Company registration number 12318554 (England and Wales)
CARBON3 LTD
CONSOLIDATED ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
CARBON3 LTD
COMPANY INFORMATION
Directors
M K Shipp
I R Random
A N Golding
J L Curtis
P Bradbury
S J Collins
Company number
12318554
Registered office
61 London Road
Maidstone
England
ME16 8TX
Auditors
Levicks Audit Services Limited
West Hill, 61 London Road
Maidstone
Kent
United Kingdom
ME16 8TX
CARBON3 LTD
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4
Directors' responsibilities statement
5
Independent auditor's report
6 - 9
Profit and loss account
10
Group balance sheet
11
Company balance sheet
12 - 13
Group statement of changes in equity
14
Company statement of changes in equity
15
Group statement of cash flows
16
Company statement of cash flows
17
Notes to the financial statements
18 - 34
CARBON3 LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

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

Review of the business

Carbon3 delivers the technologies, skills, and services required to transition the UK to a low-carbon future. Our focus is on high-quality renewable energy installations and lifetime asset support across the public, commercial and residential landscape.

Following several years of rapid growth, 2025 represented a year of consolidation and strategic investment for Carbon3, with a deliberate focus on building the organisational capacity, infrastructure and commercial platform required to support renewed growth in 2026 and beyond.

Revenue remained broadly consistent with the record levels achieved in 2024, despite changes in the timing of a number of major programmes and projects during the year.

Throughout 2025, the Company continued to invest ahead of future demand, strengthening its workforce, management structure, operational capability and supporting infrastructure. This increased cost base in the short term but was considered important in ensuring Carbon3 has the capacity and resilience required to support its next phase of sustainable growth.

The Midlands regional office established during 2024 continued to support Carbon3’s ability to deliver projects across a wider geographical area during 2025.

Our longer-term objective remains to develop a genuinely national delivery capability. Over the next three years, we intend to continue expanding our geographical presence where this is supported by customer demand, secured programmes and attractive market opportunities.

This expansion will be undertaken in a disciplined manner, ensuring that operational capability, management oversight and local delivery resources develop alongside the Company’s geographical reach.

Diversification across our core markets

Carbon3 continues to operate across three principal markets:

This diversified market position remains an important strength of the business. The timing of activity within individual sectors can vary as a result of public-sector funding cycles, procurement programmes and customer project schedules. Maintaining a broad exposure across multiple routes to market helps Carbon3 manage these fluctuations while pursuing opportunities in areas offering attractive long-term growth.

Our client base includes local authorities, housing associations, other public-sector organisations, Tier 1 contractors, large national housebuilders and publicly listed companies, many of which operate across the UK.

Repeat business and multi-site programmes remain an important part of our growth strategy. We continue to work closely with clients and delivery partners during the design and mobilisation stages, tailoring solutions to individual project requirements and developing long-term relationships based on quality, reliability and trust.

CARBON3 LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
Development and performance

A significant focus during 2025 was strengthening the operational platform required to support the Company’s future growth.

Carbon3 continued to expand its operational, technical, commercial and management functions, investing in additional capability ahead of anticipated demand. This included further development of management structures, project controls and supporting functions designed to enable the business to manage a greater number and complexity of projects while maintaining delivery standards.

Increasing internal capability also remains an important part of our strategy. By developing our own technical and operational resources alongside trusted delivery partners, we aim to maintain greater control over quality, programme delivery and customer experience.

These investments represent an important part of the foundations being established for renewed growth in 2026 and beyond.

The continued development of our Operations & Maintenance division remains an important strategic priority.

As the installed base of renewable energy assets across the UK increases, customers increasingly require long-term support to ensure systems continue to operate safely, efficiently and at their expected performance levels.

Our services include planned maintenance, reactive support, system diagnostics, performance optimisation and support for third-party installed systems.

Expanding this capability allows Carbon3 to support customers throughout the lifetime of their renewable energy assets while developing a greater proportion of recurring and directly contracted revenue.

