Newship Limited - Period Ending 2025-12-31

Registration number: 4151389

Newship Limited

Annual Report and Consolidated Financial Statements

for the Year Ended 31 December 2025

Newship Limited

Contents

Company Information	1
Strategic Report	2 to 4
Directors' Report	5 to 7
Statement of Directors' Responsibilities	8
Independent Auditor's Report	9 to 11
Consolidated Profit and Loss Account	12
Consolidated Statement of Comprehensive Income	13
Consolidated Balance Sheet	14
Balance Sheet	15
Consolidated Statement of Changes in Equity	16
Statement of Changes in Equity	17
Consolidated Statement of Cash Flows	18 to 19
Notes to the Financial Statements	20 to 50

Newship Limited

Company Information

Directors	J W Newman RJ Newman D A Thornton

Company secretary

AS Harrison

Registered office

Fernside Place
179 Queens Road
Weybridge
Surrey
KT13 0AH

Auditors

Cooper Parry Group Limited Broadwalk House
5th Floor
5 Appold St
London
EC2A 2AG

Newship Limited

Strategic Report for the Year Ended 31 December 2025

The directors present their strategic report for the year ended 31 December 2025.

Principal activity

The principal activity is that of a group holding company. The activities of the subsidiary companies are building and packaging products.

Fair review of the business

Turnover for the year was £192.0.million, which was lower compared to the previous year. The operating profit before interest charges was £15.4 million and, after interest income of £1.3 million and interest charged of £0.4m, the profit before taxation was £16.4 million. After tax the profit was £12.0 million.

On the 1st January 2025 the group acquired 100% of the voting rights of Newhip Developments Ltd, the company is focused on the development of residential properties, the company generated £1.3 million of revenue in the year.

On the 31st October 2025 the group acquired 100% of the voting rights of the Campbell & Tate Group, a UK based plastic packaging manufacturer specialising in injection moulding, blow moulding, product design, development and prototyping. In the two months to December 2025 the group generated £1.1 million of turnover.

The company paid a dividend in respect of 2024 of £67.84. The dividend was not provided for within the prior year's accounts.

Packaging Division - Beatson Clark Ltd
Turnover for the year ended 31 December 2025 was £77.7 million, a decrease compared to the previous year. The profit before taxation amounted to £8.3 million (2024: £9.5 million). Despite challenges in the market, management remain cautiously positive regarding the future prospects. Key to the company's future success is the ongoing significant investment in the Rotherham facility.

Pont Packaging
The Pont group of businesses generated turnover of £112.9 million, an increase of 18.2% compared to the previous year allowing for exchange variances. Management continue to seek out and invest in profitable new projects and markets.

Lewis & Towers Ltd
Turnover for the year was £42.6 million, a small decrease compared to last year which allowed the company to generate a small profit.

Johnsen & Jorgensen Ltd
Turnover for the year was £5.0 million and the company traded successfully in the year.

Glass Container Decorating Services UK Ltd
Turnover for the year was £2.4 million and the company traded successfully generating a small profit.

Campbell & Tate Group
Turnover in the two months to December was £1.1 million, the company is integrating well into the group.

Newship Limited

Strategic Report for the Year Ended 31 December 2025

Building Division - Rollalong Ltd
Turnover for the year was £8.2 million, reflecting very difficult conditions in the UK construction sector. As a result Rollalong recorded a loss for the year. Nevertheless the company continues to invest heavily in product development and takes its obligation to comply with regulatory changes very seriously. Management remains optimistic about the company's prospects, both in its existing markets and new potential markets, backed by Rollalong's market leading reputation for quality and safety.

Newship Developments Ltd
Turnover for the year was £1.3 million, trading conditions are challenging with little confidence in the domestic housing market. The directors remain confident that conditions will improve and the market confidence returns.

James Gibbons Format Ltd
Turnover for the year ended 31 December 2025 was £2.6 million. Trading conditions remained challenging, but careful cost management allowed the business to generate a small profit in the year.

The group's key financial and other performance indicators during the year were as follows:

Financial KPIs	Unit	2025	2024
Sales Value	£'000	192,042	201,653
Gross Profit	£'000	52,745	57,786
Inventory	£'000	40,760	33,047

Principal risks and uncertainties

The Board consider the following to be the principal risks and uncertainties facing the business.

Energy costs – prices are monitored on a daily basis and forward contracts negotiated where appropriate with key suppliers.

Pension funding – the group maintains four defined benefit pension schemes, all of which are now closed to new entrants. All of these schemes have also been closed to future accrual. The liabilities can be very sensitive to changes in the assumptions, however, following the purchase of buy-in policys, any change to the liabilities due to changes in assumptions will be matched by an equal and offsetting change in the value of the Scheme’s assets.

Insurance – the group endeavours to maintain adequate insurance levels for all appropriate insurable risks.

Major disruption / disaster – business continuity planning is reviewed regularly.

Competitive risk - the group is exposed to competitive risk in the markets in which it operates. The group constantly monitors prices and undertakes regular market research to mitigate these risks.

Regulatory changes - the group monitors forthcoming and current legislation and ensures compliance.

Section 172(1) statement

The directors are constantly making decisions that impact the business and its stakeholders. Part of the process is the assessment of the probable impact that their decisions have for both the short and medium to long term and how they may affect the wider group of stakeholders. Choices are balanced to ensure the continued viability of not only the company but the individual elements that make up the whole group.

Newship Limited

Strategic Report for the Year Ended 31 December 2025

Fundamental to the success of our businesses is the engagement of our employees and we are focusing our efforts on putting engagement at the heart of our strategy. We have invested in improving our organisational capabilities, hiring talent to ensure we fulfil our potential. We are also conscious of the diversity position across our employee base. We continue to develop the diversity of our team through our internal development and recruitment processes. We pay employees equally for equal roles. We remain committed to promoting apprenticeship schemes throughout the organisation, championing young talent and nurturing our experts of the future.

We strive to always act with integrity, transparency and professionalism. We look to do the right thing by our people, customers, suppliers and for our local communities to ensure our actions have a positive impact on society and the environment. Our sites are engaged in activities to take steps to support the local communities in which we operate. As an organisation, we hold ourselves to high ethical and business standards.

We strive to ensure that where we can we reduce our impact on both our neighbours and also the environment as a whole. We have tried where possible to concentrate our warehousing close to our production facility to reduce the movement of product and also the number of daily vehicle movements on the site and also across the wider area.

We strive to achieve the highest standards in all aspects of the business. Our aim is to project a professional persona delivering above and beyond expectations.

