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

Principal activities

The principal activity of Hanover Displays Limited is the design, research & development, manufacture and distribution of passenger information systems for the public transport industry. The Company is the parent to the Hanover Displays Group (the group) and provides the main design and manufacturing operation for the group, with subsidiary offices in France, Spain, Germany, Italy, Australia, Hong Kong plus a second production facility in the US.

Under section 172(1) of the Companies Act 2006 (section 172), the Directors are required to act in a way that they consider, in all good faith, would most likely promote the success of the Company. This success must be for the benefit of the Company’s shareholders but also for all other stakeholders.

The Board of Directors is committed to delivering the highest quality products and services and maintaining its reputation for high standards of business conduct. It recognises this is key to our ongoing success and we do this by making available the necessary resources to provide appropriate working environments to maximise the welfare and development of all staff. The Directors promote a culture of quality and environmental performance in all our activities and encourage our suppliers, sub-contractors and customers to embrace the same values.

The group delivered an excellent performance during the financial year, with sales increasing by 28% compared to the previous year. This strong growth was driven by continued demand from customers, the expansion of existing business relationships, and the successful acquisition of new opportunities across key markets.

Gross profit margin increased by 0.6%, which reflects a favourable sales mix plus ongoing focus on operational efficiencies and cost management. Administrative expenses increased by 25%, primarily due to investment in personnel and infrastructure to support the group's growth and future development.

The group also recognised a £11m gain on investments, which contributed significantly to overall profitability.

The presence of growing order books, coupled with highly skilled and motivated workforce gives the Directors every confidence that the business will continue to trade positively in 2026.

The Directors consider proper risk management to be crucial to the group’s future success and give a high priority to ensuring that adequate systems and structures are in place to measure, analyse and limit exposure to risk. The Directors have established procedures to ensure that the internal controls are effective, efficient and are commensurate with a group of this size. A key control is the day to day supervision of the business by the Directors.

The group's sales outlook is predominantly linked to investment in public transport and its international market exposure, making it difficult to forecast accurately growth or reduction in sales. However, we continue to monitor market information, sales prospects and orders on a regular basis to assist in anticipating future demand.

The group is exposed to fluctuations in electronic component prices arising from global supply and demand imbalances, supply chain constraints, geopolitical events, and changes in manufacturing capacity. Increases in component prices may reduce margins where higher costs cannot be fully passed on to customers and may adversely affect profitability. The Directors monitor market conditions closely and seek to mitigate this risk through supplier diversification, strategic purchasing, and effective inventory management.

Incidents of sophisticated cyber-​crime represent a significant and increasing threat to all businesses. Hanover takes this risk seriously and continues to make investments to protect our systems and data.

The group's financial position at the end of the year is strong both in terms of profit and liquidity exhibited by the strength of its balance sheet. Funds over the requirement for working capital are an essential and inseparable part of the group's strategy of growth and future development. This provides funding to resource additional production facilities and acquisitions that may be required to meet ambitious growth targets. It also provides security against the risks and uncertainties highlighted in the section above.

In addition to financial performance, the Directors monitor a range of key performance indicators to assess the overall health and development of the business. These include customer retention, supplier performance, inventory management, employee retention, and working capital efficiency.

During the year, the group continued to strengthen relationships with both customers and suppliers, while investing in its people, systems, and operational processes to support future growth. The Directors consider these non-financial measures to be important indicators of the group's long-term sustainability and success.

The group’s net assets at 31 December 2025 were £91.7m (2024: £71.6m) and employee numbers increased to 362 (2024: 337).

The Directors remain confident in the group's prospects and will continue to focus on sustainable growth through the expansion of its customer base, strengthening of existing relationships, and the development of new market opportunities. Investment will continue in personnel, systems, and operational infrastructure to support the efficient scaling of the business.

The group will also seek to enhance its product offering and supply chain resilience while maintaining a disciplined approach to cost management and working capital. In addition, the Directors will continue to monitor developments in artificial intelligence, electronic component markets, and the wider geopolitical environment to ensure the business remains well positioned to respond to changing market conditions and capitalise on future opportunities.