Our people remain fundamental to Carbon3’s success.

During 2025, we continued to invest in the size, capability and experience of our team, strengthening operational, technical and management resources across the business.

We remain committed to developing talent internally through apprenticeships, structured training and professional development. As Carbon3 grows, we intend to further develop structured career pathways for apprentices, graduates and experienced professionals, helping create the technical and leadership skills required to support both the Company and the wider renewable energy industry.

Building capacity ahead of demand has been a deliberate part of our strategy during 2025 and leaves the business better positioned to respond as activity increases across our core markets.

Resilience in an evolving market

The renewable energy sector continues to evolve rapidly.

During 2025, the industry experienced fluctuations in project timing, public-sector funding cycles, procurement programmes, labour availability and wider economic conditions.

Carbon3 continues to manage these risks through diversification across markets and customers, disciplined project selection, strong supplier relationships and investment in our own delivery capability.

The Board believes maintaining the ability to invest through short-term market fluctuations is important to the Company’s long-term development. Our objective remains to build a resilient business capable of delivering sustainable growth across changing market conditions.

CARBON3 LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -
Responsible and sustainable growth

As a business operating at the centre of the UK’s energy transition, we recognise that our own environmental and social responsibilities extend beyond the technologies we install.

We continue to consider opportunities to reduce the environmental impact of our operations, supply chain and vehicle fleet while strengthening governance and delivering wider social value through our activities.

We also continue to explore recognised environmental and social frameworks that can help benchmark our progress and provide greater transparency as the business develops.

Our objective is to ensure that Carbon3’s growth is responsible, sustainable and aligned with the wider purpose of the markets in which we operate.

Looking forward – foundations for 2026 growth

2025 was deliberately a year of investment in the foundations required for Carbon3’s next phase of growth.

The investments made throughout the year have established a stronger platform for 2026 and beyond. Increased operational capacity, a strengthened management structure, continued investment in our people, improved business infrastructure and greater diversification across our routes to market leave Carbon3 better equipped to convert its growing pipeline and deliver larger and more complex programmes.

The business enters 2026 with greater operational capacity, a deeper management structure, a broader customer proposition and the infrastructure required to support a substantially larger organisation.

Our focus now turns to converting this increased capability into sustainable growth. We intend to deepen relationships with existing customers, increase direct engagement with public and private-sector clients, grow recurring Operations & Maintenance revenues, expand our geographical reach and capitalise on opportunities across our residential retrofit, commercial and industrial retrofit and new-build markets.

We will continue to pursue profitable and responsible growth rather than growth for its own sake, maintaining disciplined project selection and ensuring that operational capability develops alongside revenue.

The Board believes the investments made during 2025 leave Carbon3 well positioned for renewed growth in 2026 and beyond, while maintaining the quality, control and resilience required to deliver that growth sustainably.

As demand for renewable energy and decarbonisation solutions continues to develop across the UK, we believe Carbon3 has the people, capabilities and market position required to capitalise on the opportunities ahead.

On behalf of the board

21 September 2026
CARBON3 LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -

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

Principal activities

The principal activity of the company and group continued to be that of sale and installation of environmentally friendly equipment.

Directors

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

M K Shipp
I R Ransom
A N Golding
J L Curtis
P Bradbury
S J Collins
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.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to groups and companies entitled to the exemptions of the small companies regime.

On behalf of the board
S J Collins
Director
21 September 2026
CARBON3 LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -

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.

CARBON3 LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CARBON3 LTD
- 6 -
Opinion

We have audited the financial statements of Carbon3 Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group profit and loss account, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company 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:

CARBON3 LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CARBON3 LTD
- 7 -
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.

