REGISTERED NUMBER: 00577587 (England and Wales)

J. R. Rix & Sons Limited

Group Strategic Report, Report of the Directors and

Consolidated Financial Statements for the Year Ended 31st December 2025

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

6

Report of the Independent Auditors

12

Consolidated Statement of Comprehensive Income

15

Consolidated Balance Sheet

16

Company Balance Sheet

17

Consolidated Statement of Changes in Equity

18

Company Statement of Changes in Equity

19

Consolidated Cash Flow Statement

20

Notes to the Consolidated Financial Statements

21

DIRECTORS:

T J Rix

S J Rix

R M A Clarke

J I Doyle

D J Lambert

R E Wilde

P J Hasnip

H J Rix

M Fry

REGISTERED OFFICE:

2 Humber Quays

Wellington Street West

Hull

East Yorkshire

HU1 2BN

REGISTERED NUMBER:

00577587 (England and Wales)

AUDITORS:

Smailes Goldie

Chartered Accountants

Statutory Auditor

Regent's Court

Princess Street

Hull

HU2 8BA

The directors present their strategic report of the company and the group for the year ended 31st December 2025.

REVIEW OF BUSINESS

The Group delivered a resilient performance during the year, with turnover increasing by 8% to £574.4 million (2024: £531.4 million). Growth was driven primarily by the acquisition of Prestige Homeseeker Park & Leisure Homes Limited and increased activity within a number of the Group's core businesses, offsetting continued challenges in certain markets.

The directors consider that the Group's key financial performance indicators are revenue and profitability. Group profit before taxation increased to £4.6 million (2024: £2.4 million), whilst operating profit improved to £3.8 million compared with an operating loss of £1.6 million in the previous year. This improvement reflects the contribution from the Prestige acquisition, stronger trading performances across parts of the Group and continued focus on operational efficiency.

The Group's strategy remains centred on reinvesting profits into existing businesses, pursuing organic growth opportunities and making targeted acquisitions that complement its long-term objectives. During the year the Group continued to invest across its operations and focused on the successful integration of Prestige Homeseeker Park & Leisure Homes Limited following its acquisition in the prior year, further strengthening the Group's position within the leisure homes sector. The Group also completed the acquisition of AR Fuels Limited in October 2025, broadening its presence within the petroleum division and enhancing its ability to serve customers across a wider geographic area.

Its key areas, together with corresponding turnover, are shown below.

2025

2024

£million

£million

Maritime Bunkering

43.3

42.2

Shipping

8.3

9.3

Motors

28.5

36.7

Petroleum

402.2

397.5

Leisure homes

88.8

40.8

Renewables

3.3

4.8

Maritime Bunkering supplies marine fuels to shipping vessels throughout the UK. The business delivered a stable performance during the year, with turnover increasing to £43.3 million. Whilst activity levels within certain offshore windfarm projects remained below historic peaks, the business continued to benefit from its strong customer relationships, infrastructure and market position.

Shipping is responsible for the management of the Group's shipping vessels together with stevedoring operations in Montrose. The principal activities continue to be the management of a fleet of windfarm workboats, tankers and barges, along with the operation of the shipping terminal in Montrose. The turnover and profitability of this area of the business was negatively impacted by the reduction in wind farm construction projects, which worsened the utilisation of the wind-farm workboat fleet. Shipping includes the Montrose terminal and grain drying operations, with profitability reducing compared to the previous period. Trading at the Montrose operation was impacted by a poor harvest, resulting in lower grain throughput, reduced quayside volumes and lower grain drying activity during the year. In addition, ongoing cost pressures continued to impact margins across the division.

Motors comprises Jordan & Company, which operates as a Stellantis commercial vehicle dealer representing Fiat Professional and Peugeot LCV, together with the Group's vehicle conversion activities and a motorhome and campervan business offering a range of new and used leisure vehicles. Following the strategic repositioning of the business in 2024, 2025 represented the first full year operating under the revised model. The wider vehicle market remained challenging, with higher interest rates continuing to impact consumer demand. As a result, turnover reduced to £28.5 million following the cessation of passenger vehicle sales and a lower overall level of activity compared with the previous year. Despite the reduction in turnover, the revised business model delivered improved gross margins and a stronger trading performance, with operating losses reducing to £0.1m (2024: £0.5m loss). The business is now focused on sectors that offer improved long-term opportunities and is better aligned with the Group's strategic objectives following the strategic repositioning completed in 2024.

