The directors of the company have elected not to include a copy of the income statement within the financial statements.

IODS Pipe Clad Limited is a private company limited by shares incorporated and domiciled in Scotland. The registered office is 2 Kelvin Park South, East Kilbride, Glasgow, United Kingdom, G75 0RH. The company's principal activities and nature of its operations are disclosed in the directors' report.

The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101). The company is a qualifying entity for the purposes of FRS 101 and these financial statements have been prepared in accordance with 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 £'000.

The financial statements have been prepared under the historical cost convention. The material accounting policies applied in the preparation of these financial statements are set out below. In preparing these financial statements, the company applies the recognition, measurement and disclosure requirements of UK-adopted International Accounting Standards in conformity with the requirements of the Companies Act 2006 and has set out below where advantage of the FRS 101 disclosure exemptions has been taken (where applicable):

• presentation of a statement of cash flows and related notes;

• disclosure of the objectives, policies and processes for managing capital;

• disclosure of key management personnel compensation;

• the requirement to include all lease related disclosures in a single note;

• disclosure of the categories of financial instrument and the nature and extent of risks arising on these financial instruments;

• comparative period reconciliations including for the carrying amounts of property, plant and equipment as well as share capital;

• disclosure of the future impact of new International Financial Reporting Standards in issue but not yet effective at the reporting date;

• comparative narrative information;

• related party disclosures for transactions with the parent or wholly owned members of the group; and

• certain disclosures required under IFRS 15 Revenue from Contracts with Customers.

Where required, equivalent disclosures are given in the group accounts of National Industries Group (Holding) SAK. The group accounts of National Industries Group (Holding) SAK are available to the public and can be obtained as set out in note 16.

During the prior period, the company shortened its accounting reference date from 31 March 2025 to 30 November 2024 to align with that of its parent undertaking. As a result, the current reporting period covers the 12 months to 30 November 2025 whilst the prior reporting period covers the 8 months ended 30 November 2024. Prior period amounts (including related notes) are therefore not directly comparable.

The directors have prepared the financial statements on a going concern basis. In making their assessment the directors have considered the company's financial results in the year being a loss after tax of £677k, net current liabilities of £2,879k after excluding intercompany receivables of £119k which contributes to an overall net liability position of £2,477k and the secured and forecast pipeline of work. true

The directors have considered the causes of the financial performance during the year and the extent to which these factors may impact future trading. The principal driver of the loss was delayed mobilisation of key projects following acquisition by FTV Proclad International Ltd in March 2024. This resulted in lower than anticipated production levels and reduced factory utilisation. With turnover on an upward trajectory and order book increasing, the directors believe that the likelihood and impact of similar events recurring have been materially reduced.

The UK Group operates a cash pooling arrangement that provides increased flexibility in meeting cash requirements of subsidiaries. Working capital management is supported by a Group Invoice Discounting Facility and a Supply Chain Finance Contract used by FTV Proclad International limited and IODS Pipe Clad Limited. The Group Invoice Discounting Facility has a limit of £1.25m for the company and fellow group undertakings (FTV Proclad International limited, Proclad Heat Treatment Limited, Proclad Induction Bending Limited and IODS Pipe Clad Limited). The Supply Chain Finance Contract allows key customer invoices to be funded when approved rather than receiving payment in line with client invoice payment terms. There is no limit on this facility.

The directors have prepared detailed Group cashflow projections out to September 2027 that demonstrate that the company can meet its obligations as they fall due. These forecasts incorporate secured customer orders, expected project delivery schedules and management's assessment of future market opportunities. The directors consider that the strength of the company’s order book, together with improved visibility over future contract awards under framework agreement, provides a reasonable basis for the confidence in the company’s outlook and its ability to continue as a going concern. Sensitivity analysis has been performed on the forecasts, including scenarios involving lower levels of revenue, delays in project commencement and reductions in forecast margins. Having considered these scenarios, the directors are satisfied that the company has adequate resources to continue in operational existence for the foreseeable future.

It is the directors' view that the primary risk associated with the cash flow projections is the delay in timing of secured work being completed due to supply chain or customer delays. The directors are confident that the close working relationships they have fostered with the supply chain and key customers – evidenced by signing of major frame agreement with key customer - mitigates this risk to an acceptably low level. Whilst acknowledging such risk cannot be eliminated the directors believe they have levers available to them to mitigate this risk.

On this basis, the directors are of the opinion that the company can meet its obligations as they fall due and have prepared the financial statements on a going concern basis.

Revenue is measured based on the consideration specified in a contract with a customer and excludes amounts collected on behalf of third parties. Revenue from the sale of goods is recognised in line with the contract with the customer, at the point when goods are delivered or when goods are dispatched, as this is the company's only performance obligation under the contracts. Certain contracts are made up of multiple items and revenue is therefore recognised as each line item is delivered or dispatched in line with the purchase order received from the customer as they have stand alone parts, quantities, sizes and prices.

In respect of transactions where the company does not take ownership of the products being sold and acts as an agent, while receiving commissions from the company that sold the product, revenue represents the commission earned.

The company typically invoices customers on satisfaction of performance obligations. In some contracts, milestone payments exist and where this is the case, the company recognises contract assets or contract liabilities to the extent the consideration received differs from the revenue entitlement.