We are committed to employment policies that provide and promote equal employment opportunities for all our employees and applicants, and to maintaining a workplace that ensures tolerance, respect and dignity for all staff. No employee, applicant, contractor or temporary worker should be treated less favourably, victimised or harassed on the grounds of disability, sex, marital or civil partnership status, race, nationality, colour, ethnicity, religion or similar philosophical belief, sexual orientation, age or any distinction other than merit.

We continually review our procedures and our actions to proactively improve the way we do business and interact with all our stakeholders. We remain committed to the ethos of treating others in the manner and a way we would wish to be treated ourselves.

Engagement with employees

Fundamental to the success of our businesses is the engagement of our employees and we are focusing our efforts on putting engagement at the heart of our strategy. We have invested in improving our organisational capabilities, hiring talent to ensure we fulfil our potential. We are also conscious of the diversity position across our employee base. We continue to develop the diversity of our team through our internal development and recruitment processes. We pay employees equally for equal roles. We remain committed to promoting apprenticeship schemes throughout the organisation, championing young talent and nurturing our experts of the future.

Engagement with suppliers, customers and other relationships

We strive to always act with integrity, transparency and professionalism. We look to do the right thing by our people, customers, suppliers and for our local communities to ensure our actions have a positive impact on society and the environment. Our sites are engaged in activities to take steps to support the local communities in which we operate. As an organisation, we hold ourselves to high ethical and business standards.

Approved and authorised by the Board on 31 March 2026 and signed on its behalf by:

.........................................
RJ Newman
Director

Newship Limited

Directors' Report for the Year Ended 31 December 2025

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

Directors of the group

The directors who held office during the year were as follows:

J W Newman

RJ Newman

D A Thornton

Objectives and policies

Financial risk management objectives and policies

Financial risk - the group uses vanilla financial instruments to help manage liquidity, foreign currency and working capital risks. These include overdrafts, cash and other liquid resources and various other items such as trade debtors and creditors that arise directly from its operations. The main risks arising from the group's financial instruments are interest rate risk, liquidity risk and currency risk. The directors review and agree policies for managing each of these risks and they are summarised below.

Interest rate risk - the group finances its operation through a mixture of retained profits, bank overdrafts and borrowing from related parties. The group's exposure to interest rate fluctuations on its borrowings is managed by the use of both fixed and floating facilities.

Liquidity risk - the group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest any cash assets safely and profitably. Short term flexibility is achieved by overdraft facilities. Debt is structured so repayments can be made out of cash generated through operations.

Currency risk - the group is exposed to transaction foreign exchange risk. These exposures including those associated with forecast transactions are hedged when known using forward currency contracts. Whilst the aim is to achieve an economic hedge the company does not adopt an accounting policy of hedge accounting for these financial statements.

Environmental matters

Streamlined Energy & Carbon Reporting (SECR).

Under The Companies (Directors’ Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018, together with the accompanying government guidance ‘Environmental Reporting Guidelines: Including streamlined energy and carbon reporting guidance March 2019’, the company is entitled to take exemption from reporting on its energy consumption.

This information is instead reported at consolidated level in the financial statements of the company’s ultimate parent, Newship Group Limited.

Newship Limited

Directors' Report for the Year Ended 31 December 2025

Employee involvement

The group has continued its practice of keeping employees informed of matters affecting them as employees and the financial and economic factors affecting the performance of the group.

The directors recognise the importance of employee involvement throughout the group which is fostered by the development of communications through the normal group reporting procedures.

Employment of disabled persons

The group gives equal opportunities to disabled persons wherever possible both in recruitment and career development.

Future developments

Packaging
The difficult global economic situation is expected to continue to present challenges and opportunities for all of the packaging division companies in the coming year. The key to future success for the division lies in its ongoing commitment to product innovation. However the timing of orders remains unpredictable.

Building
Rollalong Ltd expects to further diversify into new markets to grow its portfolio of clients. James Gibbons Format Ltd remains committed to growth in both its UK and its export markets. Newship Developments Ltd is actively considering future development opportunities and remains committed to building high quality homes that delight our customers.

Research and development

The group places a strong emphasis on research and development which is needed to expand the scope of the products and manufacturing facilities and techniques required to meet the changing demands of the customers and the markets which it serves.

Directors' liabilities

Internal control and risk assessment
The directors have responsibility for the systems of internal control and risk management. These processes are designed to manage rather than eliminate risk of failure to achieve the group’s objectives. The company utilises the group’s operating procedures including a comprehensive system for reporting financial and non-financial information to the directors. This includes management accounts, business plans and budgets. Regular meetings are held by the directors which include focusing on any new risks.

Newship Limited

Directors' Report for the Year Ended 31 December 2025

Dividends

The directors paid an interim dividend of £124.57 per share for the current financial period and a final dividend for the prior period of £67.84 (2024: £20.00 per share).

Disclosure of information to the auditor

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.

Reappointment of auditor

In accordance with section 485 of the Companies Act 2006, a resolution for the re-appointment of Cooper Parry Group Limited as auditors of the company is to be proposed at the forthcoming Annual General Meeting.

Approved and authorised by the Board on 31 March 2026 and signed on its behalf by:

RJ Newman
Director

Newship Limited

Statement of Directors' Responsibilities

The directors are responsible for preparing the Strategic Report, 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 group and the company and of the profit or loss of the group and company for that period. In preparing these financial statements, the directors are required to:

•	select suitable accounting policies and 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; and
•	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Newship Limited

Independent Auditor's Report to the Members of Newship Limited

Opinion

We have audited the financial statements of Newship Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025, which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

•	give a true and fair view of the state of the group's and the parent company's affairs as at 31 December 2025 and of the group's 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 auditor responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 director's 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 original financial statements were authorised for issue.

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

Other information

The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

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.

Newship Limited

Independent Auditor's Report to the Members of Newship Limited

Opinion on other matter 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

•	the Strategic Report and 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 our 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 and 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:

•	adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
•	the parent company financial statements are not in agreement with the accounting records and returns; or
•	certain disclosures of directors' remuneration specified by law are not made; or
•	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page 8, 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 group’s and the parent 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 group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor 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.

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 acts by the company that were contrary to applicable laws and regulations, including fraud. We discussed with the Directors the policies and procedures in place regarding compliance with laws and regulations. We discussed amongst the audit team the identified laws and regulations, and remained alert to any indications of non-compliance.

Newship Limited

Independent Auditor's Report to the Members of Newship Limited

During the audit we focussed on laws and regulations which could reasonably be expected to give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation.

Our procedures in relation to fraud included but were not limited to: inquires of management whether they have any knowledge of any actual, suspected or alleged fraud, and discussions amongst the audit team regarding risk of fraud such as opportunities for fraudulent manipulation of financial statements. We determined that the principal risks related to posting manual journal entries to manipulate financial performance and management bias through judgements in accounting estimates. We also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.

