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Registered number: 05414030










ZIEHL-ABEGG UK LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

 
ZIEHL-ABEGG UK LIMITED
 
 
COMPANY INFORMATION


Directors
M Williams 
J Ley 




Registered number
05414030



Registered office
Unit C
Springfield Business Park

Sheepcotes

Chelmsford

Essex

CM2 5AS




Independent auditor
MHA

Building 4, Foundation Park

Roxborough Way

Maidenhead

Berkshire

SL6 3UD





 
ZIEHL-ABEGG UK LIMITED
 

CONTENTS



Page
Strategic Report
1 - 2
Directors' Report
3 - 4
Independent Auditor's Report
5 - 8
Statement of Comprehensive Income
9
Balance Sheet
10
Statement of Changes in Equity
11
Notes to the Financial Statements
12 - 24


 
ZIEHL-ABEGG UK LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

Introduction
 
The purpose of the business is to provide sales and marketing coverage for the UK and Ireland market of non-domestic cooling ventilation equipment and electronic drives, predominantly selling products manufactured by our German parent company. The strategy to achieve this involves geographically dispersed external sales managers, together with internal support.

Business review
 
The Company has performed satisfactorily during the year under challenging conditions with a further strengthening of the Balance Sheet position, prior to the payment of a dividend of £0.8m (2024 - £Nil). The results of the Company at the end of the reporting period were turnover at £31.9m (2024 - £25.4m) and earnings before interest and tax (EBIT) of £1.4m (2024 - £1.2m). The profit for the year, after taxation, amounted to £1.1m (2024 - £0.9m)

The Directors consider that the Company is well placed to deal with the ongoing uncertainties in the UK economy and that of its European partners and competitors. Continued investment in systems alongside the growing human resource and marketing strategies have had a significant mitigating impact on these uncertainties.

Principal risks and uncertainties
 
The Directors have reviewed the key risks to which te Company is exposed together with the operating and financial controls which are in place to mitigate those risks. The main risks are as follows:

Competition

The Directors consider that the Company can compete effectively in the current environment in its target market. The Company's ability to stabilise costs in a competitive environment will protect it against aggressive price reductions by competitors to gain market share. The Company will continue to compete on the basis of quality and service rather than price.

Bad debts

The uncertain economic climate continues to give rise to a higher than usual bad debt risk. The Directors seek to mitigate this by adherence to the Company's robust credit control procedures.

Foreign exchange

The Company is exposed to adverse exchange rate movements, particularly in the current political climate. The Directors seek to manage this as far as possible through the application of existing forex mitigation strategies. Although this is not an absolute guarantee, the risk can be effectively managed.

IT Security

The Directors attach high priority to managing the risks posed by IT security breaches, including a review of cybersecurity.

Page 1

 
ZIEHL-ABEGG UK LIMITED
 

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

Financial key performance indicators
 
The business maintains a strong management information function which focuses on regular and accurate reporting. The key performance indicators (KPls) monitored and reported monthly to the parent company include:

• Gross Margin:  2025 - 17.7% (2024 - 19.1%)

• Operating Margin: 2025 - 4.4% (2024 - 4.5%)

• Turnover to headcount: 2025 -  £0.9m (2024 - £0.7 m)

Other key performance indicators
 
The Directors also use non-financial performance indicators to monitor the performance of the business. The Company continues to monitor customer satisfaction, staff commitment and key supplier relationships throughout the year.

All processes and procedures within the Company are in compliance with the Human Rights Act.

Future developments

The Company continues to seek to expand its market share whilst maintaining margins and profitability.


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



M Williams
Director

Date: 16 March 2026

Page 2

 
ZIEHL-ABEGG UK LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

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

Results and dividends

The profit for the year, after taxation, amounted to £1,108,005 (2024 - £878,809).

Dividends of £769,954 (2024 - £Nil) were declared and paid during the year.

