REGISTERED NUMBER: 00300842 (England and Wales)

Group Strategic Report,

Report of the Directors and

Consolidated Financial Statements

for the Year Ended 29th April 2026

for

Geo. Houlton & Sons (Holdings) Limited

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

5

Report of the Independent Auditors

7

Consolidated Income Statement

11

Consolidated Other Comprehensive Income

12

Consolidated Balance Sheet

13

Company Balance Sheet

15

Consolidated Statement of Changes in Equity

16

Company Statement of Changes in Equity

17

Consolidated Cash Flow Statement

18

Notes to the Consolidated Cash Flow Statement

19

Notes to the Consolidated Financial Statements

21

DIRECTORS:

P S Dickerson

T R Houlton

R G Houlton

K W Knights

SECRETARY:

N B Travis

REGISTERED OFFICE:

Hyperion Street

Witham

Hull

East Yorkshire

HU9 1BD

REGISTERED NUMBER:

00300842 (England and Wales)

AUDITORS:

Sadofskys

Statutory Auditors

Princes House

Wright Street

Hull

East Yorkshire

HU2 8HX

The directors present their strategic report of the company and the group for the year ended 29th April 2026.

REVIEW OF BUSINESS

The business is principally engaged in the provision of high quality, award-winning construction, building maintenance, fire protection and property development services within the Yorkshire and Lincolnshire areas. The group continues to focus on partnering established clients through negotiated construction projects, as well as opportunities afforded by large public sector frameworks to which it is appointed. The company also attracts a significant volume of tender enquiries attributable to recent performance and recommendation.

The broad mix of clients and projects reflects the company's ability to deliver 'best in class' results across a wide range of sectors. The company continues to substantially invest in training, systems and procedures, and clients recognise that our project teams provide an excellent level of service, contributing directly to the success of these investments.

PRINCIPAL RISKS AND UNCERTAINTIES

The management of the business and the execution of the company's strategy are subject to a number of risks. The key business risks affecting the company are considered to be the level of overall demand in local construction sector and the competition it faces from regional and local builders. These factors determine the demand for the services that the group provides in what is a highly cost sensitive market. Balancing workload with price effectively is, in consequence, critical to the future prosperity of the business.

DEVELOPMENT AND PERFORMANCE DURING THE YEAR

The company recorded a profit before tax of £343,859 (2025: £359,042) based upon an annual turnover of £28,121,824 (2025: £26,646,344).

The markets in which the business operates continue to be challenging. As previously mentioned, ensuring the business has sufficient 'sustainably priced' work is a key to the group's future success. The inflationary impact that the Iran War and the 'blockading' of the Straits of Hormuz has had on input prices, as well as the effect of increased National Insurance contributions implemented in Apr 2025, have made achieving this objective more difficult. These factors also affect our clients, damaging sentiment and their appetite for real estate investment, thereby reducing demand for our services.

Against this backdrop, however, the company has had another successful year. The efficient and effective selection, tendering and delivery of work has enabled the business to increase volumes by over 5% whilst maintaining gross margins at levels comparable to last year. In consequence, gross profits have also increased by over 5%.

In terms of the cost profile of the business, costs have increased during the year, however, these increases are often non-discretionary. Increasingly, globalisation and geopolitical events both directly and indirectly effect the business's cost base. As alluded to above, global energy prices have, due to wars in Ukraine and Iran been elevated for some time, directly impacting the business material and energy costs. Furthermore, increases in National Insurance are, it could be argued, the result of increased Government borrowing costs arising from the current geopolitical situation representing further evidence how global events can bear upon business performance. Whilst it is some consolation that we are not alone in our exposure to these challenges, it reinforces the importance of control over the costs that are discretionary requiring the company to adapt as the commercial environment evolves.

As a result, of these additional costs, profit before tax contracted marginally by approximately 4%.

Notwithstanding the minor fall in profitability, the year represents further progress in the journey to build a more stable, more profitable business and the directors believe that with the work secured and the support of our highly capable workforce, loyal customer base and supply chain, the business can look forward to a bright, prosperous future.

