Company registration number 05505237 (England and Wales)
TECHFLOW MARINE LIMITED
ANNUAL REPORT AND GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
TECHFLOW MARINE LIMITED
COMPANY INFORMATION
Directors
J Straker
G O Clark
J C Fitzpatrick
K L Huntley
Secretary
L Oliver
Company number
05505237
Registered office
Unit 4, Silverton Court
Northumberland Business Park
Cramlington
Northumberland
NE23 7RY
Auditor
Sumer Auditco Limited
Unit 2
Gosforth Park Avenue
Newcastle Upon Tyne
NE12 8EG
Bankers
Barclays Bank Plc
Northumbria House Unit 50
Cramlington
Northumberland
NE23 6QP
TECHFLOW MARINE LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Profit and loss account
8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 29
TECHFLOW MARINE LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 JULY 2025
- 1 -

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

Principal activities

The principal activity of the group is the selling of fluid transfer systems, serving markets within the Marine Transportation - Midstream and Downstream, Ports & Terminals and Renewable Energy Industries.

Review of the business

The key areas of the business recovered in the prior year and the Group steadily reaffirmed its significant global product influence and offering to the trading base of our existing clients and those enquiring into our new product lines and these have remained firm for the coming trading year.

 

The demand for Techflow Marine’s engineering and application knowledge remains a positive constant and this has been demonstrated with expansion into the North and South American markets where our technology, offshore and onshore capabilities have been particularly welcomed by our clients in those two continents.

 

With those difficult trading conditions behind the group, the EBITDA for the year was £2,752,657 (2024 - £2,732,215), and group net assets as at 31 July 2025 was £11,733,493 (2024 - £10,147,732).

 

Future developments

The group is continuing to pursue development in current and future markets. It is enhancing and expanding its product range to new and existing sectors. It will look to further develop into all sectors where fluid transfer technology is required both offshore and onshore.

Principal risks and uncertainties

The management of the business and the execution of the group's strategy are subject to a number of risks. The board reviews these risks and puts in place policies to mitigate them. The key business and financial risks are:

 

Employees

The group understands the effect that the loss of key employees may have on the business and therefore provides competitive pay conditions to all its employees.

 

Environment, health and safety incidents

Appropriate measures are implemented to ensure the risk of any environmental and health and safety issues are minimised. The group currently holds a BS ISO 9001:2015 certificate for quality control and strives to maintain high standards in these areas.

 

Credit risk

The group monitors credit risk and considers that its current policy of strict credit checks meets its objectives of managing its exposure.

 

Liquidity risk

The directors regularly monitor the financial information to ensure that any risks in this area are considered on a timely basis.

 

Foreign exchange rate risk

In order to reduce the exposure to fluctuations in foreign exchange rates, the group holds amounts in bank accounts of foreign currencies.

TECHFLOW MARINE LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 2 -
Key performance indicators

The directors consider turnover, gross profit margin, EBITDA (earnings before interest, tax, depreciation and amortisation) and EBITDA per employee to be the key measures of the group's performance.

 

•    Turnover has increased during the year to £20,880,273 (2024 - £18,397,983).

 

•    Gross profit margin has increased in the year to 43.7% (2024 - 35.3%).

 

•    EBITDA for the year was £2,752,657 (2024 - £2,732,215),

 

•    EBITDA per employee for the year was £43,010 (2024 - £42,034).

 

The directors consider the group's results to be satisfactory in the light of current trading conditions.

Going concern

The directors have assessed the group's ability to continue as a going concern for the foreseeable future and the appropriateness of the preparation of the accounts on the going concern basis. In making such an assessment the directors have considered the group's exposure to relevant commercial and economic forces effective at the date of approval of these accounts, including but not limited to: the forward order book; financial forecasts in excess of 12 months from accounts sign off, the group's performance since the reporting date, and the availability of facilities and resources to meet its working capital requirements.

 

The directors recognise that the economic climate remains challenging and the oil and gas industry is highly susceptible to liquidity and credit default. The strategy of the company to enhance and expand its product range to new and existing sectors, and intention to further develop into all sectors where fluid transfer technology is required both offshore and onshore will diversify the group's customer base and help mitigate this risk. The directors have also implemented active measures to increase the efficiency of the business and increase the profitability to mitigate this risk.

 

In light of this the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the directors continue to adopt the going concern basis in preparing the financial statements.