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.

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 auditor's report.

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.

......................................
Paul Hodgett BA (Hons) FCA (Senior Statutory Auditor)
For and on behalf of Cooper Parry Group Limited, Statutory Auditor
Broadwalk House
5th Floor
5 Appold St
London
EC2A 2AG

9 April 2026

Newship Limited

Consolidated Profit and Loss Account for the Year Ended 31 December 2025

	Note	2025 £ 000	2024 £ 000
Turnover	3	192,042	201,653
Cost of sales		(138,995)	(143,867)
Gross profit		53,047	57,786
Distribution costs		(23,995)	(21,680)
Administrative expenses		(14,708)	(16,373)
Other operating income		1,391	3,709
Operating profit	4	15,735	23,442
Other interest receivable and similar income	6	1,363	1,433
Interest payable and similar expenses	7	(398)	(382)
		965	1,051
Profit before tax		16,700	24,493
Tax on profit	11	(4,427)	(7,280)
Profit for the financial year		12,273	17,213
Profit/(loss) attributable to:
Owners of the company		12,273	17,213

Newship Limited

Consolidated Statement of Comprehensive Income for the Year Ended 31 December 2025

	2025 £ 000	2024 £ 000
Profit for the year	12,273	17,213
Foreign currency translation gains/(losses)	577	(729)
Total comprehensive income for the year	12,850	16,484
Total comprehensive income attributable to:
Owners of the company	12,850	16,484

Newship Limited

(Registration number: 4151389)
Consolidated Balance Sheet as at 31 December 2025

	Note	2025 £ 000	2024 £ 000
Fixed assets
Goodwill	12	1,589	-
		1,589	-
Tangible assets	13	42,516	40,348
Investment property	14	1,044	1,044
		43,560	41,392
Current assets
Stocks	16	41,062	33,047
Debtors	17	56,445	62,317
Cash at bank and in hand	18	41,501	51,994
		139,008	147,358
Creditors: Amounts falling due within one year	19	(40,532)	(46,748)
Net current assets		98,476	100,610
Total assets less current liabilities		143,625	142,002
Provisions for liabilities	20	(710)	(353)
Net assets		142,915	141,649
Capital and reserves
Called up share capital	22	6,021	6,021
Share premium reserve	23	2,865	2,865
Capital redemption reserve	23	16	16
Revaluation reserve	23	5,427	5,427
Other reserves	23	2,570	2,570
Retained earnings	23	126,016	124,750
Equity attributable to owners of the company		142,915	141,649
Shareholders' funds		142,915	141,649

Approved and authorised by the Board on 31 March 2026 and signed on its behalf by:

RJ Newman
Director

Newship Limited

(Registration number: 4151389)
Company Balance Sheet as at 31 December 2025

	Note	2025 £ 000	2024 £ 000
Fixed assets
Tangible assets	13	9,143	9,237
Investments	15	13,253	4,082
		22,396	13,319
Current assets
Debtors	17	40,537	36,901
Cash at bank and in hand	18	7,029	9,041
		47,566	45,942
Creditors: Amounts falling due within one year	19	(54,361)	(44,316)
Net current (liabilities)/assets		(6,795)	1,626
Net assets		15,601	14,945
Capital and reserves
Called up share capital	22	6,021	6,021
Share premium reserve		2,865	2,865
Capital redemption reserve		16	16
Other reserves		841	841
Retained earnings		5,858	5,202
Shareholders' funds		15,601	14,945

Approved and authorised by the Board on 31 March 2026 and signed on its behalf by:

RJ Newman
Director

The company's profit for the year was £12,240,000 (2024: £1,933,000) and total comprehensive income was £656,000 (2024: £729,000).

Newship Limited

Consolidated Statement of Cash Flows for the Year Ended 31 December 2025

		2025	2024
	Note	£ 000	£ 000
Cash flows from operating activities
Profit for the year		11,971	17,213
Adjustments to cash flows from non-cash items
Depreciation	4	7,290	7,530
Goodwill amortisation		-	-
(Profit)/loss on disposal of tangible fixed assets		(4)	(57)
Finance income	6	(1,363)	(1,433)
Finance costs	7	398	382
Income tax expense	11	4,427	7,280
		22,719	30,915
Working capital adjustments
(Increase) in stocks	16	(7,713)	(2,287)
(Increase) in trade and other debtors	17	5,423	(3,841)
Increase in trade and other creditors	19	(4,365)	1,597
(Decrease) in deferred income, including government grants	19	-	(139)
Cash generated from operations		16,064	26,245
Income taxes paid	11	(4,602)	(7,324)
Cash flows from investing activities		11,462	18,921
Interest received	6	1,363	1,433
Acquisition of investments in subsidiary undertakings		(9,171)	-
Acquisitions of tangible assets	13	(5,614)	(6,762)
Cash received as part of acquisition		3,200	-
Proceeds from sale of tangible assets		5	104
Net cash flows from investing activities		(10,217)	(5,225)
Cash flows from financing activities
Interest paid	7	(398)	(382)
Dividends paid		(11,584)	(1,204)
Repayment of borrowings		-	-
Net cash used in financing activities		(11,982)	(1,586)
Net increase in cash and cash equivalents		(10,737)	12,110

Newship Limited

Consolidated Statement of Cash Flows for the Year Ended 31 December 2025


		2025	2024
	Note	£ 000	£ 000
Net increase/(decrease) in cash and cash equivalents		(10,737)	12,110
Effect of foreign exchange rates		244	(251)
		(10,493)	11,859
Cash and bank overdrafts at 1st January		51,994	40,135
Cash and bank overdrafts at 31 December	18	41,501	51,994
Relating to :-
Bank balances and short term deposits including 'Cash at bank and in hand'		41,501	51,994
	18	41,501	51,994


Reconciliation of net cash flow to movement in net debt
		2025	2024
		£ 000	£ 000
Increase/(decrease) in cash		(10,737)	12,110
Cash outflows from repayment of loans		-	-
Change in net debt resulting from cash flows		(10,737)	12,110
Exchange differences		244	(251)
Movement in net debt		(10,493)	11,859
Net cash 1 January		51,994	40,135
Net cash at 31 December	24	41,501	51,994

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

1	General information

The company is incorporated and domiciled in England and Wales.

The address of its registered office and principal place of business is:
Fernside Place
179 Queens Road
Weybridge
Surrey
KT13 0AH
United Kingdom

These financial statements were authorised for issue by the Board on 31 March 2026.

The principal activity of the company during the year was that of a group holding company. The activities of the subsidiary companies are building and packaging products.