Directors

The directors who served during the year were:

M Williams 
J Ley (appointed 1 January 2025) 

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

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


select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Page 3

 
ZIEHL-ABEGG UK LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025


Disclosure of information to auditor

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

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

Auditor

The auditor, MHAwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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





M Williams
Director

Date: 16 March 2026

Page 4

 
ZIEHL-ABEGG UK LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ZIEHL-ABEGG UK LIMITED
 

Opinion


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


In our opinion the financial statements:


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


Basis for opinion


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


Conclusions relating to going concern


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


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


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


Page 5

 
ZIEHL-ABEGG UK LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ZIEHL-ABEGG UK LIMITED (CONTINUED)


Other information


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


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


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


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 3, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


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


Page 6

 
ZIEHL-ABEGG UK LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ZIEHL-ABEGG UK LIMITED (CONTINUED)


Auditor's responsibilities for the audit of the financial statements
 

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


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 procedures performed, and the extent to which they are capable of detecting irregularities, including fraud is detailed below:
Enquiry of management and those charged with governance around actual and potential litigation and    claims;
Enquiry of staff to identify any instances of non-compliance with laws and regulations;
Performing audit work over the risk of management override of controls, including testing of journal entries  and other adjustments for appropriateness, evaluating the business rationale of significant transactions    outside the normal course of business and reviewing accounting estimates for bias;
Reviewing minutes of meetings of those charges with governance; and
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance   with applicable laws and regulations.


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.


Page 7

 
ZIEHL-ABEGG UK LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ZIEHL-ABEGG UK LIMITED (CONTINUED)


Use of our report
 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an 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.





Dale Cadet ACA (Senior Statutory Auditor)
  
for and on behalf of
MHA
 
Building 4, Foundation Park
Roxborough Way
Maidenhead
Berkshire
SL6 3UD

Date:
 
MHA is the trading name of MHA Audit Services LLP, a limited liability partnership in England and Wales (registered number OC455542) 
16 March 2026
Page 8

 
ZIEHL-ABEGG UK LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025

2025
2024
Note
£
£

  

Turnover
 4 
31,851,915
25,396,447

Cost of sales
  
(26,229,072)
(20,550,009)

Gross profit
  
5,622,843
4,846,438

Administrative expenses
  
(4,242,454)
(3,723,349)

Other operating income
  
27,344
28,608

Operating profit
 5 
1,407,733
1,151,697

Interest receivable and similar income
 9 
78,272
21,612

Profit before tax
  
1,486,005
1,173,309

Tax on profit
 10 
(378,000)
(294,500)

Profit for the financial year
  
1,108,005
878,809

There was no other comprehensive income for 2025 (2024:£NIL).

The notes on pages 12 to 24 form part of these financial statements.

Page 9

 
ZIEHL-ABEGG UK LIMITED
REGISTERED NUMBER: 05414030

BALANCE SHEET
AS AT 31 DECEMBER 2025

2025
2024
Note
£
£

Fixed assets
  

Tangible assets
 11 
304,751
313,144

  
304,751
313,144

Current assets
  

Stocks
 12 
1,822,457
2,274,585

Debtors: amounts falling due within one year
 13 
8,051,670
6,686,814

Cash at bank and in hand
 14 
65,894
100,218

  
9,940,021
9,061,617

Creditors: amounts falling due within one year
 15 
(3,240,907)
(2,696,947)

Net current assets
  
 
 
6,699,114
 
 
6,364,670

Total assets less current liabilities
  
7,003,865
6,677,814

Provisions for liabilities
  

Deferred tax
 16 
(50,000)
(62,000)

  
 
 
(50,000)
 
 
(62,000)

Net assets
  
6,953,865
6,615,814


Capital and reserves
  

Called up share capital 
 17 
796,132
796,132

Profit and loss account
 18 
6,157,733
5,819,682

  
6,953,865
6,615,814


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




M Williams
Director

Date: 16 March 2026

The notes on pages 12 to 24 form part of these financial statements.

Page 10

 
ZIEHL-ABEGG UK LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2024
796,132
4,940,873
5,737,005



Profit for the year
-
878,809
878,809



At 1 January 2025
796,132
5,819,682
6,615,814



Profit for the year
-
1,108,005
1,108,005



Dividends paid
-
(769,954)
(769,954)


At 31 December 2025
796,132
6,157,733
6,953,865


The notes on pages 12 to 24 form part of these financial statements.

Page 11

 
ZIEHL-ABEGG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

1.


General information

Ziehl-Abegg UK Limited is a private company limited by shares, incorporated in England and Wales. The Company was incorporated on 5 April 2005 under company registration number 05414030. The registered office is Unit C, Springfield Business Park, Sheepcotes, Chelmsford, Essex, CM2 5AS.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

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

The following principal accounting policies have been applied:

 
2.2

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

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

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

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

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Comprehensive Income.