Petroleum includes the wholesaling and distribution of petroleum products along with fuel cards.

Sales of petroleum products are invariably seasonal, with the level of demand dictated to some degree by the weather. The division delivered a resilient performance during the year, with revenue increasing by 1.2% to £402.2m, reflecting continued demand across its customer base and a slightly higher average oil price during the year.

Victory Leisure Homes manufactures static caravans and lodges, with the majority of its products sold to holiday parks throughout the UK. Following the challenging market conditions experienced in 2024, the business delivered a significant improvement in trading performance during 2025, with turnover increasing to £62.5m (2024: £27.5m) as demand and production levels recovered. Despite this improvement, the wider leisure market remained challenging, with higher interest rates, inflationary pressures and economic uncertainty continuing to influence customer demand. The increased level of activity resulted in a substantial improvement in profitability, with operating losses reducing to £1.3m (2024: £7.6m loss). The business continues to invest in its people, manufacturing capabilities and product development, whilst benefiting from the support of the wider Rix Group.

Prestige Homeseeker Park & Leisure Homes manufactures high-quality residential and holiday park homes, supplying customers throughout the United Kingdom. Following its acquisition by J. R. Rix & Sons Limited in 2024, 2025 represented the first full year as part of the Group. The wider park home sector remained challenging, with economic uncertainty, elevated interest rates and ongoing cost of living pressures continuing to impact consumer demand. Despite these conditions, the business generated turnover of £27.3m and remained focused on improving operational efficiency, controlling costs and strengthening customer and supplier relationships. Prestige continues to benefit from the financial stability, strategic support and long-term investment approach provided by the wider Rix Group, positioning the business well for future growth as market conditions improve.

Renewables provides managed services to the offshore and onshore wind farm industry, supplying skilled technicians, engineers and crew transfer vessels to support both construction and operations and maintenance ("O&M") projects throughout the UK. The division experienced a more challenging trading environment during 2025, with a reduction in O&M project activity resulting in lower levels of demand across a number of its service lines. As a result, turnover reduced to £2.4m (2024: £4.3m) and profitability reduced compared with the previous year. Despite these challenges, the business remained profitable and continues to be well positioned to support future activity within the renewable energy sector.

Investment properties - Property income continues to benefit from strong demand and high levels of occupancy.

The company is financed primarily through its shareholders' funds.

PRINCIPAL RISKS AND UNCERTAINTIES

The principal risks and uncertainties affecting the business include the following:

Debtors: the group maintains strong relationships with its key customers through its sales teams. In addition, the group operates a defined credit control policy and the risk against larger debts is credit insured.

Pension funding risk: the group offers a defined contribution scheme only.

Environmental risk: the group places considerable emphasis on environmental compliance and not only seeks to ensure on-going compliance with the relevant legislation but strives to ensure that best practice is incorporated into its key processes.

Major disruption/disaster: the group has contingency plans, which it reviews regularly.

Legislation: the group monitors current and forthcoming legislation regularly, both directly and through membership of various trade associations. The group not only seeks to ensure on-going compliance but strives to ensure that it incorporates best practice.

Litigation: the group is subject to litigation from time to time. The outcome of legal action is always uncertain and there is always the risk that it may prove more costly and time consuming than expected. There is a risk that litigation could be instigated in the future which could materially impact the group. The group endeavours to maintain adequate insurance levels for all appropriate insurable risks.

Competitive risk: the group operates within highly competitive markets. It maintains a large number of supply options and has control over its own storage and logistics chains. Investment, legislation and supply barriers in the market are significant for smaller operators and new entrants.

Sales and marketing: new and replacement business is being won continually. New and existing markets have been developed in line with the group's strategy. Key customer relationships are monitored on a regular basis.