2	Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Summary of disclosure exemptions - company
The company has taken advantage of the exemption from disclosing the following information, as permitted by
the reduced disclosure regime within FRS 102:

• Section 7 ‘Statement of Cash Flows’ - Presentation of a Statement of Cash Flow and related notes and disclosures.
• Section 33 ‘Related Party Disclosures’ - Compensation for key management personnel.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.

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, including the provisions of the Large and Medium-sized Companies (Accounts and Reports) Regulations 2008, and under the historical cost convention, modified to include investment properties and certain financial instruments at fair value.

Basis of consolidation

The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December 2025.

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

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

The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.

The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.

Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.

Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.

Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.

Company statement of comprehensive income
As permitted by s408 Companies Act, the company has not presented it's own statement of comprehensive income.
The company's profit and total comprehensive income for the year were £12,240,000 (2024: £1,933,000) and £656,000 (2024: £729,000), respectively.

Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group and company have adequate resources to continue in operational existence for the foreseeable future, being a period of at least 12 months from time of approval. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Judgements

Critical accounting estimates and areas of judgement

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

Valuation of investment properties
The key accounting estimate in preparing these financial statements relates to the carrying value of the property which is stated at fair value. The company uses reports provided by Chartered Surveyors employed by the group’s in-house management company as a basis for determining the directors’ estimation of the fair value of the properties. However, the valuation of the company’s property is inherently subjective, as it is made on the basis of valuation assumptions which may in future not prove to be accurate.

Long term contracts
The group undertakes long term contracts which extend over reporting dates. The group makes estimates and assumptions as to the stage of completion of each contract. The contract is separated into clearly identifiable elements, usually on a building by building basis. Each individual element is measured and estimates of the stage of completion are calculated based on known costs and time to complete the project.

Pension scheme
Significant impacts arise within the financial statements as a result of the changes in the assumptions in respect of the valuation of the pension scheme. In order to obtain a fair valuation, the directors take advice from external actuaries as to the assumptions to be used taking account of market data and conditions at the year end. The liabilities can be very sensitive to changes in the assumptions. However, following the purchase of the buy-in policy, any change to the liabilities due to changes in assumptions will be matched by an equal and offsetting change in the value of the Scheme’s assets.

Deferred taxation
Deferred tax assets and liabilities are assessed on the basis of assumptions regarding the future, the likelihood that assets will be realised and liabilities will be settled, and estimates as to the timing of those future events and as to the future tax rates that will be applicable.

Leases
In categorising leases as finance leases or operating leases, management makes judgements as to whether significant risks and rewards of ownership have transferred to the group as lessee, or the lessee, where the group is a lessor.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the group’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the group.

The group recognises revenue when: the amount of revenue can be reliably measured; it is probable that future economic benefits will flow to the entity; and specific criteria have been met for each of the group's activities.

Rental income

Rental income from operating leases is recognised on a straight-line basis over the term of the lease. The aggregate cost of incentives provided to lessees is recognised as a reduction of rental income over the lease term on a straight-line basis.

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

Contract revenue recognition

Long term contracts
The attributable profit on long-term contracts is recognised once their outcome can be assessed with reasonable certainty. The profit recognised reflects the proportion of work completed to date on the project.

Costs associated with long-term contracts are included in stock or amounts recoverable on contracts to the extent that they cannot be matched with contract work accounted for as turnover. Long-term contract balances included in stocks are stated at cost, after provision has been made for any foreseeable losses and the deduction of applicable payments on account.

Full provision is made for losses on all contracts in the year in which the loss is first foreseen.

Government grants

Government grants in respect of capital expenditure are credited to a deferred income account and are released to profit over the expected useful lives of the relevant assets by equal annual instalments. Grants of a revenue nature are credited to income so as to match them with the expenditure to which they relate.

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the initial transaction dates.

The financial statements of overseas subsidiary undertakings are translated at the balance sheet date. The exchange differences arising on the retranslation of opening net assets are taken directly to reserves. All other translation differences are taken to the profit and loss account with the exception of differences on foreign currency borrowings to the extent that they are used to finance or provide a hedge against group equity investments in foreign enterprises. Tax charges and credits attributable to exchange difference on the net investment in these enterprises. Tax charges and credits attributable to exchange differences on those borrowings are also taken to reserves.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Tax

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

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

Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements and on unused tax losses or tax credits in the group. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

The carrying amounts of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class	Depreciation method and rate
Freehold buildings	Straight line over 20 to 50 years
Fixtures and fittings	Straight line over 4 to10 years
Plant & machinery	Straight line over 2 to 25 years on cost according to asset type

The group as lessee - operating leases

All leases are operating leases and annual rents are charged to profit and loss on a straight line basis over the lease term.

The group as lessor - operating leases

Rental income from assets leased under operating leases recognised on a straight line basis over the term of the lease. Rent free periods or other incentives given to the lessee are accounted for as a reduction to the rental income and recognised on a straight line basis over the lease term.

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Goodwill

Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class	Amortisation method and rate
Goodwill	Straight line over 4 years

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

Investment property

Initial recognition
Included at cost of purchased investment property and directly attributable expenditure.

Subsequent measurement
Where fair value can be measured reliably without undue cost or effort the property shall be measured at fair value. Changes in fair value are recognised in profit or loss.

Investments

Company
In the separate accounts of the company, interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

Interests in subsidiaries, associates and jointly controlled entities are assessed for impairment at each reporting date. Any impairments losses or reversals of impairment losses are recognised immediately in profit or loss.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.

The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.

Cash and cash equivalents

Cash and cash equivalents comprise cash in hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Financial instruments

Classification
Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments.

Recognition and measurement
An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the group is presented as a liability in the balance sheet. The corresponding dividends relating to the liability component are charged as an interest expense in the profit and loss account.

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

Financial assets

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the receivables.

Financial liabilities and equity

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar expenses.

Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

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

Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation.

Lease payments are apportioned between finance costs in the profit and loss account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

Defined benefit pension obligation

The group has four defined benefit schemes, all of which are closed to future accrual.

Net interest on the net defined benefit liability comprises the interest cost on the defined benefit obligation and interest income on the plan assets, calculated by multiplying the fair value of the plan assets at the beginning of the period by the rate used to discount the benefit obligations. The net interest is recognised in the profit and loss account.

Gains and losses arising from changes in actuarial assumptions and the difference between the interest income on the plan assets and the return on the plan assets are recognised in other comprehensive income.

