Company registration number 04373617 (England and Wales)
Tone Group Limited
Annual report and consolidated financial statements
For the year ended 31 December 2025
Tone Group Limited
Company information
Directors
Mr A S Needham
Mr P M McShane
(Appointed 1 October 2025)
Company number
04373617
Registered office
DJH Bexley
Nexus House
2 Cray Road
Sidcup
Kent
DA14 5DA
Auditor
DJH Audit Limited
Nexus House
2 Cray Road
Sidcup
Kent
DA14 5DA
Tone Group Limited
Contents
Page
Strategic report
1 - 4
Directors' report
5
Directors' responsibilities statement
6
Independent auditor's report
7 - 9
Group profit and loss account
10
Group balance sheet
11
Company balance sheet
12
Group statement of changes in equity
13
Company statement of changes in equity
14
Group statement of cash flows
15
Notes to the financial statements
16 - 35
Tone Group Limited
Strategic report
For the year ended 31 December 2025
- 1 -

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

Principal activities

The principal activity of the group is that of a holding company. The principal activities of the subsidiary companies are the provision of contract scaffolding services and the provision of specialists structures for the television and film industries.

Review of the business

Tone Group is engaged in scaffold erection and other specialised construction activities. The group provides scaffolding, access, protection and temporary works solutions for construction, refurbishment, infrastructure, industrial, rail, airport, event and other complex operating environments.

The group’s core proposition is based on safety, technical capability, reliable delivery and the ability to design and install bespoke scaffold solutions for challenging projects. Its operations are supported by in-house design and engineering expertise, directly employed and trained personnel, specialist divisions and logistics capability.

For the year ended 31 December 2025, the directors consider that the group continued to operate in a demanding construction market, with customers placing emphasis on safety performance, programme certainty, cost control, skilled labour availability and compliance with increasingly rigorous site requirements.

Principal activities and strategy

The principal activities of the group are scaffold erection and associated specialised construction services. The group’s strategy is to maintain and develop its position as a trusted provider of safe, high-quality and technically capable scaffolding services to major contractors and customers operating in complex environments.

The strategic priorities for the business are:

Tone Group Limited
Strategic report (continued)
For the year ended 31 December 2025
- 2 -

Key performance indicators

The directors monitor a range of financial and non-financial measures to assess the performance and position of the group. These include revenue, gross margin, operating profit, cash generation, working capital, order book, utilisation of labour and equipment, accident frequency, quality performance, customer satisfaction and staff retention.

 

Financial:

Turnover

Turnover has increased by 11.8% to £18,357,786 from £16,417,941 in the previous year.

Gross profit

The group's gross profit margin has decreased in the year to 41.3% (2024: 43.7%) and there has been an absolute increase in gross profit of £417,629.

Profit before tax

Profit before tax increased to £1,790,276 from £1,693,927 in the previous year.

Balance sheet

The balance sheet shows that the group's net assets at the year-end have increased from £7,468,119 to £8,000,846.

Cash flow

The group saw a net cash inflow during the year £1,050,995. (2024: cash outflow of £1,256,460).

 

Non-financial:

KPI area

Why it matters

2026 focus

Health and safety

Safety performance is fundamental to the company’s licence to operate and its reputation with customers.

Maintaining strong supervision, training, inspection and incident prevention processes.

Revenue and order book

These measures indicate demand, customer retention and forward visibility.

Securing quality work with appropriate commercial terms and programme visibility.

Margin and cost control

Profitability depends on accurate tendering, labour productivity, material control and project execution.

Monitoring project performance and managing inflationary pressures in labour, transport and materials.

Cash and working capital

Strong cash management supports resilience and investment.

Controlling debtor days, contract variations and supplier payment commitments.

People and capability

The business depends on skilled scaffolders, supervisors, designers, logistics teams and managers.

Recruitment, retention, apprenticeship pathways, refresher training and leadership development.

Tone Group Limited
Strategic report (continued)
For the year ended 31 December 2025
- 3 -

Financial performance and position

The directors are satisfied that the group remained focused on sustainable trading performance during the year. The construction sector continued to experience pressure from labour availability, materials pricing, fuel and transport costs, customer procurement requirements and programme changes. The group sought to manage these pressures through careful tendering, cost monitoring, contract management and operational planning.

The group’s financial position should be read in conjunction with the financial statements. The directors continue to place emphasis on cash generation, credit control, working capital discipline and maintaining sufficient resources to meet the needs of the business.