Cyber Security: the group recognises the growing threat of cyber and cyber enabled fraud, viruses and other forms of cyber attack and has measures in place to protect its systems and information from attack. It continues to assess and upgrade its procedures and systems as the cyber threat develops and evolves.

SECTION 172(1) STATEMENT

The Directors of J R Rix & Sons Limited and those of all UK companies must act in accordance with a set of general duties. These duties are detailed in the UK Companies Act 2006. The board of directors consider that they have acted in good faith in a way most likely to promote the success of the company for the benefit of its members as a whole.

The business can only grow and prosper if we understand and respect the views and needs of our shareholders, customers, colleagues, suppliers, the environment and the wider community in which we operate. The company can trace its origins back 150 years and the shareholders continue to be the Rix family, who sit on the main board. The company's purpose, culture and values are those of a family business whose name it is. As a board we have always taken decisions for the long term.

Strategy (and the likely consequences of any decision on the long term)

The long-term success of the organization is to do with the shareholders' policy of retaining the majority of profits to re-invest in the business. The company seeks to invest in profitable and sustainable opportunities. This investment is through a combination of new business start-ups, organic growth through the development of existing businesses and acquisition.

Employees

Our people are central to the continued success of the business.

At J.R Rix & Sons Ltd we believe that nothing we do is so important that it cannot be completed safely. Our philosophy is to prevent accidents, and cases of work-related ill health, to our employees, contractors, customers or members of the public. Health and Safety is a main board agenda item and the company invests in all aspects of health and safety and are committed to delivering the highest standards. Our dedicated HSE professionals assist in delivering the risk assessment and management review programme. We continue to develop the ways in which we engage with our employees and offer two-way communication opportunities through our health and safety committees at each location throughout the group.

We invest significantly in our workforce. To help unlock potential we invest in training at all levels. We provide a comprehensive e-learning program as part of the induction of all new members of staff. The company runs an internal management training program and supports its people through developing their skills with recognised qualifications. We engage with our workforce to ensure that we are fostering an environment that they are happy to work in and that best supports their well-being.

Relationships with customers and suppliers

The company's relationship with its customers is critical to its long-term success. At all times the company aims to provide value and quality and exceed customers' expectations. The company encourages feedback from customers and looks to incorporate the feedback in continuous improvement.

Our suppliers are fundamental to the quality of our products and to ensuring that, as a business, we meet the high standards of conduct that we set ourselves. We value our suppliers, ensuring that engagement is continual fosters two-way feedback, we act with honesty and integrity in all our dealings with them and expect the same in return. We aim to pay all suppliers, irrespective of size, of agreed terms, on time every time.

The community and the environment

The company respects the communities in which we operate and at all times acts to prevent harm. We aim to create positive change in our local communities by supporting numerous charities and good causes and encouraging colleagues to assist with their expertise.

The Company recognizes environmental management as an important responsibility and takes practical measures to comply with all relevant environmental laws and regulations as a minimum standard.

The Company aims continuously to improve and consolidate its environmental policy by regular examination of key business processes and procedures.

The group, through the parent company J R Rix & Sons Limited, is certified to the ISO 50001 standard. The specification requires use of an energy management system with a main purpose of using energy more efficiently.

Business conduct

J R Rix & Sons Limited is committed to doing business with suppliers, customers and other parties in a way that is fair and transparent for everyone involved. The company maintains a reputation for high standards and at all times expects its people to act with honesty and integrity.

The need to act fairly between members of the company

The shares are held by a small number of family members.

ON BEHALF OF THE BOARD:

R E Wilde - Director

20th July 2026

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

PRINCIPAL ACTIVITIES

The principal activities of the group in the year under review were those of shipping, the sale of petroleum products and motor cars and the manufacture and sale of caravans.

DIVIDENDS

During the year, interim dividends of 229p per share (£320,600) were paid.

DIRECTORS

The directors shown below have held office during the whole of the period from 1st January 2025 to the date of this report.

