REGISTERED NUMBER: 09663644 (England and Wales)

REPORT OF THE DIRECTORS AND

AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

BRITPLAS FACADES LIMITED

Page

Company Information

1

Report of the Directors

2

Report of the Independent Auditors

3

Income Statement

7

Balance Sheet

8

Statement of Changes in Equity

9

Notes to the Financial Statements

10

DIRECTORS:

J A Blackwell

R O Lincoln

J R Cross

SECRETARY:

R O Lincoln

REGISTERED OFFICE:

18 Kingsland Grange Woolston

Warrington

Cheshire

WA1 4RW

REGISTERED NUMBER:

09663644 (England and Wales)

AUDITORS:

D.R.E. & Co. (Audit) Limited

7 Lower Brook Street

Oswestry

Shropshire

SY11 2HG

The directors present their report with the financial statements of the company for the year ended 31 December 2025.

DIRECTORS

J A Blackwell has held office during the whole of the period from 1 January 2025 to the date of this report.

Other changes in directors holding office are as follows:

R O Lincoln - appointed 8 January 2025

J R Cross was appointed as a director after 31 December 2025 but prior to the date of this report.

K Gorman ceased to be a director after 31 December 2025 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

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

-	select suitable accounting policies and then apply them consistently;

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

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, D.R.E. & Co. (Audit) Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

R O Lincoln - Director

9 September 2026

Opinion

We have audited the financial statements of Britplas Facades Limited (the 'company') for the year ended 31 December 2025 which comprise the Income Statement, Balance Sheet, Statement of Changes in Equity 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 company's affairs as at 31 December 2025 and of its profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

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

Conclusions relating to going concern

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

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

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

Other information

The directors are responsible for the other information. The other information comprises the information in the Report of the Directors, but does not include the financial statements and our Report of the Auditors 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.

In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

-	the information given in the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Directors has 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 Report of the Directors.

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, 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; or

-	the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page two, 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 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.

Auditors' responsibilities for the audit of the financial statements

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

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

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

- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

- we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the client's operating sector;

- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation, employment, environmental and health and safety legislation;

- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management; and

- identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

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

- making enquiries of management as to their knowledge of actual, suspected and alleged fraud; and

- reviewing the client's system notes and internal controls.

To address the risk of fraud through management bias and override of controls, we:

- performed analytical procedures to identify any unusual or unexpected relationships;

- tested journal entries to identify unusual transactions;

- assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias;

- investigated the rationale behind significant or unusual transactions.

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

- agreeing financial statement disclosures to underlying supporting documentation;

- reading the minutes of meetings of those charged with governance;

- enquiring of management as to actual and potential litigation and claims; and

- reviewing correspondence with HMRC.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

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

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 Report of the Auditors.

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 a Report of the Auditors 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.

Francis Nock FCCA (Senior Statutory Auditor)

for and on behalf of D.R.E. & Co. (Audit) Limited

7 Lower Brook Street

Oswestry

Shropshire

SY11 2HG

9 September 2026

TURNOVER

14,972,444

9,769,027

Cost of sales

(10,623,639

)

(7,295,872

)

GROSS PROFIT

4,348,805

2,473,155

Administrative expenses

(2,457,681

)

(2,035,785

)

OPERATING PROFIT

5

1,891,124

437,370

Interest receivable and similar income

8,418

17,588

1,899,542

454,958

Interest payable and similar expenses

(2,866

)

(1,151

)

PROFIT BEFORE TAXATION

1,896,676

453,807

Tax on profit

6

(328,606

)

(53,562

)

PROFIT FOR THE FINANCIAL YEAR

1,568,070

400,245

FIXED ASSETS

Tangible assets

7

612

1,531

CURRENT ASSETS

Debtors

8

5,264,781

4,844,100

Cash at bank

1,487,503

481,954

6,752,284

5,326,054

CREDITORS

Amounts falling due within one year

9

4,986,822

3,711,281

NET CURRENT ASSETS

1,765,462

1,614,773

TOTAL ASSETS LESS CURRENT LIABILITIES

1,766,074

1,616,304

PROVISIONS FOR LIABILITIES

153

383

NET ASSETS

1,765,921

1,615,921

CAPITAL AND RESERVES

Called up share capital

11

100

100

Retained earnings

12

1,765,821

1,615,821

SHAREHOLDERS' FUNDS

1,765,921

1,615,921

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 9 September 2026 and were signed on its behalf by:

R O Lincoln - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2024

100

1,515,576

1,515,676

Changes in equity

Dividends

-

(300,000

)

(300,000

)

Total comprehensive income

-

400,245

400,245

Balance at 31 December 2024

100

1,615,821

1,615,921

Changes in equity

Dividends

-

(1,418,070

)

(1,418,070

)

Total comprehensive income

-

1,568,070

1,568,070

Balance at 31 December 2025

100

1,765,821

1,765,921

1.	STATUTORY INFORMATION

Britplas Facades Limited is a private company, limited by shares, incorporated and registered in England and Wales. The company's registered number and registered office can be found on the Company Information page.

2.	STATEMENT OF COMPLIANCE

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention.

The presentation currency is sterling (£) rounded to the nearest £1.

The financial statements are for the individual entity.

Significant judgements and estimates

The company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below.