GOING CONCERN

The company's business activities, together with the factors likely to affect its future development, its financial position, financial risk management objectives, and its exposure to liquidity, price and credit risk are described in the Strategic report and Directors' report.

Notwithstanding challenging trading conditions, in reflecting on recent management accounts, together with corresponding cashflow and profit forecasts, the board has concluded that adherence to the going concern basis in preparing the Annual Report and financial statements continues to be appropriate. In performing this assessment, the Directors have reviewed the company's cash flow forecasts for the next 12 months from the date of the approval of the financial statements, and they have a reasonable expectation that the company has sufficient resources to continue in operational existence for the foreseeable future. The financial position will continue to be monitored very closely by Directors.

The directors therefore expect that, the going concern assumption will continue to apply for the foreseeable future.

Regarding the company's legacy defined benefit pension scheme, the previous actuarial triannual valuation of the Pension Scheme of 30 April 2023, reported a very substantial surplus and valuation updates since this date have suggested that this surplus remains at comparable levels. It is therefore, expected that costs associated with the support and operation of the scheme will be much lower in future than previously.

FINANCIAL RISK MANAGEMENT

The group's operations expose it to a variety of financial risks that include price risk, credit risk, liquidity risk and interest rate risk. The group has in place a risk awareness program that seeks to understand the adverse effects on the financial performance of the group by monitoring levels of debt finance and the related finance costs.

Given the size of the group, the directors have not delegated the responsibility of monitoring financial risk management to a sub-committee of the board. The policies set by the board of directors are implemented by the group's finance department.

Price risk

The group is not exposed to any significant price risk because before projects are undertaken price tenders from suppliers and sub-contractors are obtained. Sub-contractors are responsible for the materials used in their contracts with the group.

Credit risk

The group has implemented policies that require appropriate credit checks on potential customers and subcontractors before contracts are entered into. A significant portion of the group's activities are with Governmental organisations and as such credit risks are minimised.

Liquidity risk

Debt is project based and is supported by charged assets.

Interest rate cash flow risk

The group considers the cash flow risk on a monthly basis and the costs associated thereto are not significant to the business.

FINANCIAL KEY PERFORMANCE INDICATORS

The directors of the company and the group manage the group's operations on a divisional basis. For this reason, the company's directors believe that analysis using key performance indicators for the company is not necessary or appropriate for an understanding of the development, performance or position of the business of the company. The shareholders have a good understanding of the progress and movement of the business.

The company constantly measures its performance through detailed periodic reviews of each ongoing contract, and by monthly management accounts and meetings.

ON BEHALF OF THE BOARD:

P S Dickerson - Director

25th September 2026

The directors present their report with the financial statements of the company and the group for the year ended 29th April 2026.

PRINCIPAL ACTIVITY

The principal activity of the group continued to be that of a holding company.

DIVIDENDS

Interim dividends totalling 60p per share were paid during the year. The directors recommend that no final dividend be paid.

The total distribution of dividends for the year ended 29th April 2026 will be £ 117,204 .

DIRECTORS

The directors shown below have held office during the whole of the period from 30th April 2025 to the date of this report.

P S Dickerson

T R Houlton

R G Houlton

K W Knights

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

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

-	select suitable accounting policies and then apply them consistently;

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

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

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

The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

AUDITORS

The auditors, Sadofskys, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

P S Dickerson - Director

25th September 2026

Opinion

We have audited the financial statements of Geo. Houlton & Sons (Holdings) Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 29th April 2026 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the group's and of the parent company affairs as at 29th April 2026 and of the group's profit for the year then ended;

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

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

Basis for opinion

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

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

Other information

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

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

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

Opinions on other matters prescribed by the Companies Act 2006

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

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

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

Matters on which we are required to report by exception

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

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

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

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

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

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

Responsibilities of directors

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

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

Auditors' responsibilities for the audit of the financial statements

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

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

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

- we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of holding entities.

- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation, data protection, anti-bribery, employment, environmental and health and safety legislation;

- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

- identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

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

- performed analytical procedures to identify any unusual or unexpected relationships;

- tested journal entries to identify unusual transactions;

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

- investigated the rationale behind significant or unusual transactions.

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

- agreeing financial statement disclosures to underlying supporting documentation;

- reading the minutes of meetings of those charged with governance;

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

- reviewing correspondence with HMRC, relevant regulators and the company's legal advisors.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

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

Use of our report

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

Alan Brocklehurst (Senior Statutory Auditor)

for and on behalf of Sadofskys

Statutory Auditors

Princes House

Wright Street

Hull

East Yorkshire

HU2 8HX

25th September 2026

TURNOVER

4

28,121,824

26,646,344

Cost of sales

24,082,757

22,820,432

GROSS PROFIT

4,039,067

3,825,912

Administrative expenses

3,929,550

3,668,408

109,517

157,504

Other operating income

100,755

80,534

OPERATING PROFIT

6

210,272

238,038

Interest receivable and similar income

7

36,649

53,581

Other finance income

22

110,000

93,000

146,649

146,581

356,921

384,619

Interest payable and similar expenses

8

13,062

25,577

PROFIT BEFORE TAXATION

343,859

359,042

Tax on profit

9

(52,500

)

(22,982

)

PROFIT FOR THE FINANCIAL YEAR

396,359

382,024

Profit attributable to:

Owners of the parent

396,359

382,024

PROFIT FOR THE YEAR

396,359

382,024

OTHER COMPREHENSIVE INCOME

Actuarial movement on defined benefit

(154,000

)

125,000

Income tax relating to other comprehensive income

38,500

(31,250

)

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

(115,500

)

93,750

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

280,859

475,774

Total comprehensive income attributable to:

Owners of the parent

280,859

475,774

FIXED ASSETS

Tangible assets

12

889,316

1,008,592

Investments

13

-

-

Investment property

14

250,000

250,000

1,139,316

1,258,592

CURRENT ASSETS

Stocks

15

11,991

17,157

Debtors

16

3,652,991

4,064,882

Cash at bank and in hand

2,060,035

2,425,535

5,725,017

6,507,574

CREDITORS

Amounts falling due within one year

17

5,133,438

6,194,656

NET CURRENT ASSETS

591,579

312,918

TOTAL ASSETS LESS CURRENT LIABILITIES

1,730,895

1,571,510

CREDITORS

Amounts falling due after more than one year

18

-

(46,634

)

PROVISIONS FOR LIABILITIES

20

(156,367

)

(206,003

)

PENSION ASSET

23

1,891,000

1,983,000

NET ASSETS

3,465,528

3,301,873

CAPITAL AND RESERVES

Called up share capital

21

195,340

195,340

Revaluation reserve

22

287,693

296,388

Capital redemption reserve

22

180,999

180,999

Retained earnings

22

2,801,496

2,629,146

SHAREHOLDERS' FUNDS

3,465,528

3,301,873

The financial statements were approved by the Board of Directors and authorised for issue on 25th September 2026 and were signed on its behalf by:

P S Dickerson - Director

T R Houlton - Director

FIXED ASSETS

Tangible assets

12

609,000

630,750

Investments

13

500,201

500,201

Investment property

14

250,000

250,000

1,359,201

1,380,951

CURRENT ASSETS

Debtors

16

225,650

239,676

Cash at bank

10

10

225,660

239,686

CREDITORS

Amounts falling due within one year

17

1,283,451

1,345,042

NET CURRENT LIABILITIES

(1,057,791

)

(1,105,356

)

TOTAL ASSETS LESS CURRENT LIABILITIES

301,410

275,595

CAPITAL AND RESERVES

Called up share capital

21

195,340

195,340

Revaluation reserve

22

287,693

296,388

Capital redemption reserve

22

180,999

180,999

Retained earnings

22

(362,622

)

