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Registered number: 03998785 POSITEC (UK & IRELAND) LIMITED ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
POSITEC (UK & IRELAND) LIMITED COMPANY INFORMATION
Director | Don Zhendong Gao
Registered number | 03998785
Registered office | Fairfax House
| 20-22 London Road
| Newbury
| RG14 1JX
Independent auditor | James Cowper Kreston Audit
| Chartered Accountants and Statutory Auditor
| 2 Communications Road
| Greenham Business Park
| Greenham
| Newbury
| Berkshire
| RG19 6AB
POSITEC (UK & IRELAND) LIMITED CONTENTS
| Page
Strategic report | 1 - 2
Director's report | 3 - 4
Independent auditor's report | 5 - 7
Statement of comprehensive income | 8
Balance sheet | 9
Statement of changes in equity | 10
Statement of cash flows | 11
Analysis of net debt | 12
Notes to the financial statements | 13 - 25
POSITEC (UK & IRELAND) LIMITED STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2025
Business review
The principal activity of the company is the distribution and sale of battery powered tools & technology for use by commercial landscapers alongside a range of residential outdoor power equipment and home improvements tools for the DIY market. The company is the main UK and Ireland trading arm for the Positec Group with headquarters in Suzhou, China. They develop, manufacture, supply and support the business across a range of products. Key strategic decisions which could impact the future investments of the company are made by the director and local management in collaboration with the Positec Group leadership. During 2025 the company saw further year on year growth in revenue of 20.8% to £26.2m compared to the prior year (£21.7m). The increase in performance, notably came from customers engagement with robotisation, electrification and digitisation. New business; distributing Kress robotics through the traditional channel has grown twofold in the year and e-tail; distributing Worx Home and Garden power tools to consumers through modern retail has continued with strength. Whilst the gross profit percentage of sale has decrease by 2.3% from 21.7% to 19.4% in 2025, this is associated with brand & product mix, and returns to that previously seen in 2023-19.5%. This has resulted in the operating profit increasing from £47.6k in 2024 to £49.1k in 2025 showing a 3.3% increase. The director considers the level of the business and the financial position of the balance sheet to the year-end to be satisfactory.
Principal risks and uncertainties
The company continued to experience challenging market conditions in the UK and Ireland during the year whilst maintaining high quality products and services to existing customers. These are not new risks but are managed via excellent relationships between the company and its customer base which has evolved through high levels of customer care and a comprehensive after sales support. The participation in such markets is often subject to uncertain economic conditions, which makes it difficult to estimate growth and as a result, future income and expenditures. Our future success depends upon our ability to develop new products that achieve market acceptance.
Key performance indicators
The directors consider the turnover and margin of the company to be the key performance indicators in the business. These are monitored closely by local management complimented with reviews performed by Positec headquarters the ultimate parent undertaking on a quarterly and monthly basis.
| 2025 | 2024
| £ | £
Turnover | 26,182,956 | 21,678,101
Operating profit | 49,298 | 47,581
Profit after tax | 57,008 | 14,826
Shareholders funds | 490,226 | 433,218
Current assets as a % of current liabilities | 102% | 100%
Average number of employees | 46 | 47
Net trade receivable days | 75 | 59
Net trade payable days | 12 | 13
Page 1
POSITEC (UK & IRELAND) LIMITED STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025 This report was approved by the board and signed on its behalf.
Don Zhendong Gao Director
Date: 19 June 2026
Page 2
POSITEC (UK & IRELAND) LIMITED DIRECTOR'S REPORT FOR THE YEAR ENDED 31 DECEMBER 2025 The director presents his report and the financial statements for the year ended 31 December 2025.
Director
The director who served during the year was:
Don Zhendong Gao
Director's responsibilities statement
The director is responsible for preparing the Strategic report, the Director's report and the financial statements in accordance with applicable law and regulations. Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless he is 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 director is required to: ∙select suitable accounting policies for the Company's financial statements and then apply them consistently; ∙make judgments 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 director is 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 to enable him to ensure that the financial statements comply with the Companies Act 2006. He is 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.
Results and dividends
The profit for the year, after taxation, amounted to £57,008 (2024 - £14,826). The director did not propose any dividend in respect of the years ended 31 December 2024 or 2025.
Future developments
The home improvements and outdoor power equipment and power tool sector will continue to provide a profitable core business. Strategies to protect this core business and to develop and bring the next generation of products to market are integral to the Positec Group. In addition, campaigns are planned to penetrate adjacent markets with new products. Success in these areas remains key to meeting business objectives set by the directors in the strategic growth plan.