On behalf of the board

G O Clark
Director
16 September 2026
TECHFLOW MARINE LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JULY 2025
- 3 -

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

Results and dividends

The results for the year are set out on page 8.

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:

J Straker
K B Beattie
(Resigned 6 December 2024)
G O Clark
J C Fitzpatrick
K L Huntley
Auditor

In accordance with the company's articles, a resolution proposing that Sumer Auditco Limited be reappointed as auditor of the group will be put at a General Meeting.

Statement of directors' responsibilities

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.

Strategic report

The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. This includes information on future developments, post reporting date events and the principal risks and uncertainties of the group.

TECHFLOW MARINE LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 4 -
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
G O Clark
Director
16 September 2026
TECHFLOW MARINE LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF TECHFLOW MARINE LIMITED
- 5 -
Opinion

We have audited the financial statements of Techflow Marine Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 July 2025 which comprise the group profit and loss account, the group statement of comprehensive income, 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.

Opinions on other matters prescribed by the Companies Act 2006

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

TECHFLOW MARINE LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TECHFLOW MARINE LIMITED
- 6 -
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.

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

TECHFLOW MARINE LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TECHFLOW MARINE LIMITED
- 7 -
Capability of the audit in detecting irregularities, including fraud

Discussions with and enquiries of management and those charged with governance were held 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; testing the appropriateness of journal entries; and the performance of analytical review 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.

Stephen Slater (Senior Statutory Auditor)
For and on behalf of Sumer Auditco Limited, Statutory Auditor
Unit 2
Gosforth Park Avenue
Newcastle Upon Tyne
NE12 8EG
17 September 2026
TECHFLOW MARINE LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 JULY 2025
- 8 -
2025
2024
Notes
£
£
Turnover
3
20,880,273
18,397,983
Cost of sales
(11,763,334)
(11,908,783)
Gross profit
9,116,939
6,489,200
Distribution costs
(7,827)
(5,806)
Administrative expenses
(6,645,344)
(6,052,211)
Other operating income
3
-
0
2,000,000
Operating profit
4
2,463,768
2,431,183
Interest receivable and similar income
34,924
2,954
Interest payable and similar expenses
8
(425,122)
(200,596)
Profit before taxation
2,073,570
2,233,541
Tax on profit
9
(316,846)
(333,407)
Profit for the financial year
1,756,724
1,900,134
Profit for the financial year is all attributable to the owners of the parent company.
TECHFLOW MARINE LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JULY 2025
- 9 -
2025
2024
£
£
Profit for the year
1,756,724
1,900,134
Other comprehensive income
Currency translation loss taken to retained earnings
(170,963)
(308,196)
Total comprehensive income for the year
1,585,761
1,591,938
Total comprehensive income for the year is all attributable to the owners of the parent company.
TECHFLOW MARINE LIMITED
GROUP BALANCE SHEET
AS AT
31 JULY 2025
31 July 2025
- 10 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
10
1,633,376
1,847,457
1,633,376
1,847,457
Current assets
Stocks
13
1,137,678
828,098
Debtors
14
24,247,685
22,330,321
Cash at bank and in hand
1,292,740
1,369,273
26,678,103
24,527,692
Creditors: amounts falling due within one year
15
(15,658,502)
(15,025,940)
Net current assets
11,019,601
9,501,752
Total assets less current liabilities
12,652,977
11,349,209
Creditors: amounts falling due after more than one year
16
(919,484)
(1,201,477)
Net assets
11,733,493
10,147,732
Capital and reserves
Called up share capital
20
42,500
42,500
Capital redemption reserve
7,500
7,500
Profit and loss reserves
11,683,493
10,097,732
Total equity
11,733,493
10,147,732
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:
G O Clark
Director
Company registration number 05505237 (England and Wales)
TECHFLOW MARINE LIMITED
COMPANY BALANCE SHEET
AS AT 31 JULY 2025
31 July 2025
- 11 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
10
543,821
641,753
Investments
11
132
132
543,953
641,885
Current assets
Stocks
13
986,621
640,334
Debtors
14
25,057,931
23,697,599
Cash at bank and in hand
1,223,736
1,297,199
27,268,288
25,635,132
Creditors: amounts falling due within one year
15
(15,561,994)
(14,961,114)
Net current assets
11,706,294
10,674,018
Total assets less current liabilities
12,250,247
11,315,903
Creditors: amounts falling due after more than one year
16
(919,484)
(1,201,477)
Net assets
11,330,763
10,114,426
Capital and reserves
Called up share capital
20
42,500
42,500
Capital redemption reserve
7,500
7,500
Profit and loss reserves
11,280,763
10,064,426
Total equity
11,330,763
10,114,426