The company makes an estimate of the amount of deferred income to ensure that income is recognised in the same period at the cost, and sales is recognised by reference to the stage of completion. When assessing the amount of income to be deferred, management considers factors including the costs incurred to date, the total estimated contract costs and estimated gross profit margins. See note 9 for the net carrying amount of accruals and deferred income.

Included within accruals is a general provision for defects of ongoing projects. When assessing the amount of the provision, management reviews the total costs budgeted to completion, including contingency costs, less actual costs incurred to completion. See note 9 for the net carrying amount of accruals and deferred income.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Revenue comprises the fair value of the consideration received or receivable, net of value added tax.

Contract revenue is recognised over time whereby the benefit transfers to the customer. The percentage of completion is measured using cost incurred to date as a proportion of the estimated full costs of the completed contract. This is viewed in conjunction with the expected revenue to determine the revenue to be recognised in the reporting period.

Estimated total costs of the contract include cost contingencies for risks identified at the start of the contract, these are reviewed regularly throughout the contract and adjusted where necessary.

Retention amounts are contractually withheld by customers in accordance with the terms of the contract.

Retentions are held as security to ensure satisfactory completion of works and are usually released after an specified time in agreement with the terms of the contract.

Retentions are recognised when the company has a contractual right to receive the amounts, usually in conjunction with the percentage of works completed.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Plant and machinery etc

-

25% on cost

Financial instruments

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs, and then subsequently measured at amortised cost. Financial assets classified as receivable within one year are not amortised. Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the assets has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Basic financial liabilities, including creditors and loans, are initially recognised at transaction price unless the

arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised. Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Financial liabilities are derecognised when the company's contractual obligations expire or are discharged or cancelled.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Hire purchase and leasing commitments

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

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Amounts recoverable on contracts

Contracts have been accounted for as long term contracts where contract activity falls into different accounting periods. The amount recorded as turnover is ascertained by reference to the value of the work carried out to date, as described in the turnover accounting policy. The amount by which recorded turnover is in excess of payments on account is classified as amounts recoverable on contract.

Share-based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.

The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).

Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.

4.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 27 (2024 - 26 ) .

5.	OPERATING PROFIT

The operating profit is stated after charging/(crediting):

31.12.25

31.12.24

£

£

Other operating leases

20,865

26,400

Depreciation - owned assets

919

7,319

Profit on disposal of fixed assets

-

(11,011

)

Auditors' remuneration

13,819

12,000

6.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

31.12.25

31.12.24

£

£

Current tax:

UK corporation tax

403,512

141,279

Over provision

(74,676

)

(84,640

)

Total current tax

328,836

56,639

Deferred tax

(230

)

(3,077

)

Tax on profit

328,606

53,562

7.	TANGIBLE FIXED ASSETS

Plant and

machinery

etc

£

COST

At 1 January 2025

and 31 December 2025

3,675

DEPRECIATION

At 1 January 2025

2,144

Charge for year

919

At 31 December 2025

3,063

NET BOOK VALUE

At 31 December 2025

612

At 31 December 2024

1,531

8.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

£

£

Trade debtors

1,637

308,120

Amounts recoverable on contract

1,964,581

2,581,875

Other debtors

22,876

-

Amounts owed by group undertakings

3,150,000

1,885,234

VAT

125,687

68,871

5,264,781

4,844,100

9.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

£

£

Trade creditors

689,939

716,608

Tax

137,027

141,279

Social security and other taxes

73,286

59,925

Other creditors

8,790

10,046

Amounts owed to group undertakings

2,607,156

492,431

Accruals and deferred income

1,470,624

2,290,992

4,986,822

3,711,281

10.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

31.12.25

31.12.24

£

£

Within one year

33,397

12,822

Between one and five years

63,657

-

97,054

12,822

11.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.12.25

31.12.24

value:

£

£

100

Ordinary

1

100

100

12.

RESERVES

Retained

earnings

£

At 1 January 2025

1,615,821

Profit for the year

1,568,070

Dividends

(1,418,070

)

At 31 December 2025

1,765,821

13.	RELATED PARTY DISCLOSURES

14.	ULTIMATE CONTROLLING PARTY

The immediate parent company is Zavanda Holdings Limited, registered in England and Wales, by virtue of their 100% shareholding. The registered office is at Unit 18 Kingsland Grange, Woolston, Warrington, England, WA1 4RW.

The parent company is Britplas Group Limited, registered in England and Wales, by virtue of their 100% shareholding of Zavanda Holdings Limited. The registered office is at Unit 18 Kingsland Grange, Woolston, Warrington, England, WA1 4RW.

The ultimate controlling party is Safevent Employee Ownership Trust. The trust is registered at Unit 18 Kingsland Grange, Woolston, Warrington, England, WA1 4RW.

15.	SHARE-BASED PAYMENT TRANSACTIONS

Staff in Britplas Facades Limited were granted 14,789 share options over B shares of Britplas Group Limited, under an Enterprise Management Incentive share option scheme in December 2025. The option period is over 9 years and 9 months from the date of grant of the option. The options shall exercise when agreed percentages of the deferred consideration due to the EOT have been repaid. For more information regarding the deferred

consideration, please refer to note 22 in the financial statements of Britplas Group Limited, which are freely available at Companies House.

The weighted average exercise price is determined at £0.01 per share. Management have valued the share options using the EV/EBITDA method.

No charge is recognised in the current year financial statements as any pro-rated charge is considered immaterial.

The cost of the share based payment expense is allocated to the subsidiaries where the share options are held by employees of these subsidiaries.