Page 12

 
ZIEHL-ABEGG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

  
2.3

Financial Reporting Standard 102 - reduced disclosure exemption

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
 
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 33 Related Party Disclosures paragraph 33.7.
 
This information is included in the consolidated financial statements of Ziehl-Abegg SE as at 31 December 2025 and these financial statements may be obtained from the German Company Register.

  
2.4

Going concern

The Directors consider that the Company has sufficient liquid resources, parent support and access to future resources to enable the Company to cover its costs and pay its liabilities for the next 12 months from the date of approve of these financial statements.

Consequently, the Directors have concluded that there are no material uncertainties that may cast significant doubt about the Company's ability to continue as a going concern for the next 12 months from the date of approval of these financial statements. Accordingly, the going concern basis has been adopted in preparing the financial statements.

 
2.5

Revenue

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

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Company has transferred the significant risks and rewards of ownership to the buyer;
the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Page 13

 
ZIEHL-ABEGG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.6

Operating leases: the Company as lessee

Operating leases are those leases where the Company has use of an asset but where the significant risks and rewards of ownership remain with the lessor and the lease term is not expected to be a significant portion of the useful life of the asset.

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

 
2.7

Interest income

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

 
2.8

Pensions

Defined contribution pension plan

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

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

 
2.9

Taxation

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

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

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

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


Page 14

 
ZIEHL-ABEGG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.10

Tangible fixed assets

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

The Company adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the Company. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Short-term leasehold property
-
7 years
Plant and machinery
-
3-10 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Assets under construction are not depreciated until the assets are ready for use. At this point, the assets are transferred to an appropriate class of tangible fixed assets.

 
2.11

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a weighted average basis. Work in progress and finished goods include labour and attributable overheads.

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

 
2.12

Debtors

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

 
2.13

Cash and cash equivalents

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

Page 15

 
ZIEHL-ABEGG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.14

Creditors

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

  
2.15

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment. the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the Balance Sheet date.

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

 
2.16

Dividends

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

Page 16

 
ZIEHL-ABEGG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The Company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities are set out

below:

3.1 Turnover recognition

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. This is when the Company has transferred the significant risks and rewards of ownership to the buyer. Although this is not considered to be a complex judgment for the Company, turnover recognition is still considered to be a critical accounting policy.

3.2 Stock valuation

The valuation of inventories is critical to the production of the financial statements. Judgment is required in determining whether there is any provision required against slow-moving or obsolete items. This involves evaluating the likelihood of the further sale of particular stock items.


4.


Turnover

An analysis of turnover by class of business is as follows:


2025
2024
£
£

Sale of ventilation equipment and electronic drives
31,851,915
25,396,447


Analysis of turnover by country of destination:

2025
2024
£
£

United Kingdom
31,454,675
25,043,646

Rest of Europe
387,381
340,746

Rest of the world
9,859
12,055

31,851,915
25,396,447


Page 17

 
ZIEHL-ABEGG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

5.


Operating profit

The operating profit is stated after charging:

2025
2024
£
£

Depreciation charge
119,698
90,346

Exchange differences
96,621
(33,009)


6.


Auditor's remuneration

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


2025
2024
£
£

Fees payable to the Company's auditor for the audit of the Company's financial statements
23,250
19,100

Fees payable to the Company's auditor in respect of:

Taxation compliance services
2,200
1,950

All non-audit services not included above
1,850
1,600


7.


Employees

Staff costs, including directors' remuneration, were as follows:


2025
2024
£
£

Wages and salaries
1,915,286
1,751,850

Social security costs
217,116
178,117

Cost of defined contribution scheme
106,863
95,576

2,239,265
2,025,543


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


        2025
        2024
            No.
            No.







Distribution staff
7
7



Administrative staff
6
6



Sales staff
22
21

35
34

Page 18

 
ZIEHL-ABEGG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

8.


Directors' remuneration

2025
2024
£
£

Directors' emoluments
128,466
124,789

Company contributions to defined contribution pension schemes
5,772
5,550

134,238
130,339


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


9.


Interest receivable

2025
2024
£
£


Interest receivable from group companies
26,826
21,612

Other interest receivable
51,446
-

78,272
21,612


10.