(397,132

)

SHAREHOLDERS' FUNDS

301,410

275,595

Company's profit for the financial year

143,019

26,482

The financial statements were approved by the Board of Directors and authorised for issue on 25th September 2026 and were signed on its behalf by:

P S Dickerson - Director

T R Houlton - Director

Called up

Capital

share

Retained

Revaluation

redemption

Total

capital

earnings

reserve

reserve

equity

£

£

£

£

£

Balance at 30th April 2024

195,340

2,153,372

305,083

180,999

2,834,794

Changes in equity

Total comprehensive income

-

382,024

-

-

382,024

Actuarial gains/(losses) on defined benefit plans

-

125,000

-

-

125,000

Tax relating to other comprehensive income

-

(31,250

)

-

-

(31,250

)

Other movements

-

-

(8,695

)

-

(8,695

)

Balance at 29th April 2025

195,340

2,629,146

296,388

180,999

3,301,873

Changes in equity

Dividends

-

(117,204

)

-

-

(117,204

)

Total comprehensive income

-

396,359

-

-

396,359

Actuarial gains/(losses) on defined benefit plans

-

(154,000

)

-

-

(154,000

)

Tax relating to other comprehensive income

-

38,500

-

-

38,500

Other movements

-

8,695

(8,695

)

-

-

Balance at 29th April 2026

195,340

2,801,496

287,693

180,999

3,465,528

Called up

Capital

share

Retained

Revaluation

redemption

Total

capital

earnings

reserve

reserve

equity

£

£

£

£

£

Balance at 30th April 2024

195,340

(423,614

)

305,083

180,999

257,808

Changes in equity

Total comprehensive income

-

26,482

-

-

26,482

Other movements

-

-

(8,695

)

-

(8,695

)

Balance at 29th April 2025

195,340

(397,132

)

296,388

180,999

275,595

Changes in equity

Dividends

-

(117,204

)

-

-

(117,204

)

Total comprehensive income

-

143,019

-

-

143,019

Other movements

-

8,695

(8,695

)

-

-

Balance at 29th April 2026

195,340

(362,622

)

287,693

180,999

301,410

Cash flows from operating activities

Cash generated from operations

1

(182,740

)

82,926

Interest paid

(6,093

)

(14,043

)

Interest element of hire purchase payments paid

(6,969

)

(11,534

)

Taxation refund

41,364

40,178

Net cash from operating activities

(154,438

)

97,527

Cash flows from investing activities

Purchase of tangible fixed assets

(80,044

)

(232,702

)

Sale of tangible fixed assets

2,500

8,753

Interest received

36,649

53,581

Net cash from investing activities

(40,895

)

(170,368

)

Cash flows from financing activities

Capital repayments in year

(52,963

)

(47,925

)

Equity dividends paid

(117,204

)

-

Net cash from financing activities

(170,167

)

(47,925

)

Decrease in cash and cash equivalents

(365,500

)

(120,766

)

Cash and cash equivalents at beginning of year

2

2,425,535

2,546,301

Cash and cash equivalents at end of year

2

2,060,035

2,425,535

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2026

2025

£

£

Profit before taxation

343,859

359,042

Depreciation charges

199,320

174,913

Profit on disposal of fixed assets

(2,500

)

(7,620

)

Pension scheme expenses

48,000

(93,000

)

Increase in provisions

-

84,305

Finance costs

13,062

25,577

Finance income

(146,649

)

(146,581

)

455,092

396,636

Decrease in stocks

5,166

3,307

Decrease in trade and other debtors

471,983

30,974

Decrease in trade and other creditors

(1,114,981

)

(347,991

)

Cash generated from operations

(182,740

)

82,926

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 29th April 2026

29/4/26

30/4/25

£

£

Cash and cash equivalents

2,060,035

2,425,535

Year ended 29th April 2025

29/4/25

30/4/24

£

£

Cash and cash equivalents

2,425,535

2,546,301