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REGISTERED NUMBER: 12094925 (England and Wales)






















B.W. Industries (UK) Limited

Group Strategic Report, Report of the Directors and

Consolidated Financial Statements for the Year Ended 31 January 2026






B.W. Industries (UK) Limited (Registered number: 12094925)






Contents of the Consolidated Financial Statements
for the year ended 31 January 2026




Page

Company Information 1

Group Strategic Report 2

Report of the Directors 3

Report of the Independent Auditors 6

Consolidated Statement of Comprehensive Income 9

Consolidated Balance Sheet 10

Company Balance Sheet 11

Consolidated Statement of Changes in Equity 12

Company Statement of Changes in Equity 13

Consolidated Cash Flow Statement 14

Notes to the Consolidated Cash Flow Statement 15

Notes to the Consolidated Financial Statements 16


B.W. Industries (UK) Limited

Company Information
for the year ended 31 January 2026







DIRECTORS: D R Smith
S P Smith
J Petch
G Reiss
K Watson





SECRETARY: D R Smith





REGISTERED OFFICE: Carnaby Industrial Estate
Lancaster Road
Carnaby, Bridlington
East Yorkshire
YO15 3QY





REGISTERED NUMBER: 12094925 (England and Wales)





AUDITORS: Smailes Goldie
Chartered Accountants
Statutory Auditor
Regent's Court
Princess Street
Hull
East Yorkshire
HU2 8BA

B.W. Industries (UK) Limited (Registered number: 12094925)

Group Strategic Report
for the year ended 31 January 2026

The directors present their strategic report of the company and the group for the year ended 31 January 2026.

REVIEW OF BUSINESS
The group traded throughout the period in the supply of a comprehensive range of galvanised and fabricated steel components and accessories for the domestic, construction, manufacturing and agricultural sectors.

The directors are satisfied with the continued performance and progression of the business, despite deteriorating wider economic conditions and the challenges that continues to bring. Following two years of declining turnover mainly accountable to softening prices following Covid and the Russia/Ukraine war, steel prices remained stable for the majority of the year which resulted in turnover and profit figures consistent with the previous year.

Turnover and gross profit are regarded as key performance indicators and while turnover has been varied due to external factors over the past five years the directors are pleased with the gross profit percentage remaining consistent during this period.



2026 2025 2024
£    £    £   
Turnover 31,191,253 31,666,539 41,567,219
Gross Profit 10,788,963 11,242,290 16,645,346

PRINCIPAL RISKS AND UNCERTAINTIES
The group's results are sensitive to changes in raw material prices which tend to fluctuate on a regular basis. Any increases in raw material prices have the ability to impact upon the company's profitability.

In addition, the group monitors its credit risk as a priority matter. This is especially important in the current economic environment and the group has systems in place to reduce that risk to an acceptable level.

SECTION 172(1) STATEMENT
The directors have considered the matters set out in section 172 (1) (a) to (f) when performing their duty to
promote the success of the company and the group. The directors continue to ensure that any business decisions consider the long-term impact on all key stakeholders. This includes when evaluating acquisition and growth opportunities. During the period there has been a strong focus on the continued integration of previous acquisitions to ensure that going forward the business can function in a single consistent manner. This integration promotes employee development and allows supplier and customer relationships to be elevated to a group level. Environmental issues continue to be a major focus of the business and are a key consideration as the Board compiles its strategy. The board encourages sharing of best practices between group companies to ensure the business operates at the highest possible standard and endeavours for all members to be treated fairly.

In addition, the directors consider the company's employees, suppliers and customers to be integral to its continued success. The directors have reported on engagement with employees, suppliers, customers and others within the Report of the Directors.

ON BEHALF OF THE BOARD:





D R Smith - Director


26 October 2026

B.W. Industries (UK) Limited (Registered number: 12094925)

Report of the Directors
for the year ended 31 January 2026

The directors present their report with the financial statements of the company and the group for the year ended 31 January 2026.