On behalf of the board

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

The principal activities, review of the business and future developments can be found in the strategic report.

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

Ordinary dividends were paid amounting to £1,750,273. The directors do not recommend payment of a further dividend.

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

D G Williams has a 20% share in the subsidiary company Hanover SRL.

The group’s financial instruments comprise bank balances, trade creditors and trade debtors. The main purpose of these instruments is to raise funds for the group’s operations. Due to the nature of these funds, there is no exposure to price risk. The group’s approach to managing other risks applicable to the financial instruments concerned are as follows. In respect of bank balances use of overdraft facilities are minimised. There are no loans from directors or financial institutions. The group manages the liquidity risk by ensuring there are sufficient funds to meet the payments. Trade debtors are managed in respect of credit and cash flow risk by policies concerning the credit offered to customers and the regular monitoring of amounts outstanding and overdue. Trade creditors risk is managed by ensuring sufficient funds are available to meet amounts due.

The group remains committed to innovatory research and development. Project based management is in place to ensure successful outcomes and control of cost through regular review. This ensures that it can meet or exceed the market requirements and expectations.

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

The group's policy is to consult and discuss with employees matters likely to affect employees' interests.

Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.

The group regularly engages with its customers and suppliers through meetings, conferences and events. More formal reviews are undertaken periodically to ensure that relationships remain underpinned by key criteria such as quality, service, safety, innovation and commercial viability.

The auditor, West & Berry Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

The UK Government’s Streamlined Energy and Carbon Reporting (SECR) policy was implemented on 1 April 2019. The figures below represents Hanover Displays energy use and associated greenhouse gas (GHG) emissions from electricity and fuel in the UK.

Emissions have been grouped according to the GHG Protocol Corporate Standard. CO2 emissions have been calculated using the 2025 UK Government Conversion Factors for Company Reporting.

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.

The directors have considered it appropriate to adopt the going concern basis of accounting.

The group has chosen in accordance with Companies Act 2006, s.414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report.

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:

• select suitable accounting policies and then apply them consistently;

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

• state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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

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.

We have audited the financial statements of Hanover Displays Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group income statement, the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

• give a true and fair view of the state of the group's and the parent company's affairs as at 31 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 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:

• The information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

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:

• 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.

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.

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

The objectives of our audit are to identify and assess the risks of material misstatement of the financial statements due to fraud or error; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud or error; and to respond appropriately to those risks. Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK). In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following:

• We obtained an understanding of the legal and regulatory frameworks applicable to the group and the sector in which it operates.

• We obtained an understanding of how the group is complying with the legal and regulatory frameworks by making inquiries to management.

• We assessed the susceptibility of the group’s financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included:

• identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud;

• understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process;

• challenging assumptions and judgments made by management in its significant accounting estimates;

• identifying and testing journal entries.

• understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process;

• challenging assumptions and judgments made by management in its significant accounting estimates;

• identifying and testing journal entries, in particular any journal entries posted with unusual account combinations; and

• assessing the extent of compliance with the relevant laws and regulations.

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.

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 £20,887,365 (2024 - £9,545,322 profit).

Hanover Displays Limited and Subsidiary Companies (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Southerham House, Southerham Lane, Lewes, East Sussex, BN8 6JN.

The group consists of Hanover Displays Limited and all of its subsidiaries.

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, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The accounts comply with FRS 102.

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.

The consolidated financial statements incorporate those of Hanover Displays Limited and all of its subsidiaries (ie entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits). Subsidiaries acquired during the year are consolidated using the purchase method. Their results are incorporated from the date that control passes.

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.

The subsidiaries have been included in the group financial statements using the purchase method of accounting. Accordingly, the group profit and loss account and statement of cash flows include the results and cash flows of the subsidiaries for the twelve month period.

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. In the group financial statements, associates are accounted for using the equity method.

The results of the group companies Hanover SRL, Hanover Displays BV and Hanover Nordic APS have been excluded from the consolidation as exempt under Section 405(2) of the Companies Act 2006 as their inclusion, both individually and collectively, is not material for the purpose of giving a true and fair view.