• the nature of the industry and sector, control environment and business performance including the design of the Group’s remuneration policies, key drivers for directors’ remuneration and bonus levels

 

• results of our enquiries of management and assessment of the risks of irregularities;

 

• any matters we identified having obtained and reviewed the documentation of their policies and procedures relating to:

 

- identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;

 

– detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

 

– the internal controls established to mitigate risks of fraud or non-compliance with laws and;

 

• the matters discussed among the audit engagement team including significant component audit teams and relevant internal specialists, including tax, valuations, IT and financial instruments specialists regarding

CARBON3 LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CARBON3 LTD
- 8 -

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in revenue recognition. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override of controls.

 

We also obtained an understanding of the legal and regulatory frameworks that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act, Listing Rules, patent law, tax legislation and pensions legislation.

 

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty. These included employment and minimum wage legislation, health, safety and the environment (“HSE”), international trading laws, environmental regulations and the companies governing regulators Medicines and Healthcare Products Regulatory Agency (MHRA).

 

The audit partner will assess the auditor to ensure they are competent in identifying irregularities and fraud by ensure continous professional development is up to date, along with reviewing audit planning to ensure significant areas are being audited at the appropriate level of risk.

As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain

professional scepticism throughout the audit. We also:

 

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

 

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control.

 

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

 

• Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the company to cease to continue as a going concern.

 

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

 

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

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.

CARBON3 LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CARBON3 LTD
- 9 -

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.

Mr Jon Williamson FCA (Senior Statutory Auditor)
For and on behalf of Levicks Audit Services Limited
West Hill, 61 London Road
Maidstone
Kent
ME16 8TX
United Kingdom
21 September 2026
CARBON3 LTD
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
2025
2024
Notes
£
£
Turnover
3
15,779,548
16,223,342
Cost of sales
(10,146,796)
(9,895,178)
Gross profit
5,632,752
6,328,164
Administrative expenses
(3,765,585)
(3,136,128)
Other operating income
14,361
4,042
Operating profit
4
1,881,528
3,196,078
Interest receivable and similar income
7,953
13,848
Interest payable and similar expenses
7
(27,136)
(18,750)
Profit before taxation
1,862,345
3,191,176
Tax on profit
8
(476,177)
(798,707)
Profit for the financial year
1,386,168
2,392,469
Profit for the financial year is all attributable to the owners of the parent company.
CARBON3 LTD
GROUP BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 11 -
2025
2024
Notes
£
£
£
£
Fixed assets
Goodwill
10
1,418
1,418
Other intangible assets
10
1,395
7,151
Total intangible assets
2,813
8,569
Tangible assets
11
576,037
549,548
578,850
558,117
Current assets
Stocks
15
448,186
566,672
Debtors
16
4,784,219
4,141,825
Cash at bank and in hand
1,432,129
1,343,594
6,664,534
6,052,091
Creditors: amounts falling due within one year
17
(2,457,013)
(2,788,392)
Net current assets
4,207,521
3,263,699
Total assets less current liabilities
4,786,371
3,821,816
Creditors: amounts falling due after more than one year
18
(347,292)
(347,404)
Provisions for liabilities
Deferred tax liability
20
138,521
130,513
(138,521)
(130,513)
Net assets
4,300,558
3,343,899
Capital and reserves
Called up share capital
22
131,156
131,156
Share premium account
276,410
276,410
Profit and loss reserves
3,892,992
2,936,333
Total equity
4,300,558
3,343,899

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved by the board of directors and authorised for issue on 21 September 2026 and are signed on its behalf by:
21 September 2026
S J Collins
Director
Company registration number 12318554 (England and Wales)
CARBON3 LTD
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 12 -
2025
2024
Notes
£
£
£
£
Fixed assets
Intangible assets
10
1,395
7,151
Tangible assets
11
496,534
434,966
Investments
12
26,000
26,000
523,929
468,117
Current assets
Stocks
15
448,186
566,672
Debtors
16
4,785,579
4,141,218
Cash at bank and in hand
1,422,203
1,339,434
6,655,968
6,047,324
Creditors: amounts falling due within one year
17
(2,430,120)
(2,768,000)
Net current assets
4,225,848
3,279,324
Total assets less current liabilities
4,749,777
3,747,441
Creditors: amounts falling due after more than one year
18
(304,259)
(273,851)
Provisions for liabilities
Deferred tax liability
20
122,271
108,742
(122,271)
(108,742)
Net assets
4,323,247
3,364,848
Capital and reserves
Called up share capital
22
131,156
131,156
Share premium account
276,410
276,410
Profit and loss reserves
3,915,681
2,957,282
Total equity
4,323,247
3,364,848