PRINCIPAL ACTIVITY
The principal activity of the group in the year under review was that of the supply of pressed and rolled metal sections to industry.

DIVIDENDS
The total distribution of dividends for the period ended 31st January 2026 will be £396,000 (2025: £406,680).

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

D R Smith
S P Smith

Other changes in directors holding office are as follows:

J Petch - appointed 30 January 2026
G Reiss - appointed 30 January 2026
K Watson - appointed 30 January 2026

DISABLED EMPLOYEES
The company and group gives full consideration to applications for employment from disabled persons where the requirements of the job can be adequately fulfilled by a disabled person. Where existing employees become disabled, it is the group's policy wherever practicable to provide continuing employment under normal terms and conditions and to provide training and career development and promotion to disabled employees wherever appropriate.

EMPLOYEE INVOLVEMENT
During the year, the policy of providing employees with information about the group has been continued through internal media methods in which employees have also been encouraged to present their suggestions and views on the group's performance. Regular meetings are held with employees to allow a free flow of information and ideas.

ENGAGEMENT WITH EMPLOYEES
The directors ensure that all employees are kept up to date with key and relevant information which may concern them as employees. Employees are consulted as necessary when making material decisions which may affect them. Employees are encouraged to have an interest in the performance of the company and a general awareness of the group's performance.

ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS
The directors continuously consider key stakeholder relationships and develops them through the senior management team. The group considers relationships with customers and suppliers on a global scale and maintains strong relationships at a company and group level. Organic and acquisitive group actions take into consideration these business relationships.

STREAMLINED ENERGY AND CARBON REPORTING
UK Greenhouse gas emissions and energy use data for the period 1 February 2025 to 31 January 2026


Current Reporting
Year2025/26
Comparative Reporting
Year 2024/2025

Consumption Breakdown Usage in MWh Usage in MWh
Gas (Scope 1) 877.00 1,335.41
Transport (Scope 1) 1,901.20 2,165.29
Electricity (Scope 2) 907.95 1,467.07
Total MWh 3,686.15 4,967.77




Consumption Breakdown

CO2e Emissions
(tonnes

)

CO2e Emissions (tonnes

)
Gas (Scope 1) 215.77 328.46
Transport (Scope 1) 476.04 530.08
Electricity (Scope 2) Location 160.71 303.76
Electricity (Scope 2) Market 7.56 65.29
Water (Scope 3) 0.58 0.57

B.W. Industries (UK) Limited (Registered number: 12094925)

Report of the Directors
for the year ended 31 January 2026

Total CO2e Location Based 853.09 1,162.86
Total CO2e Market Based 699.94 924.40

Intensity ratio (tCO2e per '000
actual hours worked) Location
Based




2.79


3.91


Intensity ratio (tCO2e per '000
actual hours worked) Market
Based




2.29


3.11



Associated greenhouse gas emissions have been calculated using the GHG reporting protocol and have used the 2025 UK Governments Conversion Factors for Company Reporting.

BW Industries completed the installation of a 1.324MWp solar panel system on the factory roof in late December 2024. Over the course of the 2026 financial year this system generated 1,084,429 kWh, providing the company with substantial savings in both energy costs and carbon emissions

To fulfil remaining demand, additional electricity needs were provided under 100% renewably sourced electricity contracts for the full year, having started a new contract in April 2025. This significantly reduced the Market Based figures for Scope 2.

In 2025 the company acquired a further electric forklift to add to the fleet, whilst simultaneously decommissioning a diesel forklift. There remains an on-going goal to upgrade all of BW Industries' diesel-powered on-site plant to fully electric by the year 2030, which currently stands at 40%.

The company also replaced four old HGV tractor units with four brand new models, with the increased fuel efficiency further reducing Scope 1 emissions.

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

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

- select suitable accounting policies and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- state whether applicable accounting standards have been followed, subject to any material departures disclosed and
explained in the financial statements;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he 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.