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.

Revenue from the sale of all passenger information and display systems, parts and related services is recognised at the point and time of dispatch to customers excluding all sales taxes, rebates and early settlement discounts.

Research expenditure is written off against profits in the year in which it is incurred.

Acquired goodwill is written off in equal annual instalments over its estimated useful economic life.

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 cost or value of the asset can be reliably measured.

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:

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:

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 income statement.

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.

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.

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

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.

Cost is calculated using the FIFO method.

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.

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

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 statement of financial position 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, 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, 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.

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.

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.

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, 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.

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

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.

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

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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 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 income statement, 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.

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

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.

The group operates a defined contribution pension scheme or other schemes as required by local regulation. The pension costs charged to the financial statements represents the contributions payable by the company during the year.

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.

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

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.

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

Provision is made for the average cost of annual repairs over the estimated remaining life of a bus sign.

Full provision is made on all items of free stock over 12 months historic usage.

Full provision is made to restore leased buildings to their original condition as required under the lease.

In the opinion of the directors it would be seriously prejudicial to the interests of the company to disclose turnover between geographical markets.

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

Their aggregate remuneration comprised:

Defined contribution pension scheme payments recognised as an expense were £867,048 (2024: £738,855).

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 5 (2024 - 5).

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:

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

Registered office addresses:

Details of associates at 31 December 2025 are as follows:

Hanover Nordic APS was dissolved on 18 December 2025.

Stocks are stated after a stock provision of £1,812,167 (2024: £1,698,929). The results for the year include an increase in stock provision of £113,238 (2024: £203,490).

Market value of listed investments at 31 December 2025 is £9,748,070 (2024: £6,410,198).

Historic cost of listed investments at 31 December 2025 is £5,901,445 (2024: £4,279,279). Historic cost of unlisted investments at 31 December 2025 is £3,979,292 (2024: £3,979,292).

Movement of listed investments for the year comprises additions of £7,121,001 (2024: £25,930), disposals of £7,598,725 (2024: £763,771) and fair value adjustments of £1,715,707 (2024: £869,392). Movement of unlisted investments for the year comprises disposals of £nil (2024: £2,012,722) and fair value adjustments of £7,314,636 (2024: £2,259,088).

If all listed and unlisted investments were sold at their valuation, an estimated tax charge of £4,963,142 (2024: £2,661,233) would arise.

Other provisions relate to the liability for future warranty repairs on the group's products calculated at net present value over the average life of the product, the obligation of the company upon termination of their lease to return the factory to its original state and a provision for potential legal costs relating to building permissions.

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

The estimated amount of the deferred tax liabilities expected to reverse during the year beginning after the reporting period is £227,402 (2024: £164,523).

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.

The company has one class of ordinary shares which carry no right to fixed income.

Accumulated reserves include fair value adjustments totalling £20,748,310 (2024: £11,717,968) which are not available for distribution until realised.

A contingent liability has been estimated at £324,377 (2024: £223,183) for possible retirement benefits in France.

There is a management fee commitment in Australia, estimated at £384,620 (2024: £499,257).

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:

Operating lease payments recognised as an expense in the year £1,092,758 (2024: £851,986).

Amounts contracted for but not provided in the financial statements:

The director D G Williams holds 20% of the issued share capital in the subsidiary company Hanover Displays SRL.

During the year no transactions took place between Hanover Displays Limited and Hanover Displays SRL.

The exemption for 100% owned subsidiaries is being claimed for transactions between Hanover Displays Limited and it's group undertakings Hanover France SAS, Hanover Displays Pty Ltd, Hanover Displays Inc, Hanover Displays GmbH, Hanover SL and Hanover Far East.

No guarantees have been given or received.

Included within Trade debtors is an amount of £nil (2024: £8,586), owed by a company owned and controlled by the director D G Williams.

Dividends totaling £1,533,784 (2024: £920,127) were paid in the year in respect of shares held by the directors of Hanover Displays Limited.

The company is controlled by the director, D G Williams by reason of his shareholding.