The defined benefit schemes are funded, with the assets held separately from the group in separate trustee-administered funds. Full actuarial valuations, by a professionally qualified actuary, are obtained at least every three years, and updated to reflect current conditions at each balance sheet date. The pension scheme assets are measured at fair value. The pension scheme liabilities are measured using the projected credit unit method and discounted at the current rate of return on a high quality corporate bond of equivalent term and currency, for three of the four group schemes, the fourth scheme assets and liabilities are measured based on an estimate made by management. This estimate is based on the triennial funding assessments performed by a qualified actuary for the benefit of the trustees of the scheme and takes into account actual performance experience of the other defined benefit pension schemes operated by the wider Newship group. A pension scheme liability is recognised to the extent that the group has a legal or constructive obligation to settle the liability and as asset recognised where the group has a right to recover monies from the scheme, and there is no likelihood of having to repay those monies.

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

3

Revenue

The analysis of the group's Turnover for the year from continuing operations is as follows:

	2025 £ 000	2024 £ 000
Sale of goods	182,217	171,989
Rendering of services	9,757	29,625
Operating lease income	68	39
	192,042	201,653

The analysis of the group's turnover for the year by class of business is as follows:

	2025 £ 000	2024 £ 000
Packaging	179,632	169,329
Building	12,342	32,285
Lease income	68	39
	192,042	201,653

The analysis of the group's turnover for the year by market is as follows:

	2025 £ 000	2024 £ 000
UK	96,244	114,514
Europe	91,975	83,705
Rest of world	3,823	3,434
	192,042	201,653

4	Operating profit

Arrived at after charging/(crediting)

	2025 £ 000	2024 £ 000
Depreciation expense	7,290	7,530
Research and development cost	58	87
Political donations	-	10
Operating lease expense - property	777	815
Operating lease expense - plant and machinery	272	333
Profit on disposal of property, plant and equipment	(4)	(57)

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

5	Government grants

The group has benefited from the receipt of capital investment grants. Grant income is the unwinding of a regional development grant received by the group towards the rebuilding one of the furnaces. The income is being recognised over the life of the furnace. Grants of an revenue nature have been credited to income so as they match the expenditure to which they relate.
The amount of grants recognised in the financial statements was £Nil (2024 - £139,000).

6	Other interest receivable and similar income

	2025 £ 000	2024 £ 000
Interest income on bank deposits	1,363	1,433

7	Interest payable and similar expenses

	2025 £ 000	2024 £ 000
Interest on bank overdrafts and borrowings	20	4
Interest expense on other finance liabilities	378	378
	398	382

8	Staff costs

The aggregate payroll costs (including directors' remuneration) were as follows:

Group

	2025 £ 000	2024 £ 000
Wages and salaries	29,215	29,595
Social security costs	4,268	3,998
Pension costs, defined contribution scheme	745	586
	34,228	34,179

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

Company
	2025	2024
	£ 000	£ 000
Wages and salaries	691	871
Social security costs	97	117
Pension costs, defined contribution scheme	9	8
	797	996

The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:

Group

	2025 No.	2024 No.
Production	416	438
Administration and support	76	85
Sales, marketing and distribution	154	149
	646	672

Company
	2025	2024
	No.	No.
Administration and support	3	3

9	Directors' remuneration

The directors' remuneration for the year was as follows:

	2025 £ 000	2024 £ 000
Remuneration	692	901

In respect of the highest paid director:

	2025 £ 000	2024 £ 000
Remuneration	692	901

10	Auditors' remuneration

	2025 £ 000	2024 £ 000
Payable to auditors of consolidation and UK subsidiaries	154	113

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

11

Taxation

Tax charged/(credited) in the consolidated profit and loss account

	2025 £ 000	2024 £ 000
Current taxation
UK corporation tax	939	4,301
Foreign tax	3,532	2,750
Total current income tax	4,471	7,051
Deferred taxation
Arising from origination and reversal of timing differences	37	364
Arising from changes in tax rates and laws	(81)	(135)
Total deferred taxation	(44)	229
Tax expense in the income statement	4,427	7,280

The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2024 - higher than the standard rate of corporation tax in the UK) of 25% (2024 - 25%).

The differences are reconciled below:

	2025 £ 000	2024 £ 000
Profit before tax	16,700	24,493
Corporation tax at standard rate	4,175	6,123
Effect of expense not deductible in determining taxable profit (tax loss)	96	-
Effect of foreign tax rates	441	434
UK deferred tax expense relating to changes in tax rates or laws	91	364
Tax increase from effect of capital allowances and depreciation	406	427
Tax decrease from effect of adjustment in research and development tax credit	(782)	(68)
Total tax charge	4,427	7,280

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

Deferred tax

Group

Deferred tax assets and liabilities

2025	Asset £ 000	Liability £ 000
Difference between depreciation and capital allowances	-	23
Tax on fair value property plant and equipment	-	802
Tax losses carried forward	69	-
	69	825

2024	Asset £ 000	Liability £ 000
Difference between depreciation and capital allowances	-	23
Tax on fair value property plant and equipment	-	399
Tax losses carried forward	69	-
	69	422

12	Intangible assets

Group

	Goodwill £ 000
Cost or valuation
At 1 January 2025	-
Additions acquired separately	1,589
At 31 December 2025	1,589
Amortisation
Carrying amount
At 31 December 2025	1,589
At 31 December 2024	-

The amortisation of goodwill is included within administrative expenses.

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

13	Tangible assets

Group

	Land and buildings £ 000	Other property, plant and equipment £ 000	Total £ 000
Cost or valuation
At 1 January 2025	33,149	77,193	110,342
Foreign exchange movements	325	467	792
Additions	320	5,294	5,614
Acquired through business combinations	2,300	1,226	3,526
Disposals	(38)	(2,776)	(2,814)
At 31 December 2025	36,056	81,404	117,460
Depreciation
At 1 January 2025	6,792	63,200	69,992
Foreign exchange movements	95	379	474
Charge for the year	682	6,609	7,291
Eliminated on disposal	(38)	(2,775)	(2,813)
At 31 December 2025	7,531	67,413	74,944
Carrying amount
At 31 December 2025	28,525	13,991	42,516
At 31 December 2024	26,357	13,991	40,348

Fixtures and fittings, relating to leasehold improvements, held in a subsidiary company, which relate to freehold land and buildings held within the parent company have been transferred to land and buildings.

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

Company

Land and buildings
£ 000

Other tangible assets
£ 000

Total
£ 000

Cost or valuation

At 1 January 2025

9,660

31

9,691

Additions

-

1

1

At 31 December 2025

9,660

32

9,692

Depreciation

At 1 January 2025

430

24

454

Charge for the year

92

3

95

At 31 December 2025

522

27

549

Carrying amount

At 31 December 2025

9,138

5

9,143

At 31 December 2024

9,230

7

9,237

14

Investment properties

Group

	2025 £ 000
At 1 January	1,044
At 31 December	1,044

The investment property comprised freehold land and buildings.
The directors have reviewed the carrying value of the investment property and feel that it is being held at a fair value.