Disclosure of information to auditor
The director at the time when this Director's report is approved has confirmed that: ∙so far as he is aware, there is no relevant audit information of which the Company's auditor is unaware, and ∙he has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information. Page 3
POSITEC (UK & IRELAND) LIMITED DIRECTOR'S REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Auditor
The auditor, James Cowper Kreston Audit, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. This report was approved by the board and signed on its behalf.
Don Zhendong Gao Director
Date: 19 June 2026
Page 4
POSITEC (UK & IRELAND) LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF POSITEC (UK & IRELAND) LIMITED
Opinion
We have audited the financial statements of Positec (UK & Ireland) Limited (the 'Company') for the year ended 31 December 2025, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of cash flows, the Statement of changes in equity and the related notes, 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 31 December 2025 and of its profit for the year then ended; ∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and ∙have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 director's 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 director with respect to going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's report thereon. The director is responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Page 5
POSITEC (UK & IRELAND) LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF POSITEC (UK & IRELAND) LIMITED (CONTINUED)
Opinion 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 Director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and ∙the Strategic report and the Director's report 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 Director's report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: ∙adequate accounting records have not been kept, 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 director's 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 Director's responsibilities statement set out on page 3, the director is 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 director determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the director is 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 director either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Page 6
POSITEC (UK & IRELAND) LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF POSITEC (UK & IRELAND) LIMITED (CONTINUED)
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. Because of 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. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. The specific procedures for this engagement that we designed and performed to detect material misstatements in respect of irregularities, including fraud, were as follows: ∙Enquiry of management and those charged with governance around actual and potential litigation and claims; ∙Enquiry of management and those charged with governance to identify any material instances of non- compliance with laws and regulations; ∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations; ∙Performing audit work to address the risk of irregularities due to management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for evidence of bias; 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 Auditor's report.
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 an Auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed. Jonathan Baillie BA (Hons) ACA FCCA (Senior Statutory Auditor) for and on behalf of James Cowper Kreston Audit Chartered Accountants and Statutory Auditor 2 Communications Road Greenham Business Park Greenham Newbury Berkshire RG19 6AB 26 June 2026 Page 7
POSITEC (UK & IRELAND) LIMITED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2025
| 2025 | 2024
Note | £ | £
Turnover | 4 | 26,182,956 | 21,678,101
Cost of sales |  | (21,080,825) | (16,962,491)
Gross profit |  | 5,102,131 | 4,715,610
Administrative expenses |  | (5,052,833) | (4,668,029)
Operating profit | 5 | 49,298 | 47,581
Tax on profit | 8 | 7,710 | (32,755)
Profit for the financial year |  | 57,008 | 14,826
There was no other comprehensive income for 2025 (2024:£NIL).
The notes on pages 13 to 25 form part of these financial statements.
Page 8
POSITEC (UK & IRELAND) LIMITED REGISTERED NUMBER: 03998785 BALANCE SHEET AS AT 31 DECEMBER 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Tangible assets | 9 |  | 266,285 |  | 259,115
|  |  | 266,285 |  | 259,115
Current assets |  |  |  |  |
Stocks | 10 | 19,103,587 |  | 24,195,649 |
Debtors: amounts falling due within one year | 11 | 6,843,932 |  | 5,817,431 |
Cash at bank and in hand | 12 | 1,253,017 |  | 1,060,418 |
|  | 27,200,536 |  | 31,073,498 |
Creditors: amounts falling due within one year | 13 | (26,594,415) |  | (30,847,292) |
Net current assets |  |  | 606,121 |  | 226,206
Total assets less current liabilities |  |  | 872,406 |  | 485,321
Provisions for liabilities |  |  |  |  |
Deferred tax | 15 | (54,019) |  | (52,103) |
Other provisions |  | (328,161) |  | - |
|  |  | (382,180) |  | (52,103)
Net assets |  |  | 490,226 |  | 433,218
Capital and reserves |  |  |  |  |
Called up share capital | 17 |  | 1,000 |  | 1,000
Profit and loss account | 18 |  | 489,226 |  | 432,218
|  |  | 490,226 |  | 433,218
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
Don Zhendong Gao
Director
Date: 19 June 2026
The notes on pages 13 to 25 form part of these financial statements. Page 9
POSITEC (UK & IRELAND) LIMITED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2025
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 January 2025 | 1,000 | 432,218 | 433,218
Profit for the year | - | 57,008 | 57,008
At 31 December 2025 | 1,000 | 489,226 | 490,226
| The notes on pages 13 to 25 form part of these financial statements.
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2024
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 January 2024 | 1,000 | 417,392 | 418,392
Profit for the year | - | 14,826 | 14,826
At 31 December 2024 | 1,000 | 432,218 | 433,218
| The notes on pages 13 to 25 form part of these financial statements.