T J Rix

S J Rix

R M A Clarke

J I Doyle

D J Lambert

R E Wilde

P J Hasnip

H J Rix

Other changes in directors holding office are as follows:

M Fry - appointed 13th March 2025

The group has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

FINANCIAL INSTRUMENTS

The group's principal financial instruments comprise loans, trade debtors and trade creditors. The main purpose of these instruments is to raise funds for the group's operations and to finance working capital.

Due to the nature of the financial instruments used by the company, there is limited exposure to price risk.

With regard to the loans, these have fixed interest rates and the capital repayments are fixed. The group manages the liquidity risk by ensuring that there are sufficient funds to meet the payments as they fall due.

Trade debtors are managed in respect of the credit offered to customers and are regularly monitored for amounts outstanding for both time and credit limits. The trade creditor liquidity risk is managed by ensuring sufficient funds are available to meet payments as they fall due.

DISABLED EMPLOYEES

It is the policy of the group to employ disabled persons wherever circumstances permit and to provide normal opportunities for their training, promotion and career development. The group's policy includes, wherever practical, the continued employment of those who become disabled during their employment.

ENGAGEMENT WITH EMPLOYEES

The group considers it important that employees are kept informed on all aspects of its affairs as far as the needs of communication and financial confidentiality will allow. Further details are supplied within the Section 172 (1) statement in the Strategic Report.

ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS

The group considers it important that it fosters relationships with its customers and suppliers. Further details are supplied within the Section 172 (1) statement in the Strategic Report.

NON-FINANCIAL AND SUSTAINABILITY INFORMATION STATEMENT

Overview

J.R Rix & Sons Limited and its subsidiary companies (The Rix Group) remain committed to the transparent climate-related disclosure and proactive climate risk management.

The Group operates across;

-

Petroleum distribution

-

Shipping

-

Leisure Home Manufacturing

-

Heating Services

-

Motorhome Sales

-

Renewable Energy technologies

Due to the diversity of operations, exposure to climate-related risks varies across subsidiaries. Climate considerations are reviewed at Board level due to the Group's management structure.

During the 2025 reporting year, the group have;

-

Continued with current green electricity tariffs across operational sites, with any new acquisitions also being considered for transition to green electric tariffs.

-

Reviewed petroleum sites to assess energy efficiency measures.

-

Undergone a total re-fit of Jordans motorhome showroom including energy efficient LED lighting and solar invertor upgrade.

-

Further review of domestic heating market due to the planned 2035 boiler phase-out policy.

-

Increased focus on maritime decarbonisation requirements, including exploring carbon credit schemes and upskilling of staff to increase knowledge within the company.

-

Further investment appraisal of solar and on-site renewable generation.

The Group recognises that transition risks remain the most material short-to-medium term exposure, particularly in its petroleum, heating and shipping operations.

Governance

The Board of Directors retains ultimate oversight of climate-related risks and opportunities.

Climate-related performance and regulatory developments form a standing consideration within Board agendas.

Climate-related matters are;

-

Reviewed at Board level on a regular basis

-

Considered within capital allocation decisions

-

Incorporated into strategic planning discussions

-

Reviewed in the context of financial statement preparation

The ESG Working Group;

-

Identifies emerging regulatory developments

-

Conducts risk screening exercises

-

Monitors emissions data and renewable performance

-

Investigates and presents energy saving measures and renewable schemes to senior management for consideration at Board level

-

Reports directly to senior management and the Board

The Board considers whether climate-related risks could materially affect financial statements when reviewing;

-

Asset valuations

-

Useful economic lives

-

Impairment indicators

-

Going concern assumptions

Strategy

The Rix Group recognises that climate change and the transition to a lower-carbon economy present both risks and opportunities across its businesses. The Group continues to monitor regulatory developments, market trends and technological changes that may affect its operations, particularly in relation to fossil fuel usage and heating technologies.

Key strategic considerations include;

-

Monitoring regulatory change; The Rix Group continues to review UK Government policies relating to the phase-out of fossil fuels and potential restrictions affecting petroleum products and domestic heating systems.

-

Lower-carbon fuel alternatives: HVO current offered as a renewable diesel alternative within the Petroleum companies, allowing customers to reduce emissions where appropriate.