Property, plant and equipment are initially measured at cost and subsequently measured at cost net of depreciation and any impairment losses.

Where parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items of property, plant and equipment.

Depreciation is charged to the income statement on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment. Leased assets are depreciated over the shorter of the lease term and their useful lives.

Depreciation is provided on the following bases:

Depreciation methods, useful lives and residual values are reviewed if there is an indication of a significant change since the last annual reporting date in the pattern by which the company expects to consume an asset's future economic benefits.

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 the income statement.

At each reporting end date, the company reviews the carrying amounts of its property, plant and equipment 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.

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.

Inventories are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is based on the first-in first-out principle and includes expenditure incurred in acquiring the inventories, production or conversion costs in bringing them to their existing location and condition. For work in progress and finished goods, cost is taken as production cost, which includes an appropriate proportion of attributable overheads.

Net realisable value is the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.

Cash and cash equivalents include cash in hand and deposits held at call with banks.

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

At initial recognition, financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs and are subsequently measured as amortised cost.

At the reporting date, the company had only financial assets subsequently measured at amortised cost.

Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (eg trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.

Financial assets are assessed for indicators of impairment at each reporting end date.

The impairment model is based on the premise of providing for expected losses. Expected credit losses are measured through a lifetime expected loss allowance for all trade receivables and contract assets.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

The company recognises financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either financial liabilities at fair value through profit or loss or other financial liabilities.

The company has no 'financial liabilities at fair value through profit or loss' at the reporting date.

Other financial liabilities, trade creditors and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

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

Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs.

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

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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 is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

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 income statement, 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.

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

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 inventories or non-current assets.

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

A defined contribution plan is a post-employment benefit plan under which the company pays fixed contributions into a separate entity and will have no legal or constructive obligation to pay further amounts. Obligations for contributions to defined contribution pension plans are recognised as an expense in the income statement in the periods during which services are rendered by employees.

The company recognises assets and liabilities for all leases with a term of more than 12 months, unless the underlying asset is of low value.

Lease liabilities are initially measured at the present value of the contractual payments due to the lessor over the lease term, with the discount rate determined by reference to the company's incremental borrowing rate on commencement of the lease.

The right-of-use asset is initially measured at the amount of the lease liability, reduced for any lease incentives received, and increased for:

• Lease payments made at or before commencement of the lease;

• Initial direct costs incurred; and

• The amount of any provision recognised where the company is contractually required to dismantle, remove or restore the leased asset.

Subsequent to initial measurement, lease liabilities increase as a result of interest charged at a constant rate on the balance outstanding and are reduced for lease payments made. Right-of-use assets are amortised on a straight-line basis over the remaining term of the lease or over the remaining economic life of the asset if, rarely, this is judged to be shorter than the lease term. The interest charged and the amortisation are recognised within the income statement.

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, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are outlined below.

Property, plant and equipment are depreciated over their useful lives taking into account residual values where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In re-assessing asset lives all known relevant factors are taken into account but there is an inherent uncertainty in making this assessment.

Provision is made for product warranties, bad debts and obsolete inventory where appropriate, based on management's best estimate of results and experience post-period end.

The company provides warranties on certain goods sold and recognises a provision for any expected future claims based on historical claims experience and current claim trends.

As at 30 November 2025, the warranty provision amounted to £Nil (2024: £134k). Management acknowledge there is a degree of judgement in making their assessment and review judgements and underlying assumptions on a regular basis.

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

Raw materials are stated net of inventory provisions of £77k (2024: £46k).

The company had trade receivables of £750k net of any provision for doubtful debts as at 1 April 2024.

There are no predetermined receivable dates, security or interest payment arrangements applying to amounts owed by group undertakings. Although the amounts are therefore considered to be repayable on demand, as per IAS 1.10 assets should be disclosed as they are expected to be settled. As such all intercompany receivables have been presented as non-current.

Included within other payables and contract liabilities are contract liabilities of £2,585k (2024: £1,600k). The opening contract liability at 1 April 2024 was £2,246k.

During the year, revenue was recognised of £1,727k (2024: £1,759k) which was included in the contract liability balance at the beginning of the year.

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

On 12 November 2024, the company entered into an agreement for the lease of industrial premises. The lease is due to expire on 30 January 2035 and includes a tenant break option on 30 January 2030 which has not yet been exercised.

The total cash outflow in respect of the company's lease arrangements at the reporting date was £257,922 (2024: £Nil).

Provisions held in respect of warranty claims have been released in the current reporting period as outlined at note .

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. Contributions totalling £12k, were payable to the fund (2024 - £77k) at the reporting date and are included in creditors.

All shares rank pari passu for dividend rights and provide the holder with one vote.

The retained earnings reserve relates to accumulated retained profits and losses net of any dividend paid.

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:

The auditor's report was unqualified.

The company has taken advantage of the exemption under paragraph 8(k) of FRS 101 not to disclose transactions with fellow wholly-owned subsidiaries. There were no other related party transactions during the year ended 30 November 2025.

The immediate parent undertaking is FTV Proclad International Limited. The ultimate parent undertaking and controlling party is National Industries Group (Holding) SAK. This company is registered in Kuwait and copies of the financial statements which include the results of the company are available from PO Box, 13005 Safat, Kuwait.