B.W. Industries (UK) Limited (Registered number: 12094925)

Report of the Directors
for the year ended 31 January 2026


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

ON BEHALF OF THE BOARD:





D R Smith - Director


26 October 2026

Report of the Independent Auditors to the Members of
B.W. Industries (UK) Limited

Opinion
We have audited the financial statements of B.W. Industries (UK) Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 January 2026 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the 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 31 January 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.

Report of the Independent Auditors to the Members of
B.W. Industries (UK) Limited


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

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

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

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

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

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

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

- performed analytical procedures to identify any unusual or unexpected relationships;
- tested journal entries to identify unusual transactions;
- assessed whether judgements and assumptions made in determining the accounting estimates were indicative
of potential bias; and
- investigated the rationale behind significant or unusual transactions.

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

- agreeing financial statement disclosures to underlying supporting documentation;
- enquiring of management as to actual and potential litigation and claims; and
- reviewing correspondence with relevant regulators and the company's legal advisors.

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

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

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

Report of the Independent Auditors to the Members of
B.W. Industries (UK) Limited


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.




William Cowell FCA (Senior Statutory Auditor)
for and on behalf of Smailes Goldie
Chartered Accountants
Statutory Auditor
Regent's Court
Princess Street
Hull
East Yorkshire
HU2 8BA

26 October 2026

B.W. Industries (UK) Limited (Registered number: 12094925)

Consolidated Statement of Comprehensive Income
for the year ended 31 January 2026

2026 2025
Notes £    £   

TURNOVER 3 31,191,253 31,666,539

Cost of sales 20,402,290 20,424,249
GROSS PROFIT 10,788,963 11,242,290

Administrative expenses 5,659,105 5,037,224
5,129,858 6,205,066

Other operating income 15,723 -
OPERATING PROFIT 5 5,145,581 6,205,066

Interest receivable and similar income 756,925 804,282
5,902,506 7,009,348

Interest payable and similar expenses 6 206 25,597
PROFIT BEFORE TAXATION 5,902,300 6,983,751

Tax on profit 7 1,611,899 1,869,117
PROFIT FOR THE FINANCIAL YEAR 4,290,401 5,114,634

OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

4,290,401

5,114,634

Profit attributable to:
Owners of the parent 4,290,401 5,114,634

Total comprehensive income attributable to:
Owners of the parent 4,290,401 5,114,634

B.W. Industries (UK) Limited (Registered number: 12094925)

Consolidated Balance Sheet
31 January 2026

2026 2025
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 10 1,685,550 2,145,245
Tangible assets 11 8,055,101 5,769,881
Investments 12 - -
9,740,651 7,915,126

CURRENT ASSETS
Stocks 13 2,940,927 3,226,899
Debtors 14 27,377,682 7,499,777
Cash at bank and in hand 997,451 16,230,180
31,316,060 26,956,856
CREDITORS
Amounts falling due within one year 15 5,700,122 3,875,433
NET CURRENT ASSETS 25,615,938 23,081,423
TOTAL ASSETS LESS CURRENT
LIABILITIES

35,356,589

30,996,549

PROVISIONS FOR LIABILITIES 17 1,399,877 934,238
NET ASSETS 33,956,712 30,062,311

CAPITAL AND RESERVES
Called up share capital 18 421,448 421,448
Share premium 19 88,251 88,251
Capital redemption reserve 19 125,000 125,000
Retained earnings 19 33,322,013 29,427,612
SHAREHOLDERS' FUNDS 33,956,712 30,062,311

The financial statements were approved by the Board of Directors and authorised for issue on 26 October 2026 and were signed on its behalf by:





D R Smith - Director


B.W. Industries (UK) Limited (Registered number: 12094925)

Company Balance Sheet
31 January 2026

2026 2025
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 10 - -
Tangible assets 11 - -
Investments 12 11,276,928 11,276,928
11,276,928 11,276,928