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the period was £1,216,337 (2024 - £2,474,466 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:
G O Clark
Director
Company registration number 05505237 (England and Wales)
TECHFLOW MARINE LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JULY 2025
- 12 -
Share capital
Capital redemption reserve
Profit and loss reserves
Total
£
£
£
£
Balance at 1 August 2023
42,500
7,500
8,505,794
8,555,794
Year ended 31 July 2024:
Profit for the year
-
-
1,900,134
1,900,134
Other comprehensive income:
Currency translation differences
-
-
(308,196)
(308,196)
Total comprehensive income
-
-
1,591,938
1,591,938
Balance at 31 July 2024
42,500
7,500
10,097,732
10,147,732
Year ended 31 July 2025:
Profit for the year
-
-
1,756,724
1,756,724
Other comprehensive income:
Currency translation differences
-
-
(170,963)
(170,963)
Total comprehensive income
-
-
1,585,761
1,585,761
Balance at 31 July 2025
42,500
7,500
11,683,493
11,733,493
TECHFLOW MARINE LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JULY 2025
- 13 -
Share capital
Capital redemption reserve
Profit and loss reserves
Total
£
£
£
£
Balance at 1 August 2023
42,500
7,500
7,589,960
7,639,960
Year ended 31 July 2024:
Profit and total comprehensive income for the year
-
-
2,474,466
2,474,466
Balance at 31 July 2024
42,500
7,500
10,064,426
10,114,426
Year ended 31 July 2025:
Profit and total comprehensive income
-
-
1,216,337
1,216,337
Balance at 31 July 2025
42,500
7,500
11,280,763
11,330,763
TECHFLOW MARINE LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 JULY 2025
- 14 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
23
(2,417,742)
(428,430)
Interest paid
(425,122)
(200,596)
Income taxes paid
(316,846)
(449,592)
Net cash outflow from operating activities
(3,159,710)
(1,078,618)
Investing activities
Purchase of tangible fixed assets
(130,119)
(206,444)
Repayment of loans
3,545,686
23,453
Interest received
34,924
2,954
Net cash generated from/(used in) investing activities
3,450,491
(180,037)
Financing activities
Proceeds from new loans
-
1,250,000
Repayment of loans
(191,662)
(252,405)
Payment of finance leases obligations
(60,000)
(45,247)
Net cash (used in)/generated from financing activities
(251,662)
952,348
Net increase/(decrease) in cash and cash equivalents
39,119
(306,307)
Cash and cash equivalents at beginning of year
1,369,273
1,784,870
Effect of foreign exchange rates
(115,652)
(109,290)
Cash and cash equivalents at end of year
1,292,740
1,369,273
TECHFLOW MARINE LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
- 15 -
1
Accounting policies
Company information

Techflow Marine Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Unit 4, Silverton Court, Northumberland Business Park, Cramlington, Northumberland, NE23 7RY.

 

The group consists of Techflow Marine Limited and all of its subsidiaries.

1.1
Accounting convention

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.

Techflow Marine Limited, as an individual entity, meets the definition of a qualifying entity per FRS 102 and has taken advantage of the exemption available in paragraph 1.12 of FRS 102 from presenting a company-only statement of cash flows. These consolidated financial statements include a consolidated statement of cash flows which include the cash flows of Techflow Marine Limited.

 

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes.

1.2
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Techflow Marine 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 July 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.

TECHFLOW MARINE LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
1
Accounting policies
(Continued)
- 16 -
1.3
Going concern

The directors have assessed the parent company's and group's ability to continue as a going concern for the foreseeable future and the appropriateness of the preparation of the accounts on the going concern basis. In making such an assessment the directors have considered the parent company's and group's exposure to relevant commercial and economic forces effective at the date of approval of these accounts, including but not limited to: the forward order book; financial forecasts in excess of 12 months from accounts sign off, the group's performance since the reporting date, and the availability of facilities and resources to meet its working capital requirements.

