REGISTERED NUMBER: 07689965 (England and Wales)

Strategic Report, Report of the Directors and

Audited Financial Statements for the Year Ended 28 February 2026

for

Tardis Environmental

UK (Holdings) Limited

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Statement of Comprehensive Income

9

Balance Sheet

10

Statement of Changes in Equity

11

Cash Flow Statement

12

Notes to the Cash Flow Statement

13

Notes to the Financial Statements

14

DIRECTORS:

Mr R Boydon

Mrs K Collier

Mr C Boydon

Mr A Boydon

SECRETARY:

Mrs J Causer

REGISTERED OFFICE:

Site 4

Halesfield 21

Telford

Shropshire

TF7 4PA

REGISTERED NUMBER:

07689965 (England and Wales)

INDEPENDENT AUDITORS:

Lewis Smith & Co.Limited

Chartered Certified Accountants

Statutory Auditors

The Old Doctor's House

74 Grange Road

Dudley

West Midlands

DY1 2AW

BANKERS:

Coutts & Co

440 Strand

London

WC2R 0QS

BANKERS:

Hsbc Uk Bank Plc

The Bridge

Walsall

WS1 1LN

The directors present their strategic report for the year ended 28 February 2026.

The company has maintained performance through the year ended 28 February 2026. The company has received £2,307,547 in hire charges, which is sufficient to cover the maintenance of its fixed assets.

The loss before tax achieved this year has been £79k compared to profits of £8.4m in the previous year, This is as a result of no dividend income this year from a group company compared to £8.4m in the previous year.

REVIEW OF BUSINESS

The company has stopped acting as a holding company, and was demerged from the main trading group during the year. The company is still holding assets that are used by Tardis Environmental UK Limited, which are hired out on a commercial basis. .

The company has transferred all of its Freehold Property and its Investments to Tardis Commercial Propery Limited, the new holding company.

PRINCIPAL RISKS AND UNCERTAINTIES

As a company we intend to limit our risks through better management of the key elements of the business, i.e. Employment Law, Health & Safety Law and Transport Law, linked to better training of the workforce.

ON BEHALF OF THE BOARD:

Mr R Boydon - Director

30 October 2026

The directors present their report with the financial statements of the company for the year ended 28 February 2026.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of hire of plant and

DIVIDENDS

Interim dividends were paid during the year on each class of share as follows:

Ordinary 0.1p shares

£38,131

Ordinary A 0.1p shares

£Nil

Ordinary B 0.1p shares

£Nil

Ordinary C 0.1p shares

£Nil

No final dividends are to be paid.

Therefore the total distribution of dividends for the year ended 28 February 2026 will be £38,131.

DIRECTORS

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

Mr R Boydon

Mrs K Collier

Mr C Boydon

Mr A Boydon

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the 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 of the profit or loss of the company 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 transactions and disclose with reasonable accuracy at any time the financial position of the 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 company 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 company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Lewis Smith & Co.Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mr R Boydon - Director

30 October 2026

Opinion

We have audited the financial statements of Tardis Environmental UK (Holdings) Limited (the 'company') for the year ended 28 February 2026 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the 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 company's affairs as at 28 February 2026 and of its loss 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 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 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 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 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 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, or returns adequate for our audit have not been received from branches not visited by us; or

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

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

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

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 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 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:

As part of an audit in accordance with ISAs (UK), we exercise professional judgement and maintain professional scepticism throughout the audit.

We also:

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

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

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

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

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

- Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the company to express an opinion on the financial statements. We are responsible for the direction, supervision and performance of the company audit. We remain solely responsible for our audit opinion.

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

A further description of our responsibilities 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.