-

Heating Services transition: Capability has been developed within the business to install heat pumps and the business continues to evaluate how it's service offering may evolve as demand for alternative heating technologies increases.

-

Energy efficient product design: Victory Leisure Homes designs homes with energy efficiency in mind and reports energy performance figures as part of the NCC certification process.

-

Low-carbon product options: Solar photovoltaic systems are available as an optional upgrade across the leisure home product range for customers seeking lower-carbon solutions.

-

Operational efficiency improvements: Opportunities to improve energy efficiency across the Groups property portfolio and operational activities are reviewed periodically.

-

Physically climate risks: The Group continues to monitor floor risk affecting operational sites. Flood defence measures are in place on the marina near the head office site located on the river Humber.

Risk Management

During 2025, the Group further integrated climate risk into its enterprise risk management framework. Climate-related risks are now;

-

Identified at subsidiary level

-

Assessed for likelihood and financial impact

-

Reported through the ESG working group

-

Escalated to Board where necessary

ISO 14001 and ISO 50001 management systems continue to support environmental risk identification of the following environmental areas;

-

Spillage of product to ground

-

Spillage of product to water

-

Fire and explosion

-

Disposal of fire water

-

Emissions of volatile organic compounds

-

Emission of CO2 to the environment from vehicles

-

Emissions of NOx from vehicles

-

Energy used to heat and light depots

-

Generation of contaminated waste (rags etc.)

-

Generation of non-hazardous waste

-

Generation of electrical waste

-

Noise generated from depot operations

-

Emissions of light

During the reporting period ahead, the ESG working group will explore the development of site-level registers of climate-related risks. These registers would help identify location-specific exposures across operational sites and subsidiaries, supporting more detailed monitoring.

Metrics and Targets

The Rix Group head office has been based in Hull for the last 150 years and so is no stranger to climate related risks such as flooding and storm surges and the relating damages. To manage transition risks, we monitor our carbon intensity relative to regulatory requirements and internal targets (a copy of our SECR for the Head Office operations are included in appendix A).

The Rix Group regularly reviews and monitors;

-

Scope 1 emissions

-

Scope 2 emissions

-

Selected Scope 3 categories

-

Energy consumption (kWh)

-

Carbon intensity (tonnes CO2e per employee/per leisure unit produced)

-

Renewable energy generation at multiple sites across the group (Fuel, Manufacturing, Leisure)

-

Green tariff coverage

-

Energy usage for reporting against ISO 50001 and ISO 14001 for a variety of sites.

Performance and progress

The Group has several projects in various stages of development across its range of sites.

Ongoing projects include (but are not limited to):

-

Continuation of property portfolio evaluation for renewable energy opportunities

-

Continuation of Modeshift stars travel plan for The Rix Group

-

Supporting the update of sustainable fuels for both agricultural and maritime customers

Projects which have been completed are;

-

Refurbishment of wind turbine at the Gilberdyke manufacturing site where the VLH showground is located.

-

Modeshift stars sustainable travel programme to support employees in choosing more eco-friendly options to travel to and from work. The Rix Group has achieved a 'Very Good' Modeshift STARS Accreditation in 2025 building on the 'Good' Accreditation from 2024.

-

Performance review of current renewable energy systems which have been acted upon (new invertor housing, review of cable trunking at site)

-

New BMS system at Head Office to allow closer review of energy use.

-

Installation and monitoring of solar panels at manufacturing conversion site.

We are also supporting several new initiatives within the business which are actively ongoing at time of report writing.

-

Installation and monitoring of the solar infrastructure at Victory Conversions site.

-

Supporting heat district network with local businesses which we lease buildings to.

-

Review of EV charging infrastructure at some of our heavy traffic sites.

Conclusion

The Rix Group continues to consider the potential risks and opportunities arising from climate change. The Group monitors regulatory developments, operational performance and market trends to ensure that climate-related matters are reflected in its strategic planning and risk management processes.

Oversight of climate-related issues is provided by the Board of Directors, with support from the internal ESG working group. The group monitors emerging legislation, reviews potential impacts and considers opportunities linked to the transition to a lower-carbon economy.