As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £1,387,908 (2024 - £2,417,307 profit).

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

CARBON3 LTD
COMPANY BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2025
31 December 2025
- 13 -
The financial statements were approved by the board of directors and authorised for issue on 21 September 2026 and are signed on its behalf by:
21 September 2026
S J Collins
Director
Company registration number 12318554 (England and Wales)
CARBON3 LTD
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 14 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
124,590
276,410
1,815,205
2,216,205
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
2,392,469
2,392,469
Issue of share capital
22
6,566
-
0
-
6,566
Dividends
9
-
-
(1,271,341)
(1,271,341)
Balance at 31 December 2024
131,156
276,410
2,936,333
3,343,899
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
1,386,168
1,386,168
Dividends
9
-
-
(429,509)
(429,509)
Balance at 31 December 2025
131,156
276,410
3,892,992
4,300,558
CARBON3 LTD
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 15 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
124,590
276,410
1,811,316
2,212,316
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
-
2,417,307
2,417,307
Issue of share capital
22
6,566
-
0
-
6,566
Dividends
9
-
-
(1,271,341)
(1,271,341)
Balance at 31 December 2024
131,156
276,410
2,957,282
3,364,848
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
1,387,908
1,387,908
Dividends
9
-
-
(429,509)
(429,509)
Balance at 31 December 2025
131,156
276,410
3,915,681
4,323,247
CARBON3 LTD
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 16 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
24
1,248,512
1,765,327
Interest paid
(27,136)
(18,750)
Income taxes paid
(540,072)
(1,068,450)
Net cash inflow from operating activities
681,304
678,127
Investing activities
Purchase of intangible assets
-
(2,843)
Purchase of tangible fixed assets
(189,221)
(82,033)
Proceeds from disposal of tangible fixed assets
5,029
12,847
Interest received
7,953
13,848
Net cash used in investing activities
(176,239)
(58,181)
Financing activities
Proceeds from issue of shares
-
6,566
Repayment of bank loans
(10,441)
(10,178)
Payment of finance leases obligations
23,420
(88,135)
Dividends paid to equity shareholders
(429,509)
(1,271,341)
Net cash used in financing activities
(416,530)
(1,363,088)
Net increase/(decrease) in cash and cash equivalents
88,535
(743,142)
Cash and cash equivalents at beginning of year
1,343,594
2,086,736
Cash and cash equivalents at end of year
1,432,129
1,343,594
CARBON3 LTD
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 17 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
25
1,188,712
1,720,311
Interest paid
(18,412)
(8,512)
Income taxes paid
(534,578)
(1,068,450)
Net cash inflow from operating activities
635,722
643,349
Investing activities
Purchase of intangible assets
-
0
(2,843)
Purchase of tangible fixed assets
(189,221)
(82,033)
Interest received
7,953
13,848
Net cash used in investing activities
(181,268)
(71,028)
Financing activities
Proceeds from issue of shares
-
6,566
Repayment of bank loans
(4,994)
(4,868)
Payment of finance leases obligations
62,818
(34,086)
Dividends paid to equity shareholders
(429,509)
(1,271,341)
Net cash used in financing activities
(371,685)
(1,303,729)
Net increase/(decrease) in cash and cash equivalents
82,769
(731,408)
Cash and cash equivalents at beginning of year
1,339,434
2,070,842
Cash and cash equivalents at end of year
1,422,203
1,339,434
CARBON3 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 18 -
1
Accounting policies
Company information

Carbon3 Ltd (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 61 London Road, Maidstone, England, ME16 8TX.