Taxation


2025
2024
£
£

Corporation tax


Current tax on profits for the year
390,000
310,000


Total current tax
390,000
310,000

Deferred tax


Origination and reversal of timing differences
(12,000)
(15,500)

Total deferred tax
(12,000)
(15,500)


Tax on profit
378,000
294,500
Page 19

 
ZIEHL-ABEGG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
 
10.Taxation (continued)


Factors affecting tax charge for the year

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

2025
2024
£
£


Profit on ordinary activities before tax
1,486,005
1,173,309


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
371,500
293,327

Effects of:


Expenses not deductible for tax purposes
6,500
1,173

Total tax charge for the year
378,000
294,500


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 20

 
ZIEHL-ABEGG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

11.


Tangible fixed assets


Short-term leasehold property
Plant and machinery
Total

£
£
£



Cost or valuation


At 1 January 2025
297,708
365,823
663,531


Additions
38,211
73,094
111,305



At 31 December 2025

335,919
438,917
774,836



Depreciation


At 1 January 2025
169,947
180,440
350,387


Charge for the year on owned assets
65,392
54,306
119,698



At 31 December 2025

235,339
234,746
470,085



Net book value



At 31 December 2025
100,580
204,171
304,751



At 31 December 2024
127,761
185,383
313,144


12.


Stocks

2025
2024
£
£

Finished goods and goods for resale
1,822,457
2,274,585


Page 21

 
ZIEHL-ABEGG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

13.


Debtors

2025
2024
£
£


Trade debtors
6,872,519
5,176,377

Amounts owed by group undertakings
969,169
1,150,804

Other debtors
-
112,675

Prepayments and accrued income
209,982
246,958

8,051,670
6,686,814



14.


Cash and cash equivalents

2025
2024
£
£

Cash at bank and in hand
65,894
100,218



15.


Creditors: Amounts falling due within one year

2025
2024
£
£

Trade creditors
407,583
234,884

Amounts owed to group undertakings
1,437,125
1,314,042

Corporation tax
116,500
-

Other taxation and social security
849,486
586,097

Accruals and deferred income
430,213
561,924

3,240,907
2,696,947


Page 22

 
ZIEHL-ABEGG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

16.


Deferred taxation




2025


£






At beginning of year
62,000


Credited to profit or loss
(12,000)



At end of year
50,000

The provision for deferred taxation is made up as follows:

2025
2024
£
£


Accelerated capital allowances
71,000
67,000

Other short term timing differences
(21,000)
(5,000)

50,000
62,000


17.


Share capital

2025
2024
£
£
Allotted, called up and fully paid



1 (2024 - 1) A Ordinary Shares share of £1.00
1
1
1,000,000 (2024 - 1,000,000) B Ordinary Shares shares of 1.00 each
796,131
796,131

796,132

796,132

The ordinary shares, which do not entitle the holders to a fixed or guaranteed dividend, have equal voting rights and equal rights in the event of a sale or winding up.



18.


Reserves

Profit and loss account

The profit and loss account represents the accumulation of retained profits, net of dividends, which are in the form of distributable reserves.

Page 23

 
ZIEHL-ABEGG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

19.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £106,863 (2024 - £95,576). Contributions totalling £Nil (2024 - £23,392) were payable to the fund at the balance sheet date and are included in creditors.


20.


Commitments under operating leases

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

2025
2024
£
£


Not later than 1 year
434,571
371,878

Later than 1 year and not later than 5 years
1,367,687
1,199,885

Later than 5 years
1,243,295
1,360,111

3,045,553
2,931,874


21.


Related party transactions

The Company has taken the reduced exemption disclosure in Section 33.1 A of FRS102 from the requirement to disclose transactions entered into between two or more members of a Group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member.

Key management is defined as employees who take an active role on the management team. In the year this included the Directors and four (2024 - four) additional employees. The aggregate remuneration of Key Management Personnel this year was £546,418 (2024 - £532,492).

During 2025, two (2024 - two) close family members of the management team were employed by the Company. The total remuneration received by these close family members was £83,720 (2024 -£98,039).


22.


Controlling party

The Company was under the control of Ziehl-Abegg SE, a company incorporated in Germany, throughout the current and previous year. The registered office of Ziehl-Abegg SE is Heinz-Ziehl Strasse, 74653 Kunzelsau, Germany. Ziehl-Abegg SE holds 100% of the issued share capital and is both the immediate and ultimate parent company. Ziehl-Abegg SE has included the Company in its group financial statements which may be obtained from the German Company Register and this is the smallest and largest group for which consolidated financial statements are drawn up.

The ultimate controlling party is D Ziehl, through virtue of his majority shareholding in the ultimate parent company, Ziehl-Abegg SE.

 
Page 24