In preparing the Groups financial statements, the Directors have considered whether climate-related risks could have a material impact on the business. At present, no such impacts have been identified that would require adjustments to the financial statements.

In particular, the Directors considered the potential implications of climate-related risks in relation to:

-

The Groups ability to continue as a going concern and its viability over the next five years

-

The valuation and useful economic life of non-current assets, including goodwill

-

The valuation and useful economic life of property, plant and equipment

The Directors will continue to monitor these areas as climate-related risks, market conditions and regulatory requirements evolve.

STREAMLINED ENERGY AND CARBON REPORTING

The company consumes more than 40,000 kWh of energy each year, therefore energy efficiency disclosures under the Streamlined Energy and Carbon Reporting regulations ("SECR") are disclosed below as Head Office activities. On a consolidated basis, Victory Leisure Homes Limited is the sole subsidiary company required to report under the SECR in its own right as the remaining subsidiaries are either non- large companies or consume less than 40,000 kWh of energy annually. The SECR disclosure for Victory Leisure Homes Limited only is included below as Manufacturing activities.

These figures have been compiled in line with Streamlined Energy and Carbon Reporting (SECR) requirements, for the period ended 31st December 2024. Greenhouse gases have been calculated using the UK Government GHG Conversion Factors for Company Reporting DEFRA conversion factors.

Head Office activities

2025

2024

Energy usage

Total kWh consumed

215,357

109,435

tCO2e

2025

2024

Scope 1

Mobile Combustion - Diesel/Petrol for forklifts

22.3

24.0

Scope 1

Stationary Combustion - LPG and Kero for heating

0

0

Scope 2

Purchased Electricity

21.1

0

Scope 3

Business Travel including Rail, Flights and Hotel Stays

17.2

6.9

Total

60.6

30.9

Intensity Ratio

tCO2e/Average number of head office staff

0.60

0.39

Manufacturing activities - subsidiaries in scope

2025

2024

Energy usage

Total kWh consumed

4,333,306

3,835,116

tCO2e

2025

2024

Scope 1

Mobile Combustion - Diesel/Petrol for forklifts

603.1

373.7

Scope 1

Stationary Combustion - LPG and Kero for heating

226.5

313.0

Scope 2

Purchased Electricity

115.9

114.5

Scope 3

Business Travel including Rail, Flights and Hotel Stays

82.2

78.6

Total

1027.7

879.8

Intensity Ratio

tCO2e/£1MN Turnover

11.4

18.6

The group uses renewable sources of energy in the manufacture process during the period under review, including via onsite wind turbines and solar panels. The group looks at ways of reducing reliance on fossil fuels and continually monitor the manufacturing inputs and processes to achieve this aim.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

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

-	select suitable accounting policies and then apply them consistently;

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

-	state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

AUDITORS

The auditors, Smailes Goldie, will be proposed for re-appointment in accordance with section 485 of the Companies Act 2006.

ON BEHALF OF THE BOARD:

R E Wilde - Director

20th July 2026

Opinion

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

In our opinion the financial statements:

-	give a true and fair view of the state of the group's and of the parent company affairs as at 31st December 2025 and of the group's profit for the year then ended;

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

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

Basis for opinion

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

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the 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 the 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 directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

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

Opinions on other matters prescribed by the Companies Act 2006

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

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

-	the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

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

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

-	adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

-	the parent company financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

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

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

Auditors' responsibilities for the audit of the financial statements

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

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

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the parent company and the group, including the Companies Act 2006, tax legislation, data protection, anti-bribery, employment, environmental and health and safety legislation. An understanding of these laws and regulations and the extent of compliance was obtained through discussion with management and inspecting legal and regulatory correspondence.

We assessed the susceptibility of the group's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by making enquiries of management and considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

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

-

performed analytical procedures to identify any unusual or unexpected relationships;

-

tested journal entries to identify unusual transactions;

-

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

-

investigated the rationale behind significant or unusual transactions.