 

The group consists of Carbon3 Ltd and all of its subsidiaries.

1.1
Basis of preparation

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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

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

1.2
Business combinations

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

 

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

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Carbon3 Ltd together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

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

 

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

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

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

CARBON3 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 19 -

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

 

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

 

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

1.4
Going concern

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

1.5
Revenue

Revenue comprises sales of goods or services provided to customers net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts. Revenue is recognised when performance obligations are satisfied and the control of goods or services is transferred to the buyer. Where the performance obligation is satisfied over time, revenue is recognised in accordance with its progress towards complete satisfaction of that performance obligation.

 

When cash inflows are deferred and represent a financing arrangement, the promised consideration is adjusted for the effects of the time value of money, which is recognised as interest income.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

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

1.7
Intangible fixed assets other than goodwill

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

 

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

CARBON3 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 20 -

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

Software
3 years straight line
1.8
Tangible fixed assets

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

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

Plant and equipment
15% reducing balance
Fixtures and fittings
15% reducing balance
Computers
33% straightline
Motor vehicles
25% reducing balance
Bicycles
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.

1.9
Fixed asset investments

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

 

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

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

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

 

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

 

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

 

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

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

CARBON3 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 21 -
1.10
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

 

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

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.

1.11
Cash and cash equivalents

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

1.12
Financial instruments

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

 

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

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

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

Other financial assets

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

CARBON3 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 22 -
Impairment of financial assets

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

 

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

 

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

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

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

 

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

CARBON3 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 23 -
Derecognition of financial liabilities

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

1.13
Equity instruments

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

1.14
Taxation

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

Current tax

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

Deferred tax

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

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

1.15
Employee benefits

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

 

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

 

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

1.16
Retirement benefits

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

CARBON3 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 24 -
1.17
Leases
As lessee

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

 

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

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

1.18
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

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.

3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Sales of goods and services
15,779,548
16,223,342
2025
2024
£
£
Other revenue
Interest income
7,953
13,848
Grants received
14,361
4,042
CARBON3 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 25 -
4
Operating profit
2025
2024
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange losses
8,559
3
Government grants
(14,361)
(4,042)
Fees payable to the group's auditor for the audit of the group's financial statements
16,300
15,500
Depreciation of tangible fixed assets
154,154
135,622
Loss on disposal of tangible fixed assets
3,549
9,594
Amortisation of intangible assets
5,756
7,712
Operating lease charges
49,797
43,120
5
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
82
70
82
70

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
3,593,292
2,606,983
3,593,292
2,606,983
Social security costs
416,856
261,535
416,856
261,535
Pension costs
58,994
77,626
58,994
77,626
4,069,142
2,946,144
4,069,142
2,946,144
6
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
321,800
227,018
Company pension contributions to defined contribution schemes
11,270
47,218
333,070
274,236
CARBON3 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
6
Directors' remuneration
(Continued)
- 26 -
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
77,500
67,109
Company pension contributions to defined contribution schemes
-
31,109
Accrued pension at the end of the year
2,500
-
7
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
5,742
2,588
Other interest on financial liabilities
199
37
5,941
2,625
Other finance costs:
Interest on finance leases and hire purchase contracts
21,195
16,125
Total finance costs
27,136
18,750
8
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
468,169
755,072
Deferred tax
Origination and reversal of timing differences
8,008
43,635
Total tax charge
476,177
798,707
CARBON3 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
8
Taxation
(Continued)
- 27 -