CURRENT ASSETS
Debtors 14 21,400,319 1,100,243
Cash at bank 808,402 16,050,004
22,208,721 17,150,247
CREDITORS
Amounts falling due within one year 15 1,949,139 1,176,408
NET CURRENT ASSETS 20,259,582 15,973,839
TOTAL ASSETS LESS CURRENT
LIABILITIES

31,536,510

27,250,767

CAPITAL AND RESERVES
Called up share capital 18 421,448 421,448
Share premium 19 88,251 88,251
Capital redemption reserve 19 125,000 125,000
Retained earnings 19 30,901,811 26,616,068
SHAREHOLDERS' FUNDS 31,536,510 27,250,767

Company's profit for the financial year 4,681,743 5,723,071

The financial statements were approved by the Board of Directors and authorised for issue on 26 October 2026 and were signed on its behalf by:





D R Smith - Director


B.W. Industries (UK) Limited (Registered number: 12094925)

Consolidated Statement of Changes in Equity
for the year ended 31 January 2026

Called up Capital
share Retained Share redemption Total
capital earnings premium reserve equity
£    £    £    £    £   
Balance at 1 February 2024 421,448 24,719,658 88,251 125,000 25,354,357

Changes in equity
Dividends - (406,680 ) - - (406,680 )
Total comprehensive income - 5,114,634 - - 5,114,634
Balance at 31 January 2025 421,448 29,427,612 88,251 125,000 30,062,311

Changes in equity
Dividends - (396,000 ) - - (396,000 )
Total comprehensive income - 4,290,401 - - 4,290,401
Balance at 31 January 2026 421,448 33,322,013 88,251 125,000 33,956,712

B.W. Industries (UK) Limited (Registered number: 12094925)

Company Statement of Changes in Equity
for the year ended 31 January 2026

Called up Capital
share Retained Share redemption Total
capital earnings premium reserve equity
£    £    £    £    £   
Balance at 1 February 2024 421,448 21,299,677 88,251 125,000 21,934,376

Changes in equity
Dividends - (406,680 ) - - (406,680 )
Total comprehensive income - 5,723,071 - - 5,723,071
Balance at 31 January 2025 421,448 26,616,068 88,251 125,000 27,250,767

Changes in equity
Dividends - (396,000 ) - - (396,000 )
Total comprehensive income - 4,681,743 - - 4,681,743
Balance at 31 January 2026 421,448 30,901,811 88,251 125,000 31,536,510

B.W. Industries (UK) Limited (Registered number: 12094925)

Consolidated Cash Flow Statement
for the year ended 31 January 2026

2026 2025
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 9,738,612 7,304,500
Interest paid (206 ) (25,597 )
Tax paid (1,824,652 ) (2,256,730 )
Net cash from operating activities 7,913,754 5,022,173

Cash flows from investing activities
Purchase of tangible fixed assets (3,238,418 ) (2,994,782 )
Sale of tangible fixed assets 31,086 24,982
Interest received 756,925 804,282
Net cash from investing activities (2,450,407 ) (2,165,518 )

Cash flows from financing activities
Amount introduced by directors 800,000 -
Amount withdrawn by directors - (800,000 )
Movement in non-trading group receivable (21,100,076 ) -
Equity dividends paid (396,000 ) (406,680 )
Net cash from financing activities (20,696,076 ) (1,206,680 )

(Decrease)/increase in cash and cash equivalents (15,232,729 ) 1,649,975
Cash and cash equivalents at beginning
of year

2

16,230,180

14,580,205

Cash and cash equivalents at end of year 2 997,451 16,230,180

B.W. Industries (UK) Limited (Registered number: 12094925)

Notes to the Consolidated Cash Flow Statement
for the year ended 31 January 2026

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

2026 2025
£    £   
Profit before taxation 5,902,300 6,983,751
Depreciation charges 1,365,430 1,007,677
Loss/(profit) on disposal of fixed assets 16,377 (7,960 )
Finance costs 206 25,597
Finance income (756,925 ) (804,282 )
6,527,388 7,204,783
Decrease in stocks 285,972 340,501
Decrease in trade and other debtors 779,443 588,990
Increase/(decrease) in trade and other creditors 2,145,809 (829,774 )
Cash generated from operations 9,738,612 7,304,500