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

-

agreeing financial statement disclosures to underlying supporting documentation;

-

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

-

reviewing correspondence with HMRC, relevant regulators including the Health and Safety Executive, and the parent company and group's legal advisors.

Due to the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission, or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Michael Stocks FCA (Senior Statutory Auditor)

for and on behalf of Smailes Goldie

Chartered Accountants

Statutory Auditor

Regent's Court

Princess Street

Hull

HU2 8BA

20th July 2026

TURNOVER

3

574,428,023

531,392,286

Cost of sales

523,330,360

493,899,374

GROSS PROFIT

51,097,663

37,492,912

Distribution costs

646,460

662,383

Administrative expenses

51,420,311

42,397,888

52,066,771

43,060,271

(969,108

)

(5,567,359

)

Other net operating income

4

4,716,963

3,940,867

OPERATING PROFIT/(LOSS)

6

3,747,855

(1,626,492

)

Income from shares in group undertakings

-

33,531

Interest receivable and similar income

1,074,230

621,076

1,074,230

654,607

4,822,085

(971,885

)

Gain on revaluation of

investment property

467,214

3,984,720

5,289,299

3,012,835

Interest payable and similar expenses

7

672,676

610,481

PROFIT BEFORE TAXATION

4,616,623

2,402,354

Tax on profit

8

1,178,855

494,136

PROFIT FOR THE FINANCIAL YEAR

3,437,768

1,908,218

FIXED ASSETS

Intangible assets

11

2,228,935

1,777,636

Tangible assets

12

80,486,105

79,220,543

Investments

13

-

-

82,715,040

80,998,179

CURRENT ASSETS

Stocks

14

42,708,153

43,192,604

Debtors: amounts falling due within one year

15

54,338,560

49,355,051

Debtors: amounts falling due after more than one year

15

9,615,693

6,521,472

Cash in hand

6,230

2,443

106,668,636

99,071,570

CREDITORS

Amounts falling due within one year

16

54,151,807

49,365,683

NET CURRENT ASSETS

52,516,829

49,705,887

TOTAL ASSETS LESS CURRENT LIABILITIES

135,231,869

130,704,066

CREDITORS

Amounts falling due after more than one year

17

(1,424,929

)

-

PROVISIONS FOR LIABILITIES

21

(7,252,142

)

(7,587,036

)

NET ASSETS

126,554,798

123,117,030

CAPITAL AND RESERVES

Called up share capital

22

140,000

140,000

Non- distributable reserve

23

4,679,591

4,210,125

Retained earnings

23

121,735,207

118,766,905

SHAREHOLDERS' FUNDS

126,554,798

123,117,030

The financial statements were approved by the Board of Directors and authorised for issue on 20th July 2026 and were signed on its behalf by:

T J Rix - Director

R E Wilde - Director

FIXED ASSETS

Intangible assets

11

25,000

-

Tangible assets

12

71,590,850

73,308,540

Investments

13

3,444,235

1,920,336

75,060,085

75,228,876

CURRENT ASSETS

Debtors: amounts falling due within one year

15

42,462,049

41,766,889

Debtors: amounts falling due after more than one year

15

9,615,693

6,521,472

Cash at bank and in hand

41,679,973

34,230,107

93,757,715

82,518,468

CREDITORS

Amounts falling due within one year

16

25,316,548

22,638,106

NET CURRENT ASSETS

68,441,167

59,880,362

TOTAL ASSETS LESS CURRENT LIABILITIES

143,501,252

135,109,238

PROVISIONS FOR LIABILITIES

21

4,801,890

4,761,439

NET ASSETS

138,699,362

130,347,799

CAPITAL AND RESERVES

Called up share capital

22

140,000

140,000

Non- distributable reserve

23

4,679,591

4,210,125

Retained earnings

23

133,879,771

125,997,674

SHAREHOLDERS' FUNDS

138,699,362

130,347,799

Company's profit for the financial year

8,351,563

12,412,322

The financial statements were approved by the Board of Directors and authorised for issue on 20th July 2026 and were signed on its behalf by:

T J Rix - Director

R E Wilde - Director