There has been no valuation of investment property by an independent valuer.

15	Investments

Company

	2025 £ 000	2024 £ 000
Investments in subsidiaries	13,253	4,082

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

Subsidiaries	£ 000
Cost
At 1 January 2025	4,360
Additions	9,171
At 31 December 2025	13,531
Provision
At 1 January and 31 December 2024	278
Carrying amount
At 31 December 2025	13,253
At 31 December 2024	4,082

Details of undertakings

Details of the investments in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking	Registered office	Holding	Proportion of voting rights and shares held
			2025	2024
Subsidiary undertakings
Beatson Clark Ltd	England and Wales	Ordinary	100%	100%
Lewis & Towers Ltd	England and Wales	Ordinary	100%	100%
Rollalong Holdings Ltd	England and Wales	Ordinary	100%	100%
Rollalong Ltd	England and Wales	Ordinary	100%	100%
Relocatable Homes Ltd	England and Wales	Ordinary	100%	100%
Pont Packaging BV	Netherlands	Ordinary	100%	100%
Pont Packaging GmbH	Germany	Ordinary	100%	100%
Pont Emballage SAS	France	Ordinary	100%	100%
Pont Packaging Ltd	England and Wales	Ordinary	100%	100%
Johnsen & Jorgensen Ltd	England and Wales	Ordinary	100%	100%
Pont Europe Ltd	England and Wales	Ordinary	100%	100%
James Gibbons Format Ltd	England and Wales	Ordinary	100%	100%
Beatson Clark (Trustees) Ltd	England and Wales	Ordinary	100%	100%

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

Undertaking	Registered office	Holding	Proportion of voting rights and shares held
Newship Distribution Ltd	England and Wales	Ordinary	100%	100%
Newship Industries Ltd	England and Wales	Ordinary	100%	100%
Newship Investments Ltd	England and Wales	Ordinary	100%	100%
Glass Container Decorating Services UK Ltd	England & Wales	Ordinary	100%	100%
Newship Developments Ltd	England & Wales	Ordinary	100%	0%
Campbell & Tate Ltd	England & Wales	Ordinary	100%	0%
Coda Plastics Ltd	England & Wales	Ordinary	100%	0%
Qdos Location Facilities Ltd	England & Wales	Ordinary	100%	0%
Ringwood Homes Ltd	England & Wales	Ordinary	100%	100%

Subsidiary undertakings

Beatson Clark Ltd

The principal activity of Beatson Clark Ltd is the manufacture and distribution of hollow glass containers.

Lewis & Towers Ltd

The principal activity of Lewis & Towers Ltd is the manufacture and distribution of hollow glass containers.

Rollalong Holdings Ltd

The principal activity of Rollalong Holdings Ltd is that of an intermediate holding company.

Rollalong Ltd

The principal activity of Rollalong Ltd is the manufacture and installation of permanent modular buildings.

Relocatable Homes Ltd

The principal activity of Relocatable Homes Ltd is a dormant company.

Pont Packaging BV

The principal activity of Pont Packaging BV is the manufacture and distribution of packaging solutions.

Pont Packaging GmbH

The principal activity of Pont Packaging GmbH is the distribution of packaging containers.

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

Pont Emballage SAS

The principal activity of Pont Emballage SAS is the distribution of packaging containers.

Pont Packaging Ltd

The principal activity of Pont Packaging Ltd is the manufacture and distribution of packaging containers.

Johnsen & Jorgensen Ltd

The principal activity of Johnsen & Jorgensen Ltd is the operation of a recycling facility.

Pont Europe Ltd

The principal activity of Pont Europe Ltd is an intermediate holding company.

James Gibbons Format Ltd

The principal activity of James Gibbons Format Ltd is the manufacture and distribution of architectural ironmongery.

Beatson Clark (Trustees) Ltd

The principal activity of Beatson Clark (Trustees) Ltd is a dormant company.

Newship Distribution Ltd

The principal activity of Newship Distribution Ltd is a dormant company.

Newship Industries Ltd

The principal activity of Newship Industries Ltd is an intermediate holding company.

Newship Investments Ltd

The principal activity of Newship Investments Ltd is a dormant company.

Glass Container Decorating Services UK Ltd

The principal activity of Glass Container Decorating Services UK Ltd is the decoration of hollow glass containers.

Newship Developments Ltd

The principal activity of Newship Developments Ltd is the development of residential properties.

Campbell & Tate Ltd

The principal activity of Campbell & Tate Ltd is that of an intermediate holding company.

Coda Plastics Ltd

The principal activity of Coda Plastics Ltd is injection moulding, blow moulding, product design, development and prototyping.

Qdos Location Facilities Ltd

The principal activity of Qdos Location Facilities Ltd is a dormant company.

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

Ringwood Homes Ltd

The principal activity of Ringwood Homes Ltd is a dormant company.

Notes:
a) All companies are directly owned 100% except for Rollalong Ltd, Rollalong Properties Ltd, Newship Investments Ltd, Beatson Clark (Trustees) Ltd, Lewis & Towers Ltd, Johnsen & Jorgensen Ltd, Glass Container Decorating Services UK Ltd, Pont Packaging BV, Pont Emballage SAS, Pont Packaging Ltd, Pont Packaging GmbH, Newship Developments Ltd and Coda Plastics Ltd which are indirectly owned 100%.
b) Newship Industries Ltd, Pont Packaging Europe Ltd, Rollalong Holdings Ltd are exempt from the requirements to file audited accounts by virtue of section 479a of the Companies Act 2006. A statutory guarantee has been provided to Pont Europe Ltd and Rollalong Holdings Ltd by Newship Ltd, the ultimate controlling party.
c) Registered and operating addresses along with telephone numbers are shown on the Newship Limited website: www.newship.co.uk.
d)The dormant companies above are exempt from audit.

On the 1st January 2025 Newship Ltd purchased 100% of the share capital of Newship Developments Ltd. The fair value of Newship Developments assets and liabilities showed a deficit of £2,000.
In the period since acquisition the company has generated £1.3m of turnover and a loss of £0.4m.

On 31st October 2025 Newship Ltd acquired 100% of the share capital of Campbell & Tate Ltd for £9,171,000 cash. The fair value of the net assets purchased was £7,582,000, which included £3.5m of fixed assets including £2.3m of freehold property, £3.2m cash, £2.7m other assets including stock and trade debtors, there were liabilities of £1.9m. The purchase generated £1.6m of goodwill which will be amortised over the next four years.
In the two months to December 2025 the companies generated £1.1m of turnover and a loss of £0.1m.