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 31 January 2026
31.1.26 1.2.25
£    £   
Cash and cash equivalents 997,451 16,230,180
Year ended 31 January 2025
31.1.25 1.2.24
£    £   
Cash and cash equivalents 16,230,180 14,580,205


3. ANALYSIS OF CHANGES IN NET FUNDS

At 1.2.25 Cash flow At 31.1.26
£    £    £   
Net cash
Cash at bank and in hand 16,230,180 (15,232,729 ) 997,451
16,230,180 (15,232,729 ) 997,451
Total 16,230,180 (15,232,729 ) 997,451

B.W. Industries (UK) Limited (Registered number: 12094925)

Notes to the Consolidated Financial Statements
for the year ended 31 January 2026

1. STATUTORY INFORMATION

B.W. Industries (UK) Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
The financial statements have been prepared in accordance with applicable accounting standards including Financial Reporting Standard 102 "The Financial Reporting Standard Applicable in the UK and Republic of Ireland" (FRS 102) and the Companies Act 2006. The financial statements have been prepared on a going concern basis under the historical cost convention.

The significant accounting policies applied in the preparation of these financial statements are set out below.

Basis of consolidation
The consolidated financial statements include the financial statements of the company and its subsidiary undertakings made up to 31 January 2026. The acquisition method of accounting has been adopted. Under this method the results of subsidiary undertakings acquired or disposed of in the year are included in the consolidated profit and loss account from the date of acquisition or up to the date of disposal.

Under Section 408 of the Companies Act 2006 the company is exempt from the requirement to present its own profit and loss account.

Critical accounting judgements and key sources of estimation uncertainty
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of assets and liabilities, income and expenditure. These estimates and judgements are based on historical experience and other factors considered relevant. Actual results may differ from these estimates.

Key Sources of Estimation Uncertainty:

The directors consider the following to be the key sources of estimation uncertainty at the reporting date:

Work in Progress (WIP)

The valuation of work in progress requires management to estimate the costs attributable to partially completed jobs at the reporting date. Work in progress is valued using materials consumed, direct labour incurred and absorbed production overheads. The allocation of these costs is based on the quantity of materials used on each job at the year end and the amount of time recorded by employees on job-specific timesheets.

Depreciation of Tangible Fixed Assets

The annual depreciation charge depends on estimates of the useful economic lives and residual values of tangible fixed assets. The directors review these estimates annually, taking account of factors such as asset condition, technological developments and expected future use. Changes in these estimates could result in a higher or lower depreciation charge in future periods.

Stock Provision

The company reviews inventory at each reporting date to assess whether any provision is required for slow-moving, obsolete or damaged stock. The provision is based on management's assessment of future demand, expected selling prices and the condition of inventory.

Trade Debtor Provision (Bad Debts)

The company makes provision for expected credit losses on trade receivables where recovery is considered uncertain. The level of provision is based on factors including the age of debts, historical collection experience, customer creditworthiness and specific knowledge of customer circumstances. Changes in customer financial position or economic conditions could affect the recoverability of outstanding balances and result in adjustments to the provision.

B.W. Industries (UK) Limited (Registered number: 12094925)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 January 2026

2. ACCOUNTING POLICIES - continued

Turnover
Turnover is measured at the fair value of the consideration received or receivable net of VAT and trade discounts. The policies adopted for the recognition of turnover are as follows:

Turnover from the sale of rolled and formed steel sections is recognised when significant risks and rewards of ownership of the goods have transferred to the buyer, the amount of turnover can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the company and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Goodwill
Goodwill arising on business combinations is capitalised, classified as an asset on the balance sheet and amortised on a straight line basis over its useful life. The period chosen for writing off goodwill is 10 years and provisions are made for any impairment following annual reviews.