Craig Beale (Senior Statutory Auditor)

for and on behalf of Lewis Smith & Co.Limited

Chartered Certified Accountants

Statutory Auditors

The Old Doctor's House

74 Grange Road

Dudley

West Midlands

DY1 2AW

30 October 2026

TURNOVER

2,307,547

1,680,000

Administrative expenses

2,414,941

2,653,912

(107,394

)

(973,912

)

Other operating income

(317,265

)

254,332

OPERATING LOSS

4

(424,659

)

(719,580

)

Income from shares in group undertakings

-

8,439,706

Interest receivable and similar income

345,447

717,471

345,447

9,157,177

(LOSS)/PROFIT BEFORE TAXATION

(79,212

)

8,437,597

Tax on (loss)/profit

5

(22,424

)

167,818

(LOSS)/PROFIT FOR THE FINANCIAL YEAR

(56,788

)

8,269,779

OTHER COMPREHENSIVE INCOME

Transfer of Properties in specie

(9,152,430

)

-

Income tax relating to other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

(9,152,430

)

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(9,209,218

)

8,269,779

FIXED ASSETS

Tangible assets

7

6,970,838

12,942,506

Investments

8

690,209

690,211

Investment property

9

-

5,847,701

7,661,047

19,480,418

CURRENT ASSETS

Debtors

10

11,974,893

4,419,741

Cash at bank

6,289,108

11,085,402

18,264,001

15,505,143

CREDITORS

Amounts falling due within one year

11

818,622

294,741

NET CURRENT ASSETS

17,445,379

15,210,402

TOTAL ASSETS LESS CURRENT LIABILITIES

25,106,426

34,690,820

PROVISIONS FOR LIABILITIES

13

607,147

944,192

NET ASSETS

24,499,279

33,746,628

CAPITAL AND RESERVES

Called up share capital

14

2

2

Share premium

15

10,974

10,974

Retained earnings

15

24,488,303

33,735,652

SHAREHOLDERS' FUNDS

24,499,279

33,746,628

The financial statements were approved by the Board of Directors and authorised for issue on 30 October 2026 and were signed on its behalf by:

Mr R Boydon - Director

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

£

£

£

Balance at 1 March 2024

2

35,196,300

10,974

35,207,276

Changes in equity

Dividends

-

(9,730,427

)

-

(9,730,427

)

Total comprehensive income

-

8,269,779

-

8,269,779

Balance at 28 February 2025

2

33,735,652

10,974

33,746,628

Changes in equity

Dividends

-

(38,131

)

-

(38,131

)

Total comprehensive income

-

(9,209,218

)

-

(9,209,218

)

Balance at 28 February 2026

2

24,488,303

10,974

24,499,279

Cash flows from operating activities

Cash generated from operations

1

2,266,520

3,040,882

Net cash from operating activities

2,266,520

3,040,882

Cash flows from investing activities

Purchase of tangible fixed assets

(400,095

)

(7,028,370

)

Purchase of investment property

-

(2,014,641

)

Sale of tangible fixed assets

4,470,353

1,014,700

Sale of fixed asset investments

2

-

Sale of investment property

5,485,928

-

Interest received

345,447

717,471

Dividends received

-

8,439,706

Net cash from investing activities

9,901,635

1,128,866

Cash flows from financing activities

New loans given in the year

(16,898,722

)

(2,802,523

)

Amount introduced by directors

-

12,596

Amount withdrawn by directors

(12,596

)

(23,647

)

Equity dividends paid

(53,131

)

(9,730,427

)

Net cash from financing activities

(16,964,449

)

(12,544,001

)

Decrease in cash and cash equivalents

(4,796,294

)

(8,374,253

)

Cash and cash equivalents at beginning of year

2

11,085,402

19,459,655

Cash and cash equivalents at end of year

2

6,289,108

11,085,402

1.	RECONCILIATION OF (LOSS)/PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

28.2.26

28.2.25

£

£

(Loss)/profit before taxation

(79,212

)

8,437,597

Depreciation charges

2,304,786

2,734,487

Profit on disposal of fixed assets

(403,376

)

(666,717

)

Loss on revaluation of fixed assets

361,773

-

Finance income

(345,447

)

(9,157,177

)

1,838,524

1,348,190

Decrease in trade and other debtors

206,140

1,533,799

Increase in trade and other creditors

221,856

158,893

Cash generated from operations

2,266,520

3,040,882

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 28 February 2026

28.2.26

1.3.25

£

£

Cash and cash equivalents

6,289,108

11,085,402

Year ended 28 February 2025

28.2.25

1.3.24

£

£

Cash and cash equivalents

11,085,402

19,459,655

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.3.25

Cash flow

At 28.2.26

£

£

£

Net cash

Cash at bank

11,085,402

(4,796,294

)

6,289,108

11,085,402

(4,796,294

)

6,289,108

Total

11,085,402

(4,796,294

)

6,289,108

1.	STATUTORY INFORMATION

Tardis Environmental UK (Holdings) 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 Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets.