16

Stocks

	Group		Company
	2025 £ 000	2024 £ 000	2025 £ 000	2024 £ 000
Raw materials and consumables	2,613	2,354	-	-
Work in progress	11,985	7,410	-	-
Finished goods and goods for resale	26,903	23,283	-	-
Other inventories	(439)	-	-	-
	41,062	33,047	-	-

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

17

Debtors

		Group		Company
Current	Note	2025 £ 000	2024 £ 000	2025 £ 000	2024 £ 000
Trade debtors		22,502	22,209	3	4
Gross amount due from customers for contract work		1,383	4,003	-	-
Amounts owed by related parties	27	9,049	9,069	21,843	14,105
Other debtors		19,109	22,945	18,689	22,764
Prepayments		4,402	3,642	2	28
Income tax asset	11	-	449	-	-
		56,445	62,317	40,537	36,901

18	Cash and cash equivalents

	Group		Company
	2025 £ 000	2024 £ 000	2025 £ 000	2024 £ 000
Cash at bank	41,501	51,994	7,029	9,041

19

Creditors

		Group		Company
	Note	2025 £ 000	2024 £ 000	2025 £ 000	2024 £ 000
Due within one year
Loans and borrowings		97	-	-	-
Trade creditors		15,801	14,198	108	61
Amounts due to related parties	27	12,288	12,353	53,901	43,006
Social security and other taxes		3,521	3,947	-	392
Other payables		1,785	3,134	319	470
Accruals		6,966	11,093	672	418
Income tax liability	11	74	2,023	(639)	(31)
		40,532	46,748	54,361	44,316

The bank overdrafts are secured by a fixed and floating charge over the assets of the individual companies.

Bank overdrafts are annual facilities, subject to review in December 2026 and are repayable on demand. The average interest rate on bank overdrafts was 6.0% (2024: 7.25%), based on Bank of England Base rate plus 2.5%.

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

20	Deferred tax and other provisions

Group

	Deferred tax £ 000	Total £ 000
At 1 January 2025	353	353
Increase (decrease) in existing provisions	(46)	(46)
Increase (decrease) through business combinations	403	403
At 31 December 2025	710	710

21	Pension and other schemes

Defined contribution pension scheme

The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £745,000 (2024 - £586,000).

Defined benefit pension schemes

Defined benefit pension schemes - group

The group operates four defined benefit pension schemes in the UK. The actuarial valuations were carried out in accordance with scheme requirements.
Three of the schemes' valuations have been updated to 31 December 2025 by qualified independent actuaries.

The fourth scheme has shown a surplus under the current reporting standards for more than five years. Under the standards the surplus is not disclosable on the balance sheet. The valuation of this scheme has not been formally updated, the pension scheme assets and liabilities are measured based on an estimate made by management. This estimate is based on the triennial funding assessments performed by a qualified actuary for the benefit of the trustees of the scheme and takes into account actual performance experience of the other defined benefit pension schemes operated by the wider Newship group. The directors have taken necessary steps to satisfy themselves that if the scheme valuation was updated it would still show a surplus.
Based on the performance of the other three schemes which have had their valuations updated, it is considered fair to assume that the fourth scheme would remain in surplus.

Reconciliation of scheme assets and liabilities to assets and liabilities recognised

The amounts recognised in the balance sheet are as follows:

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

	2025 £ 000	2024 £ 000
Fair value of scheme assets	105,454	116,604
Present value of defined benefit obligation	(86,774)	(90,962)
	18,680	25,642
Other amounts not recognised in the balance sheet	(18,680)	(25,642)
Defined benefit pension scheme surplus/(deficit)	-	-

Defined benefit obligation

Changes in the defined benefit obligation are as follows:

	2025 £ 000
Present value at start of year	90,962
Interest cost	4,566
Actuarial gains and losses	(1,223)
Benefits paid	(7,531)
Present value at end of year	86,774

Fair value of scheme assets

Changes in the fair value of scheme assets are as follows:

	2025 £ 000
Fair value at start of year	116,604
Interest income	4,566
Actuarial gains and losses	(8,185)
Benefits paid	(7,531)
Fair value at end of year	105,454

Analysis of assets

The major categories of scheme assets are as follows:

	2025 £ 000	2024 £ 000
Cash and cash equivalents	4,048	2,131
Equity instruments	306	1,354
Debt instruments	15,948	98,372
Purchased annuities	85,152	14,747
	105,454	116,604

Return on scheme assets

	2025 £ 000	2024 £ 000
Return on scheme assets	(3,619)	(2,872)

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

The pension scheme has not invested in any of the group's own financial instruments or in properties or other assets used by the group.

Principal actuarial assumptions

The principal actuarial assumptions at the balance sheet date are as follows:

	2025 %	2024 %
Discount rate	5	5
Future salary increases	3	3
Inflation	2	3

Post retirement mortality assumptions

	2025 Years	2024 Years
Current UK pensioners at retirement age - male	20	20
Future UK pensioners at retirement age - male	21	21

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

Defined benefit pension scheme - Company

James Gibbons Pension Scheme 1981

The company took on the role of principal employer for the James Gibbons Pension Scheme 1981. The scheme has two sections within it and both have an overall surplus. Under current reporting standards the surplus is not eligible for recognition.

The scheme also forms part of the consolidated pension schemes shown above.

Reconciliation of scheme assets and liabilities to assets and liabilities recognised

The amounts recognised in the balance sheet are as follows:

	2025 £ 000	2024 £ 000
Fair value of scheme assets	9,871	10,523
Present value of defined benefit obligation	(7,374)	(8,061)
	2,497	2,462
Other amounts not recognised in the balance sheet	(2,497)	(2,462)
Defined benefit pension scheme surplus/(deficit)	-	-

Defined benefit obligation

Changes in the defined benefit obligation are as follows:

	2025 £ 000
Present value at start of year	8,061
Interest cost	402
Actuarial gains and losses	(273)
Benefits paid	(816)
Present value at end of year	7,374

Fair value of scheme assets

Changes in the fair value of scheme assets are as follows:

	2025 £ 000
Fair value at start of year	10,523
Interest income	402
Actuarial gains and losses	(238)
Benefits paid	(816)
Fair value at end of year	9,871

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

Analysis of assets

The major categories of scheme assets are as follows:

	2025 £ 000	2024 £ 000
Cash and cash equivalents	790	767
Debt instruments	1,769	1,714
Purchased annuities	7,312	8,042
	9,871	10,523

Return on scheme assets

	2025 £ 000	2024 £ 000
Return on scheme assets	164	(685)

The pension scheme has not invested in any of the company's own financial instruments or in properties or other assets used by the company.