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

2025
2024
£
£
Profit before taxation
1,862,345
3,191,176
Expected tax charge based on the standard rate of corporation tax in the UK of 25% (2024: 25%)
465,586
797,794
Effects of:
Expenses that are not deductible in determining taxable profit
10,538
(432)
Change in corporation tax rate
(11)
1,726
Permanent capital allowances in excess of depreciation
(7,945)
(44,016)
Deferred tax adjustment
8,009
43,635
Taxation charge in the financial statements
476,177
798,707
9
Dividends
2025
2024
Recognised as distributions to equity holders:
£
£
Final paid
429,509
1,271,341
10
Intangible fixed assets
Group
Goodwill
Software
Total
£
£
£
Cost
At 1 January 2025 and 31 December 2025
1,418
24,479
25,897
Amortisation and impairment
At 1 January 2025
-
0
17,328
17,328
Amortisation charged for the year
-
0
5,756
5,756
At 31 December 2025
-
0
23,084
23,084
Carrying amount
At 31 December 2025
1,418
1,395
2,813
At 31 December 2024
1,418
7,151
8,569
CARBON3 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
10
Intangible fixed assets
(Continued)
- 28 -
Company
Software
£
Cost
At 1 January 2025 and 31 December 2025
24,479
Amortisation and impairment
At 1 January 2025
17,328
Amortisation charged for the year
5,756
At 31 December 2025
23,084
Carrying amount
At 31 December 2025
1,395
At 31 December 2024
7,151
11
Tangible fixed assets
Group
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Bicycles
Total
£
£
£
£
£
£
Cost
At 1 January 2025
18,719
55,719
60,589
676,870
2,069
813,966
Additions
14,634
7,400
19,592
147,595
-
0
189,221
Disposals
-
0
-
0
-
0
(20,131)
-
0
(20,131)
At 31 December 2025
33,353
63,119
80,181
804,334
2,069
983,056
Depreciation and impairment
At 1 January 2025
5,762
11,599
28,734
217,165
1,158
264,418
Depreciation charged in the year
3,689
8,299
20,070
121,868
228
154,154
Eliminated in respect of disposals
-
0
-
0
-
0
(11,553)
-
0
(11,553)
At 31 December 2025
9,451
19,898
48,804
327,480
1,386
407,019
Carrying amount
At 31 December 2025
23,902
43,221
31,377
476,854
683
576,037
At 31 December 2024
12,957
44,120
31,855
459,705
911
549,548
CARBON3 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
11
Tangible fixed assets
(Continued)
- 29 -
Company
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Bicycles
Total
£
£
£
£
£
£
Cost
At 1 January 2025
17,628
55,719
54,940
436,290
2,069
566,646
Additions
14,634
7,400
19,592
147,595
-
0
189,221
At 31 December 2025
32,262
63,119
74,532
583,885
2,069
755,867
Depreciation and impairment
At 1 January 2025
5,012
11,599
23,085
90,826
1,158
131,680
Depreciation charged in the year
3,604
8,299
20,070
95,452
228
127,653
At 31 December 2025
8,616
19,898
43,155
186,278
1,386
259,333
Carrying amount
At 31 December 2025
23,646
43,221
31,377
397,607
683
496,534
At 31 December 2024
12,616
44,120
31,855
345,464
911
434,966
12
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
13
-
0
-
0
26,000
26,000
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2025 and 31 December 2025
26,000
Carrying amount
At 31 December 2025
26,000
At 31 December 2024
26,000
13
Subsidiaries