Tangible fixed assets
Tangible fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

Depreciation is provided on all tangible fixed assets, at rates calculated to write off the cost, less estimated residual value, of each asset on a systematic basis over its expected useful life as follows:

Freehold property2% on cost
Plant and machinery15% on cost
Motor vehicles15% - 20% on cost

Stocks and work in progress
Stock and work in progress are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase, costs of conversion and other costs incurred in bringing stock to its present location and condition. Cost is calculated using the first-in, first-out formula. Provision is made for damaged, obsolete and slow-moving stock where appropriate.

Taxation
Current tax represents the amount payable or receivable in respect of the taxable profit or loss for the current or past reporting periods. It is measured at the amount expected to be paid or recovered using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax represents the future tax consequences of transactions and events recognised in the financial statements of current and previous periods. It is recognised in respect of all timing differences, with certain exceptions. Timing differences are differences between taxable profits and total comprehensive income as stated in the financial statements that arise from the inclusion of income and expense in tax assessments in periods different from those in which they are recognised in the financial statements. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date that are expected to apply to the reversal of timing differences. Deferred tax on revalued non-depreciable tangible fixed assets and investment properties is measured using the rates and allowances that apply to the sale of the asset.

Foreign currencies
Foreign currency transactions are initially recognised by applying to the foreign currency amount the spot exchange rate between the functional currency and the foreign currency at the date of the transaction.
Monetary assets and liabilities denominated in a foreign currency at the balance sheet date are translated using the closing rate.

Employee benefits
When employees have rendered service to the company, short-term employee benefits to which the employees are entitled are recognised at the undiscounted amount expected to be paid in exchange for that service.

The company operates a defined contribution plan for the benefit of its employees. Contributions are expensed as they become payable.

Loans and borrowings
Loans and borrowings are initially recognised at the transaction price including transaction costs. Subsequently, they are measured at amortised cost using the effective interest rate method, less impairment.

B.W. Industries (UK) Limited (Registered number: 12094925)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 January 2026

2. ACCOUNTING POLICIES - continued

Debtors and creditors
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses.

Impairment
Assets not measured at fair value are reviewed for any indication that the asset may be impaired at each balance sheet date. If such indication exists, the recoverable amount of the asset, or the asset's cash generating unit, is estimated and compared to the carrying amount. Where the carrying amount exceeds its recoverable amount, an impairment loss is recognised in profit or loss unless the asset is carried at a revalued amount where the impairment loss is a revaluation decrease.

3. TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the group.

An analysis of turnover by geographical market is given below:

2026 2025
£    £   
United Kingdom 29,099,070 30,126,139
Europe 2,092,183 1,540,400
31,191,253 31,666,539

4. EMPLOYEES AND DIRECTORS
2026 2025
£    £   
Wages and salaries 6,886,128 6,353,008
Social security costs 894,560 717,739
Other pension costs 276,030 254,295
8,056,718 7,325,042

The average number of employees during the year was as follows:
2026 2025

Management 5 5
Administration 30 29
Engineering 114 112
149 146

The average number of employees by undertakings that were proportionately consolidated during the year was 149 (2025 - 146 ) .

2026 2025
£    £   
Directors' remuneration 56,373 50,538
Directors' pension contributions to money purchase schemes 120,000 120,000

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes 2 2

B.W. Industries (UK) Limited (Registered number: 12094925)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 January 2026

5. OPERATING PROFIT

The operating profit is stated after charging/(crediting):

2026 2025
£    £   
Depreciation - owned assets 905,735 547,982
Loss/(profit) on disposal of fixed assets 16,377 (8,467 )
Goodwill amortisation 459,695 459,695
Auditors' Remuneration - Audit services 18,350 18,840
Auditors' remuneration for non audit work 3,650 5,465
Foreign exchange differences (3,090 ) (257 )