 

Principal risks and uncertainties

The principal risks and uncertainties facing the group are considered by the directors as part of routine management and governance processes. The main areas of risk are set out below.

Tone Group Limited
Strategic report (continued)
For the year ended 31 December 2025
- 4 -

People, safety and culture

The group’s employees are central to its ability to deliver safe and reliable services. The directors recognise the importance of attracting, developing and retaining skilled people and maintaining a culture in which safety, professionalism and accountability are embedded in day-to-day operations.

Training, competence, supervision and communication remain key priorities. The group continues to support ongoing development for operatives, supervisors, managers, designers and support staff, with particular focus on safe systems of work, site leadership and compliance with customer and industry standards.

Future outlook

The directors expect the construction and infrastructure markets to remain competitive during 2026, with continued emphasis on safety, technical competence, programme certainty and value for money. Demand for complex access, protection, rail, industrial, airport and specialist scaffolding services is expected to provide opportunities for well-managed providers with strong safety credentials and proven delivery capability.

The group’s priorities for the next financial year are to maintain high safety standards, protect profitability, strengthen operational efficiency, develop its workforce, maintain close customer relationships and continue to invest selectively in the capabilities required to deliver complex scaffolding projects.

On behalf of the board

Mr A S Needham
Director
16 September 2026
Tone Group Limited
Directors' report
For the year ended 31 December 2025
- 5 -

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

Results and dividends

The results for the year are set out on page 10.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Mr A S Needham
Mr P M McShane
(Appointed 1 October 2025)
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

On behalf of the board
Mr A S Needham
Director
16 September 2026
Tone Group Limited
Directors' responsibilities statement
For the year ended 31 December 2025
- 6 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

United Kingdom company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare the group and parent company 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 parent company, and of the profit or loss of the group for that period.

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

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

Tone Group Limited
Independent auditor's report
To the members of Tone Group Limited
- 7 -
Opinion

We have audited the financial statements of Tone Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group profit and loss account, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including 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:

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 group and parent 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 group's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

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

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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.

Tone Group Limited
Independent auditor's report (continued)
To the members of Tone Group Limited
- 8 -

Opinions on other matters prescribed by the Companies Act 2006

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

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their 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:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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 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 parent company or to cease operations, or have no realistic alternative but to do so.

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

Tone Group Limited
Independent auditor's report (continued)
To the members of Tone Group Limited
- 9 -

Discussions were held with, and enquiries made of, management and those charged with governance with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.

 

The following laws and regulations were identified as being of significance to the entity:

 

 

 

Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; review of board minutes; testing the appropriateness of entries in the nominal ledger, including journal entries; reviewing transactions around the end of the reporting period; and the performance of analytical procedures to identify unexpected movements in account balances which may be indicative of fraud.

 

No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity’s controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://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 parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Nigel Ling (Senior Statutory Auditor)
For and on behalf of DJH Audit Limited, Statutory Auditor
Accountants
Nexus House
2 Cray Road
Sidcup
Kent
DA14 5DA
16 September 2026
Tone Group Limited
Group Profit and loss account
For the year ended 31 December 2025
- 10 -
2025
2024
Notes
£
£
Turnover
3
18,357,786
16,417,941
Cost of sales
(10,772,546)
(9,250,330)
Gross profit
7,585,240
7,167,611
Administrative expenses
(5,865,706)
(5,419,508)
Other operating income
84,389
-
0
Operating profit
1,803,923
1,748,103
Interest receivable and similar income
4
45,222
676
Interest payable and similar expenses
5
(58,869)
(54,852)
Profit before taxation
1,790,276
1,693,927
Tax on profit
9
(231,982)
(26,842)
Profit for the financial year
1,558,294
1,667,085
Profit for the financial year is all attributable to the owners of the parent company.
Tone Group Limited
Group Balance sheet
As at 31 December 2025
31 December 2025
- 11 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
12
4,837,613
5,178,416
4,837,613
5,178,416
Current assets
Debtors
15
4,289,826
4,718,222
Cash at bank and in hand
1,983,887
932,932
6,273,713
5,651,154
Creditors: amounts falling due within one year
16
(2,026,350)
(2,039,975)
Net current assets
4,247,363
3,611,179
Total assets less current liabilities
9,084,976
8,789,595
Creditors: amounts falling due after more than one year
17
(393,176)
(458,544)
Provisions for liabilities
Deferred tax liability
10
690,954
862,932
(690,954)
(862,932)
Net assets
8,000,846
7,468,119
Capital and reserves
Called up share capital
20
75,000
75,000
Profit and loss reserves
7,925,846
7,393,119
Total equity
8,000,846
7,468,119
The financial statements were approved by the board of directors and authorised for issue on 16 September 2026 and are signed on its behalf by:
16 September 2026
Mr A S Needham
Director
Company registration number 04373617 (England and Wales)
Tone Group Limited
Company Balance sheet
As at 31 December 2025
31 December 2025
- 12 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
12
1,587,898
1,630,574
Investments
13
575,000
1,710,712
2,162,898
3,341,286
Current assets
Debtors
15
167,242
164,623
Cash at bank and in hand
88,067
31,412
255,309
196,035
Creditors: amounts falling due within one year
16
(1,674,708)
(2,146,429)
Net current liabilities
(1,419,399)
(1,950,394)
Total assets less current liabilities
743,499
1,390,892
Creditors: amounts falling due after more than one year
17
(393,176)
(458,544)
Provisions for liabilities
Deferred tax liability
10
169,481
200,371
(169,481)
(200,371)
Net assets
180,842
731,977
Capital and reserves
Called up share capital
20
75,000
75,000
Profit and loss reserves
105,842
656,977
Total equity
180,842
731,977