 

The directors recognise that the economic climate remains challenging and the oil and gas industry is highly susceptible to liquidity and credit default. The strategy of the group to enhance and expand its product range to new and existing sectors, and intention to further develop into all sectors where fluid transfer technology is required both offshore and onshore will diversify the group’s customer base and help mitigate this risk. The directors have also implemented active measures to increase the efficiency of the business and increase the profitability to mitigate this risk.

 

In light of this the directors have a reasonable expectation that the parent company and group has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the directors continue to adopt the going concern basis in preparing the financial statements.

1.4
Turnover

Turnover represents amounts receivable for the installation of hosing systems, exclusive of VAT and trade discounts.

 

In respect of long term contracts, turnover represents the value of work done in the year, including estimates of amounts not invoiced. Turnover in respect of long term contracts is recognised by reference to the stage of completion. The stage of completion is calculated by reviewing milestones set out in the sales contracts against the work carried out up to the period end. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recoverable.

 

Service income receivable for use of hosing systems is recognised on a straight line basis over the term of use.

1.5
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:

Freehold land and buildings
5% straight line
Plant and equipment
10% straight line
Fixtures and fittings
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.

1.6
Fixed asset investments

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.

TECHFLOW MARINE LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
1
Accounting policies
(Continued)
- 17 -
1.7
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible 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).

1.8
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell after making due allowance for obsolete and slow moving items.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.9
Long term contracts

Where the outcome of a long term contract can be estimated reliably, revenue and costs are recognised by reference to the stage of completion of the contract activity at the reporting end date. Variations in contract work, claims and incentive payments are included to the extent that the amount can be measured reliably and its receipt is considered probable.

 

When it is probable that total contract costs will exceed total contract turnover, the expected loss is recognised as an expense immediately.

 

Where the outcome of a long term contract cannot be estimated reliably, contract revenue is recognised to the extent of contract costs incurred where it is probable that they will be recoverable. Contract costs are recognised as expenses in the period in which they are incurred. When costs incurred in securing a contract are recognised as an expense in the period in which they are incurred, they are not included in contract costs if the contract is obtained in a subsequent period.

The “percentage of completion method” is used to determine the appropriate amount to recognise in a given period. The stage of completion is measured by the proportion of contract costs incurred for work performed to date compared to the estimated total contract costs. Costs incurred in the year in connection with future activity on a contract are excluded from contract costs in determining the stage of completion. These costs are presented as stocks, prepayments or other assets depending on their nature, and provided it is probable they will be recovered.

1.10
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.

TECHFLOW MARINE LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
1
Accounting policies
(Continued)
- 18 -
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.

Derecognition of financial liabilities

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

1.11
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.

1.12
Taxation

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

TECHFLOW MARINE LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
1
Accounting policies
(Continued)
- 19 -
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.

1.13
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, if considered material to the financial statements.

 

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.

1.14
Retirement benefits

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

1.15
Leases

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.

1.16
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

TECHFLOW MARINE LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 20 -
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.

 

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.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Assessing indicators of impairment

In assessing whether there have been any indicators of impairment in assets, the directors have considered both external and internal sources of information such as market conditions and experience of recoverability. There have been no indicators of impairments identified during the current financial year.

Key sources of estimation uncertainty

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

Revenue recognition in respect of long term contracts

The group uses the percentage of completion method to recognise project revenue for fixed-price contracts. This method requires the directors to estimate the level of completion by reviewing the milestones set out in the sales contracts and measuring these against the work carried out at each reporting date. Variations to estimates could result in the over or under recognition of revenue.

Estimating value in use

Where an indication of impairment exists the directors will carry out an impairment review to determine the recoverable amount, which is the higher of fair value less costs to sell and value in use. The value in use calculation requires the directors to estimate the future cash flows expected to arise from the asset and a suitable discount rate in order to calculate present value.

Determining residual values and useful economic lives of fixed assets

The group depreciate tangible assets over their estimated useful lives. The estimation of the useful lives of assets is based on historic performance as well as expectations about future use and therefore requires estimates and assumptions to be applied by management.

 

Judgement is applied by management when determining the residual values of tangible assets. When determining the residual value management aim to assess the amount that the company would currently obtain for the disposal of the asset, if it were already of the condition expected at the end of its useful economic life.

 

The carrying amount of tangible fixed assets at the reporting date was £1,633,376 (2024 - £1,847,457).