6. INTEREST PAYABLE AND SIMILAR EXPENSES
2026 2025
£    £   
Bank interest 206 -
Other interest - 25,597
206 25,597

7. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2026 2025
£    £   
Current tax:
UK corporation tax 1,146,260 1,240,578

Deferred tax 465,639 628,539
Tax on profit 1,611,899 1,869,117

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2026 2025
£    £   
Profit before tax 5,902,300 6,983,751
Profit multiplied by the standard rate of corporation tax in the UK of 25 %
(2025 - 25 %)

1,475,575

1,745,938

Effects of:
Expenses not deductible for tax purposes 136,324 123,179

Total tax charge 1,611,899 1,869,117

8. INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.


B.W. Industries (UK) Limited (Registered number: 12094925)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 January 2026

9. DIVIDENDS
2026 2025
£    £   
A Ordinary shares of £1 each
Interim 396,000 406,680

10. INTANGIBLE FIXED ASSETS

Group
Goodwill
£   
COST
At 1 February 2025
and 31 January 2026 4,596,952
AMORTISATION
At 1 February 2025 2,451,707
Amortisation for year 459,695
At 31 January 2026 2,911,402
NET BOOK VALUE
At 31 January 2026 1,685,550
At 31 January 2025 2,145,245

11. TANGIBLE FIXED ASSETS

Group
Freehold Plant and Motor
property machinery vehicles Totals
£    £    £    £   
COST
At 1 February 2025 2,310,766 10,154,810 1,546,253 14,011,829
Additions 552,947 2,411,020 274,451 3,238,418
Disposals - (1,111,172 ) (154,749 ) (1,265,921 )
At 31 January 2026 2,863,713 11,454,658 1,665,955 15,984,326
DEPRECIATION
At 1 February 2025 660,576 6,695,236 886,136 8,241,948
Charge for year 33,343 679,699 192,693 905,735
Eliminated on disposal - (1,086,642 ) (131,816 ) (1,218,458 )
At 31 January 2026 693,919 6,288,293 947,013 7,929,225
NET BOOK VALUE
At 31 January 2026 2,169,794 5,166,365 718,942 8,055,101
At 31 January 2025 1,650,190 3,459,574 660,117 5,769,881

Included in cost of land and buildings is freehold land of £703,093 (2025 - £695,575) which is not depreciated.

B.W. Industries (UK) Limited (Registered number: 12094925)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 January 2026

12. FIXED ASSET INVESTMENTS

Company
Shares in
group
undertakings
£   
COST
At 1 February 2025
and 31 January 2026 11,276,928
NET BOOK VALUE
At 31 January 2026 11,276,928
At 31 January 2025 11,276,928

The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

Subsidiaries

B W Industries (Group) Limited
Registered office: Lancaster Road, Carnaby, Bridlington, East Yorkshire, YO15 3QY
Nature of business: Holding company
%
Class of shares: holding
Ordinary 100.00
Preference 100.00

B W Industries (Holdings) Limited
Registered office: Lancaster Road, Carnaby, Bridlington, East Yorkshire, YO15 3QY
Nature of business: Holding company
%
Class of shares: holding
Ordinary 100.00

B W Manufacturing Limited
Registered office: Lancaster Road, Carnaby, Bridlington, East Yorkshire, YO15 3QY
Nature of business: Holding company
%
Class of shares: holding
Ordinary 100.00

B W Industries Limited
Registered office: Lancaster Road, Carnaby, Bridlington, East Yorkshire, YO15 3QY
Nature of business: Supply of pressed and rolled metal sections
%
Class of shares: holding
Ordinary 100.00


13. STOCKS

Group
2026 2025
£    £   
Raw materials 2,371,811 2,203,341
Work-in-progress 569,116 1,023,558
2,940,927 3,226,899

B.W. Industries (UK) Limited (Registered number: 12094925)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 January 2026

14. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2026 2025 2026 2025
£    £    £    £   
Trade debtors 5,231,620 6,138,667 - -
Amounts owed by group undertakings 21,100,076 - 21,100,076 -
Other debtors 688,714 561,110 300,243 300,243
Directors' loan accounts - 800,000 - 800,000
Tax 357,272 - - -
27,377,682 7,499,777 21,400,319 1,100,243

Included within amounts owed by group undertakings is a balance arising from new parent undertaking B.W. Industries (Steel) Limited during January 2026. As the recipient entity falls outside the group headed by B.W. Industries (UK) Limited at 31 January 2026, the balance is not eliminated on consolidation.

15. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2026 2025 2026 2025
£    £    £    £   
Trade creditors 2,040,086 2,728,421 - -
Amounts owed to group undertakings - - 1,855,224 788,174
Tax - 321,120 93,915 388,234
Social security and other taxes 167,643 192,793 - -
Other creditors 3,492,393 633,099 - -
5,700,122 3,875,433 1,949,139 1,176,408

16. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group
Non-cancellable
operating leases
2026 2025
£    £   
Within one year 16,047 -
Between one and five years 32,833 -
48,880 -

17. PROVISIONS FOR LIABILITIES

Group
2026 2025
£    £   
Deferred tax 1,399,877 934,238

Group
Deferred
tax
£   
Balance at 1 February 2025 934,238
Charge to Statement of Comprehensive Income during year 465,639
Balance at 31 January 2026 1,399,877

B.W. Industries (UK) Limited (Registered number: 12094925)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 January 2026

17. PROVISIONS FOR LIABILITIES - continued

The expected net reversal of deferred tax liabilities in the next financial year is £1,085,703. This is due to the reversal of accelerated capital allowances.

18. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2026 2025
value: £    £   
375,000 A Ordinary £1 375,000 375,000
46,448 C Ordinary £1 46,448 46,448
421,448 421,448



19. RESERVES

Group
Capital
Retained Share redemption
earnings premium reserve Totals
£    £    £    £   

At 1 February 2025 29,427,612 88,251 125,000 29,640,863
Profit for the year 4,290,401 - - 4,290,401
Dividends (396,000 ) - - (396,000 )
At 31 January 2026 33,322,013 88,251 125,000 33,535,264

Company
Capital
Retained Share redemption
earnings premium reserve Totals
£    £    £    £   

At 1 February 2025 26,616,068 88,251 125,000 26,829,319
Profit for the year 4,681,743 - - 4,681,743
Dividends (396,000 ) - - (396,000 )
At 31 January 2026 30,901,811 88,251 125,000 31,115,062

Retained earnings represents cumulative profits and losses net of dividends and other adjustments.

Share premium represents the premium arising on the issue of shares net of issue costs.

The capital redemption reserve represents the company's repurchase of own shares.

20. PENSION COMMITMENTS

The company operates a defined contribution scheme for all employees. The charge to the profit and loss account for the year in respect of contributions payable to the schemes were £280,922 (2025 £269,295).There were outstanding contributions at 31st January 2026 of £17,721 (2025 £26,252).

21. CAPITAL COMMITMENTS
2026 2025
£    £   
Contracted but not provided for in the
financial statements 396,906 1,610,477

B.W. Industries (UK) Limited (Registered number: 12094925)

Notes to the Consolidated Financial Statements - continued
for the year ended 31 January 2026

22. RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

During the year, a total of key management personnel compensation of £ 447,528 (2025 - £ 538,119 ) was paid.

23. ULTIMATE CONTROLLING PARTY

On 13 January 2026 B.W. Industries (Steel) Limited was incorporated and became the ultimate parent undertaking of the group on 30 January 2026.

These financial statements present the results and financial position of the group headed by B.W. Industries (UK) Limited for the year ended 31 January 2026. As B.W. Industries (Steel) Limited was incorporated during the year and had not previously headed the group, consolidated financial statements for the year continue to be presented by B.W. Industries (UK) Limited.

The ultimate parent undertaking at 31 January 2026 is B.W. Industries (Steel) Limited. The group is not controlled by any one party.