As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £474,432 (2024 - £4,043,359 profit).

The financial statements were approved by the board of directors and authorised for issue on 16 September 2026 and are signed on its behalf by:
16 September 2026
Mr A S Needham
Director
Company registration number 04373617 (England and Wales)
Tone Group Limited
Group statement of changes in equity
For the year ended 31 December 2025
- 13 -
Share capital
Share  option reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
75,000
12,713
9,777,786
9,865,499
Year ended 31 December 2024:
Profit for the year
-
-
1,667,085
1,667,085
Other comprehensive income:
Share options granted
-
(12,713)
12,713
-
Total comprehensive income
-
(12,713)
1,679,798
1,667,085
Dividends
23
-
-
(164,736)
(164,736)
Contributions
-
-
(3,899,729)
(3,899,729)
Balance at 31 December 2024
75,000
-
7,393,119
7,468,119
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
1,558,294
1,558,294
Contributions
23
-
-
(1,025,567)
(1,025,567)
Balance at 31 December 2025
75,000
-
7,925,846
8,000,846
Tone Group Limited
Company statement of changes in equity
For the year ended 31 December 2025
- 14 -
Share capital
Share   option reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
75,000
12,713
665,370
753,083
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
-
4,043,359
4,043,359
Share options granted
-
(12,713)
12,713
-
Total comprehensive income
-
(12,713)
4,056,072
4,043,359
Dividends
23
-
-
(164,736)
(164,736)
Contributions
-
-
(3,899,729)
(3,899,729)
Balance at 31 December 2024
75,000
-
656,977
731,977
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
474,432
474,432
Total comprehensive income
-
-
474,432
474,432
Contributions
-
-
(1,025,567)
(1,025,567)
Balance at 31 December 2025
75,000
-
105,842
180,842
Tone Group Limited
Group statement of cash flows
For the year ended 31 December 2025
- 15 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
24
3,123,818
4,127,994
Interest paid
(58,869)
(54,852)
Income taxes paid
(50,551)
(166,812)
Net cash inflow from operating activities
3,014,398
3,906,330
Investing activities
Purchase of tangible fixed assets
(909,768)
(670,363)
Proceeds from disposal of tangible fixed assets
54,551
105,101
Interest received
45,222
676
Net cash used in investing activities
(809,995)
(564,586)
Financing activities
Payment of finance leases obligations
(127,881)
(533,739)
Dividends paid to equity shareholders
-
(164,736)
Contributions to EOT
(1,025,567)
(3,899,729)
Net cash used in financing activities
(1,153,448)
(4,598,204)
Net increase/(decrease) in cash and cash equivalents
1,050,955
(1,256,460)
Cash and cash equivalents at beginning of year
932,932
2,189,392
Cash and cash equivalents at end of year
1,983,887
932,932
Tone Group Limited
Notes to the group financial statements
For the year ended 31 December 2025
- 16 -
1
Accounting policies
Company information

Tone Group Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is:

 

Nexus House

2 Cray Road

Sidcup

Kent

DA14 5DA

 

The principal place of business is:

Green Lane Sawmills

Green Lane

Outwood

Redhill

Surrey

RH1 5QP

 

The group consists of Tone Group Limited and all of its subsidiaries.