Principal actuarial assumptions

The principal actuarial assumptions at the balance sheet date are as follows:

	2025 %	2024 %
Discount rate	5.40	5.25
Future salary increases	2.80	3.30
Inflation	2.20	2.50

Post retirement mortality assumptions

	2025 Years	2024 Years
Current UK pensioners at retirement age - male	21	21
Future UK pensioners at retirement age - male	22	22

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

22	Share capital

Rights, preferences and restrictions

Ordinary shares have the following rights, preferences and restrictions:
The company‘s ordinary shares carry no right to fixed income. Each carries the right to one vote at general meetings of the company.

A Ordinary shares have the following rights, preferences and restrictions:
The company‘s A ordinary shares carry no right to fixed income. Each carries the right to one vote at general meetings of the company.

Allotted, called up and fully paid shares

	2025		2024
	No. 000	£ 000	No. 000	£ 000
Ordinary of £100 each	32	3,155	32	3,155
A Ordinary of £100 each	29	2,866	29	2,866
	60	6,021	60	6,021

23

Reserves

Group

Share premium

Share premium relates to the value over par which was paid for A Ordinary shares, when they were issued.

Capital redemption reserve

The reserve is the uncancelled share capital purchased by the company.

Other reserve

The reserve was established when Newship Limited, Beatson Clark Limited and James Gibbons Format Limited merged and the group acquired Rollalong Holdings Limited and James Gibbons Limited.

Profit and loss

The profit and loss account is made up of retained profits of the group.

Fair value

Cumulative impact of fair value adjustments to Property, Plant and Equipment.

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

Company

Share premium

Share premium relates to the value over par which was paid for A Ordinary shares, when they were issued.

Capital redemption reserve

The reserve is the uncancelled share capital purchased by the company.

Profit and loss

The profit and loss account is made up of accumulated losses and retained profits of the company.

Other reserve

The reserve was established when Newship Limited, Beatson Clark Limited and James Gibbons Format Limited merged.

24	Analysis of net debt

	At 1 January 2025	Cash Flow	Exchange movement	At 31 December 2025
	£'000	£'000	£'000	£'000
Cash at bank and in hand	51,995	(10,738)	244	41,501
Bank overdraft	-	-	-	-
	51,995	(10,738)	244	41,501
Debt due within one year	-	(97)	-	(97)
Debt due after more than one year	-	-	-	-
Net debt	51,995	(10,835)	244	41,404

Bank overdrafts are secured by a fixed and floating charge over the assets of the group.

Bank overdrafts are annual facilities, subject to review in July 2026 and are repayable on demand.

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

25	Obligations under leases

Group

Finance leases

The total of future minimum lease payments is as follows:

	2025 £ 000	2024 £ 000
Not later than one year	97	-

Operating leases

The total of future minimum lease payments is as follows:

	2025 £ 000	2024 £ 000
Not later than one year	1,358	901
Later than one year and not later than five years	602	1,078
	1,960	1,979

Operating leases - lessor

The total of future minimum lease payments is as follows:

	2025 £ 000	2024 £ 000
Not later than one year	65	70
Later than one year and not later than five years	-	10
	65	80

Total contingent rents recognised as income in the period are £41,000 (2024 : £96,000).

Company

Operating leases

The total of future minimum lease payments is as follows:

	2025 £ 000	2024 £ 000
Not later than one year	24	68
Later than one year and not later than five years	-	45
	24	113

The amount of non-cancellable operating lease payments recognised as an expense during the year was £50,000 (2024 - £64,000).

Operating leases - lessor

The total of future minimum lease payments is as follows:

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

	2025 £ 000	2024 £ 000
Not later than one year	252	847
Later than one year and not later than five years	861	7
	1,113	854

The leases are dated 2023 and 2025 and are for five and four year periods and do not have a break clause in them.

26	Commitments

Group

Capital commitments

The group is committed to make capital purchases in respect of the additional manufacturing facilities and plant and machinery.

The total amount contracted for but not provided in the financial statements was £3,939,000 (2024 : £2,842,000).

Other financial commitments

Currency forwards
The group enters into forward foreign currency contracts for the purchase of known currency positions. At the balance sheet date the fair value of these contracts is not materially different from cost.

27	Related party transactions

Group

Expenditure with and payables to related parties

2025	Other related parties £ 000
Purchase of goods	68
Personnel recharges	2,778
Leases	605
Interest on loan	378
	3,829
Amounts payable to related party	66

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

2024	Other related parties £ 000
Purchase of goods	41
Personnel recharges	2,486
Leases	582
Interest on loan	378
	3,487
Amounts payable to related party	149

At the year end a total net amount of £3,135,000 (2023: £2,788,000) was due to related parties. These balances are included within trade creditors and amounts due to related parties.

Newship Limited

Notes to the Financial Statements for the Year Ended 31 December 2025

Company

Expenditure with and payables to related parties

2025	Other related parties £ 000
Personnel recharges	2,778
Leases	50
Loan interest	378
Recharge of office costs	165
	3,371

2024	Other related parties £ 000
Personnel recharges	2,486
Leases	59
Loan interest	378
Recharge of office costs	165
	3,088

28	Parent and ultimate parent undertaking

The company's immediate parent is Newship Group Limited, incorporated in England & Wales.

The most senior parent entity producing publicly available financial statements is Newship Group Limited. These financial statements are available upon request from Fernside Place, 179 Queens Road, Weybridge, Surrey, KT13 0AH

The ultimate controlling party is J W Newman.

	Share capital £ 000	Share premium £ 000	Capital redemption reserve £ 000	Revaluation reserve £ 000	Other reserves £ 000	Profit and loss account £ 000	Total equity £ 000
At 1 January 2024	6,021	2,865	16	5,427	2,570	109,470	126,369
Profit for the year	-	-	-	-	-	17,213	17,213
Other comprehensive income	-	-	-	-	-	(729)	(729)
Total comprehensive income	-	-	-	-	-	16,484	16,484
Dividends	-	-	-	-	-	(1,204)	(1,204)
At 31 December 2024	6,021	2,865	16	5,427	2,570	124,750	141,649

	Land and buildings £ 000	Other tangible assets £ 000	Total £ 000
Cost or valuation
At 1 January 2025	9,660	31	9,691
Additions	-	1	1
At 31 December 2025	9,660	32	9,692
Depreciation
At 1 January 2025	430	24	454
Charge for the year	92	3	95
At 31 December 2025	522	27	549
Carrying amount
At 31 December 2025	9,138	5	9,143
At 31 December 2024	9,230	7	9,237