
2024
£
£


Profit on ordinary activities before tax
5,987,128
3,445,234


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
1,496,782
861,309

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
6,272
16,576

Capital allowances for year in excess of depreciation
994
(6,664)

Adjustments to tax charge in respect of prior periods
29,692
-

Changes in provisions leading to an increase (decrease) in the tax charge
-
(2,269)

Group relief
(16,357)
(192,657)

Deferred tax
-
15,033

Total tax charge for the year
1,517,383
691,328


12.


Dividends

2025
2024
£
£


Declared in the year
-
2,222,619

Page 19

 
H.D. SHARMAN LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

13.


Intangible assets




Patents
Computer software
Total

£
£
£



Cost


At 1 January 2025
188,962
192,041
381,003


Additions - internal
-
14,471
14,471



At 31 December 2025

188,962
206,512
395,474



Amortisation


At 1 January 2025
125,000
156,188
281,188


Charge for the year on owned assets
-
14,788
14,788



At 31 December 2025

125,000
170,976
295,976



Net book value



At 31 December 2025
63,962
35,536
99,498



At 31 December 2024
63,962
35,853
99,815


Page 20
 


 
H.D. SHARMAN LIMITED


 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025


14.


Tangible fixed assets


Leasehold improvements
Plant and machinery
Motor vehicles
Fixtures and fittings
Office equipment

£
£
£
£
£



Cost 


At 1 January 2025
678,995
909,810
23,995
61,903
183,213


Additions
40,030
34,011
-
-
17,803



At 31 December 2025

719,025
943,821
23,995
61,903
201,016



Depreciation


At 1 January 2025
154,440
403,822
14,397
45,407
104,005


Charge for the year on owned assets
36,511
64,614
4,799
1,079
20,207



At 31 December 2025

190,951
468,436
19,196
46,486
124,212



Net book value



At 31 December 2025
528,074
475,385
4,799
15,417
76,804



At 31 December 2024
524,555
505,988
9,598
16,496
79,208
Page 21
 
H.D. SHARMAN LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

           14.Tangible fixed assets (continued)


Total

£



Cost 


At 1 January 2025
1,857,916


Additions
91,844



At 31 December 2025

1,949,760



Depreciation


At 1 January 2025
722,071


Charge for the year on owned assets
127,210



At 31 December 2025

849,281



Net book value



At 31 December 2025
1,100,479



At 31 December 2024
1,135,845


15.


Stocks

2025
2024
£
£

Raw materials and consumables
2,495,281
1,852,938

Work in progress
37,879
61,059

Finished goods and goods for resale
799,679
598,528

3,332,839
2,512,525



16.


Debtors

2025
2024
£
£



Trade debtors
1,725,874
1,383,422

Amounts owed by group undertakings
14,357,380
10,370,690

Prepayments and accrued income
84,972
306,703

16,168,226
12,060,815


Page 22

 
H.D. SHARMAN LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

17.


Cash and cash equivalents

2025
2024
£
£

Cash at bank and in hand
615,539
971,230



18.


Creditors: Amounts falling due within one year

2025
2024
£
£

Trade creditors
227,432
194,399

Amounts owed to group undertakings
6,619,322
7,856,900

Corporation tax
1,152,254
195,818

Other taxation and social security
441,536
205,160

Other creditors
28,059
24,586

Accruals and deferred income
196,736
47,000

8,665,339
8,523,863


All bank loans and overdrafts of the Group are secured by a fixed charge over property, plant and equipment, goodwill, share capital and stock. There is also a floating charge over any current or future assets the business owns which is not covered by the fixed charge. Security has also been provided by fellow subsidiary companies included within the Group.


19.


Financial instruments

2025
2024
£
£

Financial assets


Financial assets measured at fair value through profit or loss
615,539
971,230

Financial assets that are debt instruments measured at amortised cost
16,083,254
11,754,112

16,698,793
12,725,342


Financial liabilities


Financial liabilities measured at amortised cost
(7,071,549)
(8,122,885)


Financial assets measured at fair value through profit or loss comprise of cash at bank and in hand.


Financial assets that are debt instruments measured at amortised cost comprise trade debtors, amounts owed by group undertakings, and other debtors.


Financial liabilities measured at amortised cost comprise trade creditors, amounts owed to group undertakings, other creditors and accruals.

Page 23

 
H.D. SHARMAN LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

20.


Deferred taxation




2025
2024


£

£






At beginning of year
(167,365)
(152,332)


Charged to profit or loss
74,871
(15,033)



At end of year
(92,494)
(167,365)

The provision for deferred taxation is made up as follows:

2025
2024
£
£


Accelerated capital allowances
(144,391)
(152,332)

Other short term timing differences
51,897
(15,033)

(92,494)
(167,365)


21.


Share capital

2025
2024
£
£
Allotted, called up and fully paid



2,100 (2024 - 2,100) Ordinary shares of £1.00 each
2,100
2,100



22.


Contingent liabilities

The Company has provided a cross guarantee on loans of the parent company H.D. Sharman Group Limited totalling £14,250,000 (2024 - £2,750,000). Security is held over all assets of H.D. Sharman Limited.


23.


Pension commitments

The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £292,627 (2024 - £195,518).

Contributions totalling £15,266 (2024 - £15,404) were payable to the fund at the balance sheet date and are included in creditors.

Page 24

 
H.D. SHARMAN LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

24.


Commitments under operating leases

At 31 December 2025 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2025
2024
£
£


Not later than 1 year
274,146
223,741

Later than 1 year and not later than 5 years
465,991
395,627

Later than 5 years
255,206
438,116

995,343
1,057,484


25.


Related party transactions

The Company has taken advantage of the exemption from the requirement to disclose transactions with wholly owned group companies.

During the year the company was charged management fees of £Nil (2024 - £386,000), from Bridgehill Partners Capital 1 Ltd, a company in which Mr J Moeller-Jensen and Mr B Horgan are directors.


26.


Controlling party

The parent undertaking is Gutterline Services Limited, a company registered in England and Wales, United Kingdom. The ultimate controlling party is Graphmars Holdco Limited.

Consolidated financial statements for Graphmars Holdco Limited can be obtained from 13 Flemming Court, Whistler Drive, Castleford, West Yorkshire, WF10 5HW.


Page 25