1.1
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.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

Summary of disclosure exemptions

The company has taken advantage of the reduced disclosure exemption in accordance with FRS102 Section 1.12. This has resulted in the omission of;

1.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies
(Continued)
- 17 -
1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Tone Group Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.

Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.

 

If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.

 

Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.

1.4
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group and parent company have adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.5
Revenue

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.

 

The group recognises revenue when:

 

With regards to long term contracts, turnover is calculated at that proportion of total contract value which costs costs incurred to date bear to total costs expected for that contract.

Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies
(Continued)
- 18 -
1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.7
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Goodwill
10% - 20% straight line
Brand
17% straight line
Website
20% straight line
Other identifiable intangible assets
20% straight line
1.8
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold land and buildings
Over the term of the lease
Plant and equipment
10% straight line
Fixtures and fittings
15 - 25% reducing balance
Motor vehicles
25% reducing balance

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies
(Continued)
- 19 -
1.9
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

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

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

 

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

 

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

 

In the parent company financial statements, investments in associates are accounted for at cost less impairment.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.10
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies
(Continued)
- 20 -

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.11
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.12
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally 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.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies
(Continued)
- 21 -
Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group 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 asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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 payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

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

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies
(Continued)
- 22 -
Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.13
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.14
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.15
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

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

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies
(Continued)
- 23 -
1.17
Leases
As lessee

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

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

1.18

Dividends and contributions

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.

 

Contributions made by the company to the Employee Ownership Trust (the "EOT") to fund initial or deferred consideration due to the exiting shareholders are treated as distributions of profit. These contributions are made out of the company’s distributable reserves and are recognised as a direct reduction in equity within retained earnings when the liability to make the contribution becomes unconditional.

2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

Specifically, judgements and estimates are required in determining the useful economic lives of fixed assets and recoverability of applications for payment and trade debtors.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

3
Turnover
2025
2024
£
£
Turnover analysed by class of business
Rendering of services
18,357,786
16,417,941
The analysis of the group's revenue for the year by class of business is as follows:
2025
2024
£
£
Contract scaffolding
17,760,374
15,745,602
Provision of specialist structures and seating
597,413
672,339
Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
3
Turnover
(Continued)
- 24 -
18,357,787
16,417,941
2025
2024
£
£
Turnover analysed by geographical market
UK
18,357,786
16,417,941
4
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
3,700
74
Other interest income
41,522
602
Total income
45,222
676
5
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Other interest on financial liabilities
4,435
3,980
Other finance costs:
Interest on finance leases and hire purchase contracts
54,434
50,872
Total finance costs
58,869
54,852
Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
- 25 -
6
Employees

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

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Management and administration
37
38
2
2
Operatives
102
109
-
-
Total
139
147
2
2

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
8,122,672
7,642,703
-
0
-
0
Social security costs
1,051,957
845,152
-
-
Pension costs
154,376
129,113
-
0
-
0
9,329,005
8,616,968
-
0
-
0
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
188,493
142,515
8
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
7,725
7,350
Audit of the financial statements of the company's subsidiaries
20,100
19,675
27,825
27,025
9
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
403,960
-
0
Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
9
Taxation
2025
2024
£
£
(Continued)
- 26 -
Deferred tax
Origination and reversal of timing differences
(171,978)
26,842
Total tax charge
231,982
26,842

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
Profit before taxation
1,790,276
1,693,927
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
447,569
1,423,482
Tax effect of expenses that are not deductible in determining taxable profit
19,917
8,745
Tax effect of income not taxable in determining taxable profit
(1,557,625)
Tax effect of utilisation of tax losses not previously recognised
107,130
Change in deferred tax provision
(171,978)
26,842
Tax losses utilised
(116,188)
-
Permanent capital allowances in excess of depreciation
51,911
18,268
Taxation charge
231,231
26,842
Taxation charge in the financial statements
231,982
26,842
Reconciliation - the current year tax charge does not reconcile to the above analysis.  Please review figures in the database.
(751)
-
10
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2025
2024
Group
£
£
Accelerated capital allowances
690,954
862,932
Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
10
Deferred taxation
(Continued)
- 27 -
Liabilities
Liabilities
2025
2024
Company
£
£
Accelerated capital allowances
169,481
200,371
Group
Company
2025
2025
Movements in the year:
£
£
Liability at 1 January 2025
862,932
200,371
Credit to profit or loss
(171,978)
(30,890)
Liability at 31 December 2025
690,954
169,481

The group has nil (2024: £467,032) tax losses being carried forward.