The financial statements have been prepared on a going concern basis.

Related party exemption

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.

Significant judgements and estimates

The company is not subject to any significant judgements or estimates.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Rendering of services

When the outcome of a transaction can be estimated reliably, turnover from provision of management services is recognised by reference to the stage of completion at the balance sheet date. Where the outcome cannot be measured reliably, turnover is recognised only to the extent of the expenses recognised that are recoverable.

Interest and rent received

Interest income is recognised using the effective interest method. Rent receivable is recognised as the company's right to receive payment is established.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life.

Freehold property

-

2% on cost

Improvements to property

-

2% on cost

Plant and machinery

-

25% on reducing balance

Motor vehicles

-

25% on reducing balance

Land is not depreciated

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Other Investments

Other investments are measured at cost less impairment.

Investment property

Investment property is shown at most recent valuation. Any aggregate surplus or deficit arising from changes in fair value is recognised in profit or loss.

Financial instruments

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.

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. If an arrangement constitutes a finance transaction it is measured at present value.

The company does not have any other basic financial instruments.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

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.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3.	EMPLOYEES AND DIRECTORS

28.2.26

28.2.25

£

£

Wages and salaries

423,391

445,939

Social security costs

59,402

55,743

Other pension costs

5,305

5,387

488,098

507,069

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

28.2.26

28.2.25

Directors

4

4

Administration

1

1

5

5

28.2.26

28.2.25

£

£

Directors' remuneration

353,519

378,326

Directors' pension contributions to money purchase schemes

3,964

4,040

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

Money purchase schemes

3

3

Information regarding the highest paid director is as follows:

28.2.26

28.2.25

£

£

Emoluments etc

130,000

130,000

4.	OPERATING LOSS

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

28.2.26

28.2.25

£

£

Depreciation - owned assets

2,304,786

2,734,487

Profit on disposal of fixed assets

(403,376

)

(666,717

)

Auditors' remuneration

4,500

5,075

5.

TAXATION

Analysis of the tax (credit)/charge

The tax (credit)/charge on the loss for the year was as follows:

28.2.26

28.2.25

£

£

Current tax:

UK corporation tax

314,621

-

Deferred tax

(337,045

)

167,818

Tax on (loss)/profit

(22,424

)

167,818

Reconciliation of total tax (credit)/charge included in profit and loss

The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

28.2.26

28.2.25

£

£

(Loss)/profit before tax

(79,212

)

8,437,597

(Loss)/profit multiplied by the standard rate of corporation tax in the UK of 25% (2025 - 25%)

(19,803

)

2,109,399

Effects of:

Expenses not deductible for tax purposes

90,835

6,749

Income not taxable for tax purposes

11,842

(76,050

)

Capital allowances in excess of depreciation

-

(78,245

)

Depreciation in excess of capital allowances

231,759

-

Group dividend income

-

(2,109,927

)

Group relief

-

148,074

Deferred tax movement

(337,045

)

167,818

Hybrid tax rate rounding difference

(12

)

-

Total tax (credit)/charge

(22,424

)

167,818

Tax effects relating to effects of other comprehensive income

28.2.26

Gross

Tax

Net

£

£

£

Transfer of Properties in specie

(9,152,430

)

-

(9,152,430

)

6.

DIVIDENDS

28.2.26

28.2.25

£

£

Ordinary shares of 0.1p each

Interim dividends

38,131

5,005,872

A Ordinary shares of 0.1p each

Interim dividends

-

3,921,826

B Ordinary shares of 0.1p each

Interim dividends

-

126,838

Ordinary C shares of 0.1p each

Interim dividends

-

675,891

38,131

9,730,427