TECHFLOW MARINE LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 21 -
3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Contract sales
17,511,203
15,257,763
Other income
3,369,070
3,140,220
20,880,273
18,397,983
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
2,050,775
318,827
Rest of the World
18,829,498
18,079,156
20,880,273
18,397,983
2025
2024
£
£
Other revenue
Interest income
34,924
2,954
Sale of customer list
-
2,000,000
4
Operating profit
2025
2024
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange losses/(gains)
39,398
(68,976)
Depreciation of tangible fixed assets
288,889
301,032
Operating lease charges
218,808
281,506
5
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
15,450
15,450
TECHFLOW MARINE LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 22 -
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
Admin
21
21
21
21
Directors
5
6
5
6
Engineers
33
33
33
33
Managers
5
5
5
5
Total
64
65
64
65

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
2,892,077
3,107,700
2,595,149
2,808,600
Social security costs
352,577
327,594
352,577
327,594
Pension costs
88,603
112,885
88,603
112,885
3,333,257
3,548,179
3,036,329
3,249,079
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
476,524
624,915
Company pension contributions to defined contribution schemes
21,250
21,066
497,774
645,981

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 4 (2024 - 3).

Remuneration disclosed above includes the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
133,440
367,134
Company pension contributions to defined contribution schemes
6,672
6,358
TECHFLOW MARINE LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 23 -
8
Interest payable and similar expenses
2025
2024
£
£
Other interest on financial liabilities
1,555
-
Interest on finance leases and hire purchase contracts
21,549
36,301
Other interest
402,018
164,295
Total finance costs
425,122
200,596
9
Taxation
2025
2024
£
£
Current tax
Foreign current tax on profits for the current period
316,846
333,407

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
2,073,570
2,233,541
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
518,393
558,385
Tax effect of expenses that are not deductible in determining taxable profit
27,891
14,603
Tax effect of income not taxable in determining taxable profit
(214,309)
(414,899)
Tax effect of utilisation of tax losses not previously recognised
(331,975)
(158,089)
Foreign taxation
316,846
333,407
Taxation charge
316,846
333,407
TECHFLOW MARINE LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 24 -
10
Tangible fixed assets
Group
Freehold land and buildings
Plant and equipment
Fixtures and fittings
Total
£
£
£
£
Cost
At 1 August 2024
207,156
1,662,200
1,106,713
2,976,069
Additions
10,865
100,954
18,300
130,119
Exchange adjustments
-
0
(76,252)
-
0
(76,252)
At 31 July 2025
218,021
1,686,902
1,125,013
3,029,936
Depreciation and impairment
At 1 August 2024
27,574
456,496
644,542
1,128,612
Depreciation charged in the year
9,432
161,792
117,665
288,889
Exchange adjustments
-
0
(20,941)
-
0
(20,941)
At 31 July 2025
37,006
597,347
762,207
1,396,560
Carrying amount
At 31 July 2025
181,015
1,089,555
362,806
1,633,376
At 31 July 2024
179,582
1,205,704
462,171
1,847,457
Company
Freehold land and buildings
Fixtures and fittings
Total
£
£
£
Cost
At 1 August 2024
207,156
1,106,713
1,313,869
Additions
10,865
18,300
29,165
At 31 July 2025
218,021
1,125,013
1,343,034
Depreciation and impairment
At 1 August 2024
27,574
644,542
672,116
Depreciation charged in the year
9,432
117,665
127,097
At 31 July 2025
37,006
762,207
799,213
Carrying amount
At 31 July 2025
181,015
362,806
543,821
At 31 July 2024
179,582
462,171
641,753
TECHFLOW MARINE LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 25 -
11
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
12
-
0
-
0
132
132
12
Subsidiaries