11
Intangible fixed assets
Group
Goodwill
Other intangible assets
Total
£
£
£
Cost
At 1 January 2025 and 31 December 2025
1,184,706
118,000
1,302,706
Amortisation and impairment
At 1 January 2025 and 31 December 2025
1,184,706
118,000
1,302,706
Carrying amount
At 31 December 2025
-
0
-
0
-
0
At 31 December 2024
-
0
-
0
-
0
The company had no intangible fixed assets at 31 December 2025 or 31 December 2024.
Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
- 28 -
12
Tangible fixed assets
Group
Leasehold land and buildings
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2025
1,730,882
5,861,805
1,780,321
3,386,169
12,759,177
Additions
181,621
206,760
30,115
491,272
909,768
Disposals
-
0
(352,174)
(280,555)
(196,801)
(829,530)
At 31 December 2025
1,912,503
5,716,391
1,529,881
3,680,640
12,839,415
Depreciation and impairment
At 1 January 2025
1,100,061
2,891,813
1,680,319
1,908,568
7,580,761
Depreciation charged in the year
207,195
525,001
27,827
415,217
1,175,240
Eliminated in respect of disposals
-
0
(349,131)
(279,263)
(125,805)
(754,199)
At 31 December 2025
1,307,256
3,067,682
1,428,884
2,197,980
8,001,802
Carrying amount
At 31 December 2025
605,247
2,648,709
100,997
1,482,660
4,837,613
At 31 December 2024
630,821
2,969,992
100,002
1,477,601
5,178,416
Company
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
Cost
At 1 January 2025
685,758
900,956
3,307,106
4,893,820
Additions
-
0
-
0
490,355
490,355
Disposals
-
0
(266,907)
(149,232)
(416,139)
At 31 December 2025
685,758
634,049
3,648,229
4,968,036
Depreciation and impairment
At 1 January 2025
541,286
891,535
1,830,425
3,263,246
Depreciation charged in the year
45,580
1,425
414,928
461,933
Eliminated in respect of disposals
-
0
(266,039)
(79,002)
(345,041)
At 31 December 2025
586,866
626,921
2,166,351
3,380,138
Carrying amount
At 31 December 2025
98,892
7,128
1,481,878
1,587,898
At 31 December 2024
144,472
9,421
1,476,681
1,630,574
Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
12
Tangible fixed assets
(Continued)
- 29 -

Included within tangible fixed assets are assets held under finance leases or hire purchase contracts, as follows:

Group
Company
2025
2024
2025
2024
£
£
£
£
Plant and equipment
277,378
347,551
-
0
-
0
Motor vehicles
1,096,484
1,015,412
1,096,484
1,015,412
1,373,862
1,362,963
1,096,484
1,015,412
13
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
575,000
1,710,712
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2025
1,710,712
Valuation changes
(1,135,712)
At 31 December 2025
575,000
Carrying amount
At 31 December 2025
575,000
At 31 December 2024
1,710,712

During the year, the directors reviewed the carrying value of the investment in Media Structures Limited. Following their assessment an impairment loss of £1,135,712 has been recognised in the profit and loss account of Tone Group Limited.

14
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Tone Scaffolding Services Limited
England
Ordinary
100.00
Media Structures Limited
England
Ordinary
100.00
Austen Lewis Limited
England
Ordinary
100.00
Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
14
Subsidiaries
(Continued)
- 30 -

Subsidiary undertakings

 

Tone Scaffolding Services Limited

The principal activity of Tone Scaffolding Services Limited is the provision of contract scaffolding.

 

Media Structures Limited

The principal activity of Media Structures Limited is the provision of specialist structures.

 

Austen Lewis

The principal activity of Austen Lewis Limited is that of a dormant company.

 

 

15
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
3,688,882
3,650,262
1,260
7,739
Other debtors
267,688
739,517
164,820
156,884
Prepayments and accrued income
333,256
328,443
1,162
-
0
4,289,826
4,718,222
167,242
164,623
16
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Obligations under finance leases
18
360,929
423,442
360,929
333,265
Trade creditors
642,749
580,071
4,655
2,105
Amounts owed to group undertakings
-
0
-
0
958,595
1,781,126
Corporation tax payable
405,362
-
0
320,809
-
0
Other taxation and social security
366,973
345,325
11,123
13,251
Other creditors
198,883
92,622
1,372
282
Accruals and deferred income
51,454
598,515
17,225
16,400
2,026,350
2,039,975
1,674,708
2,146,429
17
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Obligations under finance leases
18
393,176
458,544
393,176
458,544
Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
- 31 -
18
Finance lease obligations
Group
Company
2025
2024
2025
2024
Amounts due:
£
£
£
£
Current liabilities
360,929
423,442
360,929
333,265
Non-current liabilities
393,176
458,544
393,176
458,544
754,105
881,986
754,105
791,809
Group
Company
2025
2024
2025
2024
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
360,929
423,442
360,929
333,265
In two to five years
393,176
458,544
393,176
458,544
754,105
881,986
754,105
791,809