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

CARBON3 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
13
Subsidiaries
(Continued)
- 30 -
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
NRGbase Limited
United Kingdom
1
100.00
14
Financial instruments
15
Stocks
Group
Company
2025
2024
2025
2024
£
£
£
£
Work in progress
448,186
566,672
448,186
566,672
16
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
4,135,303
4,051,448
4,135,303
4,049,482
Other debtors
561,163
56,372
562,523
57,731
Prepayments and accrued income
87,753
34,005
87,753
34,005
4,784,219
4,141,825
4,785,579
4,141,218
17
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans
19
10,703
10,518
5,119
5,004
Obligations under finance leases
116,003
103,097
98,356
71,055
Trade creditors
1,381,215
1,256,555
1,381,215
1,256,555
Corporation tax payable
203,169
275,072
195,618
269,578
Other taxation and social security
182,842
144,323
181,857
143,609
Other creditors
109,052
321,550
113,926
344,922
Accruals and deferred income
454,029
677,277
454,029
677,277
2,457,013
2,788,392
2,430,120
2,768,000
CARBON3 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 31 -
18
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans and overdrafts
19
39,124
49,750
18,958
24,067
Obligations under finance leases
308,168
297,654
285,301
249,784
347,292
347,404
304,259
273,851
19
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Bank loans
49,827
60,268
24,077
29,071
Payable within one year
10,703
10,518
5,119
5,004
Payable after one year
39,124
49,750
18,958
24,067

 

 

20
Deferred taxation

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

Liabilities
Liabilities
2025
2024
Group
£
£
Accelerated capital allowances
138,521
130,513
Liabilities
Liabilities
2025
2024
Company
£
£
Accelerated capital allowances
122,271
108,742
CARBON3 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
20
Deferred taxation
(Continued)
- 32 -
Group
Company
2025
2025
Movements in the year:
£
£
Liability at 1 January 2025
130,513
108,742
Charge to profit or loss
8,008
13,529
Liability at 31 December 2025
138,521
122,271

 

21
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
58,994
77,626

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.

22
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary Shares of £1 each
131,156
131,156
131,156
131,156
23
Operating lease commitments
As lessee

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

Group
Company
2025
2024
2025
2024
£
£
£
£
Within 1 year
123,418
123,925
114,668
115,175
Years 2-5
160,310
242,772
157,029
230,741
283,728
366,697
271,697
345,916
CARBON3 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 33 -
24
Cash generated from group operations
2025
2024
£
£
Profit after taxation
1,386,168
2,392,469
Adjustments for:
Taxation charged
476,177
798,707
Finance costs
27,136
18,750
Investment income
(7,953)
(13,848)
Loss on disposal of tangible fixed assets
3,549
9,594
Amortisation and impairment of intangible assets
5,756
7,712
Depreciation and impairment of tangible fixed assets
154,154
135,622
Movements in working capital:
Decrease/(increase) in stocks
118,486
(205,246)
Increase in debtors
(642,394)
(2,022,721)
(Decrease)/increase in creditors
(272,567)
644,288
Cash generated from operations
1,248,512
1,765,327
25
Cash generated from operations - company
2025
2024
£
£
Profit after taxation
1,387,908
2,417,307
Adjustments for:
Taxation charged
474,147
806,784
Finance costs
18,412
8,512
Investment income
(7,953)
(13,848)
Amortisation and impairment of intangible assets
5,756
7,712
Depreciation and impairment of tangible fixed assets
127,653
97,340
Movements in working capital:
Decrease/(increase) in stocks
118,486
(205,246)
Increase in debtors
(644,361)
(2,026,228)
(Decrease)/increase in creditors
(291,336)
627,978
Cash generated from operations
1,188,712
1,720,311
CARBON3 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 34 -
26
Analysis of changes in net funds - group
1 January 2025
Cash flows
31 December 2025
£
£
£
Cash at bank and in hand
1,343,594
88,535
1,432,129
Borrowings excluding overdrafts
(60,268)
10,441
(49,827)
Payment of finance leases obligations
(400,751)
(23,420)
(424,171)
882,575
75,556
958,131
27
Analysis of changes in net funds - company
1 January 2025
Cash flows
31 December 2025
£
£
£
Cash at bank and in hand
1,339,434
82,769
1,422,203
Borrowings excluding overdrafts
(29,071)
4,994
(24,077)
Payment of finance leases obligations
(320,839)
(62,818)
(383,657)
989,524
24,945
1,014,469
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