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

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Techflow Marine Industrial Services LTDA
Avenida Rio Branco, no. 43, 15th floor, Centro, Zip Code 20090-003, Rio de Janeiro, Brazil
Selling of hosing systems for the oil, gas and offshore industries.
Ordinary
99.00
13
Stocks
Group
Company
2025
2024
2025
2024
£
£
£
£
Raw materials and consumables
1,137,678
828,098
986,621
640,334
14
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
3,630,708
1,932,823
3,424,583
1,704,000
Gross amounts owed by contract customers
8,181,392
10,465,294
8,181,392
10,465,294
Corporation tax recoverable
1,221,076
1,221,076
1,221,076
1,221,076
Amounts owed by group undertakings
-
0
-
0
1,149,032
1,983,596
Other debtors
9,014,797
7,074,027
8,889,261
6,948,595
Prepayments and accrued income
1,564,402
1,098,791
1,557,277
836,728
23,612,375
21,792,011
24,422,621
23,159,289
Amounts falling due after more than one year:
Amount owed by related parties
635,310
538,310
635,310
538,310
Total debtors
24,247,685
22,330,321
25,057,931
23,697,599
TECHFLOW MARINE LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 26 -
15
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Obligations under finance leases
18
60,000
60,000
60,000
60,000
Other borrowings
17
215,714
185,383
215,714
185,383
Payments received on account
4,292,352
2,070,738
4,292,352
2,070,738
Trade creditors
3,802,395
3,608,105
3,751,603
3,607,121
Corporation tax payable
236,414
236,414
236,414
236,414
Other taxation and social security
280,962
261,543
280,962
261,543
Other creditors
3,245,215
2,953,212
3,199,499
2,889,370
Accruals and deferred income
3,525,450
5,650,545
3,525,450
5,650,545
15,658,502
15,025,940
15,561,994
14,961,114

Obligations under finance leases are secured over the assets to which they relate.

16
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Obligations under finance leases
18
134,753
194,753
134,753
194,753
Other borrowings
17
784,731
1,006,724
784,731
1,006,724
919,484
1,201,477
919,484
1,201,477

Obligations under finance leases are secured over the assets to which they relate.

17
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Other loans
1,000,445
1,192,107
1,000,445
1,192,107
Payable within one year
215,714
185,383
215,714
185,383
Payable after one year
784,731
1,006,724
784,731
1,006,724

Other loans are repayable in monthly instalments until 2029 and interest is charged at 14.75% per annum. Loans are secured on the assets of Techflow Marine Industrial Services LTDA.

TECHFLOW MARINE LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 27 -
18
Finance lease obligations
Group
Company
2025
2024
2025
2024
Amounts due:
£
£
£
£
Current liabilities
60,000
60,000
60,000
60,000
Non-current liabilities
134,753
194,753
134,753
194,753
194,753
254,753
194,753
254,753
Group
Company
2025
2024
2025
2024
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
60,000
60,000
60,000
60,000
In two to five years
134,753
194,753
134,753
194,753
194,753
254,753
194,753
254,753

Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

19
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
88,603
112,885

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.

 

Included within creditors at year end are pension contributions payable of £21,646 (2024 - £21,266).

20
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 1p each
4,250,000
4,250,000
42,500
42,500
21
Financial commitments, guarantees and contingent liabilities

Bank guarantees given by the company are secured over all monies due, or to become due, from the company to Barclays Bank Plc.

 

No liabilities are expected to arise as a result of the above guarantees.

TECHFLOW MARINE LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 28 -
22
Related party transactions
Transactions with related parties
Sale of customer list
2025
2024
£
£
Group and company
Companies under common influence
-
2,000,000

The following amounts were outstanding at the reporting end date:

Amounts due to related parties
2025
2024
£
£
Group and company
Companies under common influence
1,443,776
1,222,425
Former directors
1,292,017
-

The following amounts were outstanding at the reporting end date:

Amounts due from related parties
2025
2024
Balance
Balance
£
£
Group and company
Companies under common influence
8,472,902
2,962,719
Former directors
-
2,182,447
23
Cash absorbed by group operations
2025
2024
£
£
Profit after taxation
1,756,724
1,900,134
Adjustments for:
Taxation charged
316,846
333,407
Finance costs
425,122
200,596
Investment income
(34,924)
(2,954)
Depreciation and impairment of tangible fixed assets
288,889
301,032
Movements in working capital:
Increase in stocks
(309,580)
(305,200)
(Increase)/decrease in debtors
(5,463,050)
845,771
Increase/(decrease) in creditors
602,231
(3,701,216)
Cash absorbed by operations
(2,417,742)
(428,430)
TECHFLOW MARINE LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 29 -
24
Analysis of changes in net funds/(debt) - group
1 August 2024
Cash flows
Exchange rate movements
31 July 2025
£
£
£
£
Cash at bank and in hand
1,369,273
39,119
(115,652)
1,292,740
Borrowings excluding overdrafts
(1,192,107)
191,662
-
(1,000,445)
Obligations under finance leases
(254,753)
60,000
-
(194,753)
(77,587)
290,781
(115,652)
97,542
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