Group

 

Obligations under finance lease agreements with a carrying amount of £754,105 (2024: £881,986) are denominated in Sterling and accrue interest at a nominal interest rate of 2.6% to 9.7%. The final instalment of these liabilities is due on 31 August 2027.

 

Obligations under hire purchase and leasing agreements are secured against the assets concerned.

 

Repayments are made monthly consisting of both interest and principal.

 

Company

 

Obligations under finance lease agreements with a carrying amount of £754,105 (2024: £791,809) are denominated in Sterling and accrue interest at a nominal interest rate of 2.6% to 9.7%. The final instalment of these liabilities is due on 31 August 2027.

 

Obligations under hire purchase and leasing agreements are secured against the assets concerned.

 

Repayments are made monthly consisting of both interest and principal.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
- 32 -
19
Operating lease commitments
As lessee

Group

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2025
2024
2025
2024
£
£
£
£
Within 1 year
69,600
34,800
-
-
Years 2-5
278,400
139,200
-
-
After 5 years
69,600
69,600
-
-
417,600
243,600
-
-

The amount of non-cancellable operating lease payments recognised as an expense during the year was £280,000 (2024 - £298,849).

20
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
75,000
75,000
75,000
75,000

Rights, preferences and restrictions

 

Ordinary shares have the following rights, preferences and restrictions:

The holders of Ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the company. All Ordinary shares rank equally with regard to the company's residual assets.

21
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
154,376
129,113

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
- 33 -
22
Share-based payment transactions

Enterprise Management Incentive (EMI) Scheme

 

In the previous period, the company had an EMI scheme which granted the option holder the right to acquire up to 7,500 shares. The options were exercised in the prior year.

23
Dividends
2025
2024
Recognised as distributions to equity holders:
£
£
Interim paid
-
164,736
24
Cash generated from group operations
2025
2024
£
£
Profit after taxation
1,558,294
1,667,085
Adjustments for:
Taxation charged
231,982
26,842
Finance costs
58,869
54,852
Investment income
(45,222)
(676)
Loss/(gain) on disposal of tangible fixed assets
20,780
(58,332)
Depreciation and impairment of tangible fixed assets
1,175,240
1,236,522
Movements in working capital:
Decrease in debtors
480,349
1,181,197
(Decrease)/increase in creditors
(356,474)
20,504
Cash generated from operations
3,123,818
4,127,994
25
Analysis of changes in net funds - group
1 January 2025
Cash flows
31 December 2025
£
£
£
Cash at bank and in hand
932,932
1,050,955
1,983,887
Obligations under finance leases
(881,986)
127,881
(754,105)
50,946
1,178,836
1,229,782
26
Directors' transactions
Group
Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
26
Directors' transactions
(Continued)
- 34 -
Transactions with directors
Opening balance
Amounts advanced
Closing balance
£
£
£
Directors loan account
85,302
43,578
128,880
85,302
43,578
128,880
27
Related party transactions

Summary of transactions with subsidiaries

The company has taken advantage of the exemption in FRS 102 33.1A "Related Party Disclosures" from disclosing transactions with other members of the group.

Transactions with related parties

During the year the group entered into the following transactions with related parties:

Rent payable
Rent payable
2025
2024
£
£
Group
Entities with control, joint control or significant influence over the group
280,000
298,850

The following amounts were outstanding at the reporting end date:

Amounts due to related parties
2025
2024
£
£
Group
Entities with control, joint control or significant influence over the group
32,575
32,609

The following amounts were outstanding at the reporting end date:

Amounts due from related parties
2025
2024
Balance
Balance
£
£
Group
Entities with control, joint control or significant influence over the group
148,881
186,184
Contributions

During the year, the group paid contributions totalling £1,025,567 (2024: £3,899,729) to the trustees of the Tone Group Employee Ownership Trust.

 

After the year end, further contributions totalling £679,716 were made to the EOT.

28
Controlling party
Tone Group Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
28
Controlling party
(Continued)
- 35 -

Throughout the period the ultimate controlling party were the trustees of the Tone Group Employee Ownership Trust.

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