Page 10
POSITEC (UK & IRELAND) LIMITED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2025
|  |  | 2025 | 2024
|  |  | £ | £
Cash flows from operating activities |  |
Profit for the financial year | 57,008 | 14,826
Adjustments for: |  |
Depreciation of tangible assets | (75,617) | 72,617
Taxation charge | 7,710 | -
Decrease/(increase) in stocks | 5,092,062 | (5,017,747)
(Increase) in debtors | (784,296) | (1,748,871)
Increase in creditors | 435,888 | 131,676
Increase in provisions | 328,161 | -
Corporation tax (paid)/received | (20,133) | 24,456
Net cash generated from operating activities | 5,040,783 | (6,523,043)
Cash flows from investing activities |  |
Purchase of tangible fixed assets | 82,787 | (43,837)
Net cash from investing activities | 82,787 | (43,837)
Cash flows from financing activities |  |
New loans from group companies | (242,368) | 6,811,638
Loans from group companies repaid | (4,688,603) | -
Net cash used in financing activities | (4,930,971) | 6,811,638
Net increase in cash and cash equivalents | 192,599 | 244,758
Cash and cash equivalents at beginning of year | 1,060,418 | 815,660
Cash and cash equivalents at the end of year | 1,253,017 | 1,060,418
Cash and cash equivalents at the end of year comprise: |  |
Cash at bank and in hand | 1,253,017 | 1,060,418
| 1,253,017 | 1,060,418
The notes on pages 13 to 25 form part of these financial statements.
Page 11
POSITEC (UK & IRELAND) LIMITED FOR THE YEAR ENDED 31 DECEMBER 2025
| At 1 January 2025 | Cash flows | At 31 December 2025
| £ | £ | £
Cash at bank and in hand | 1,060,418 | 192,599 | 1,253,017
| 1,060,418 | 192,599 | 1,253,017
The notes on pages 13 to 25 form part of these financial statements.
Page 12
POSITEC (UK & IRELAND) LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
1. | General information
Positec (UK & Ireland) Limited is a private company limited by share capital and incorporated in England and Wales. The address of the registered office is Fairfax House, 20-22 London Road, Newbury, RG14 1JX. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3). The following principal accounting policies have been applied:
| 2.2 | Going concern
Whilst the company has been profitable in the current year and expects to be profitable in the foreseeable future, the company has net current assets of £606,121 (2024: £226,206) at the year end but included in that is a significant amount due to other group companies of £24,160,865 (2024: £28,849,630) and is also fully reliant on that other group company for the supply of goods to be sold to customers. The Director has sought assurances from the other group company that it will continue to provide financial support as is required for a period of least 12 months from the date of the approval of these financial statements. Based on the above and specifically given the continued support from another group company the Director believes it is appropriate to prepare the accounts on a going concern basis. Page 13
POSITEC (UK & IRELAND) LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.3 | Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised: Sale of goods Revenue from the sale of goods is recognised when all of the following conditions are satisfied: ∙the Company has transferred the significant risks and rewards of ownership to the buyer; ∙the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; ∙the amount of revenue can be measured reliably; ∙it is probable that the Company will receive the consideration due under the transaction; and ∙the costs incurred or to be incurred in respect of the transaction can be measured reliably. Revenue from the sale of goods is typically recognised on despatch from the warehouse. The Company also receives a commission income from the parent company which is calculated on the gross income receivable by the parent company in respect of goods sold directly to customers in the UK.
| 2.4 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. Depreciation is provided on the following basis:
|  |  |  | Short-term leasehold property | - | 10% |
|  |  |  | Motor vehicles | - | 20% |
|  |  |  | Fixtures and fittings | - | 20% |
|  |  |  | Computer equipment | - | 20% |
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss. Page 14
POSITEC (UK & IRELAND) LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.5 | Stocks
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Finished goods include import duties and freight. At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
| 2.6 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.7 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value. In the Statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Company's cash management.
| 2.8 | Financial instruments
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
| 2.9 | Creditors
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method. Page 15
POSITEC (UK & IRELAND) LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.10 | Foreign currency translation
Functional and presentation currency The Company's functional and presentational currency is GBP. Transactions and balances Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
| 2.11 | Operating leases: the Company as lessee
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term. Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
| 2.12 | Pensions
Defined contribution pension plan The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations. The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.
| 2.13 | Provisions for liabilities
Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made. Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties. Increases in provisions are generally charged as an expense to profit or loss. Page 16
POSITEC (UK & IRELAND) LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.14 | Current and deferred taxation
The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.
3. | Judgments in applying accounting policies and key sources of estimation uncertainty
The directors have had to make the following estimations in preparing the financial statements: Provisions for rebates Included within accruals and deferred income are estimates of the amounts payable in the form of rebates to customers. The Company estimates these based upon past experiences from similar contracts and based upon agreed terms with customers that were in place at the year end. Direct costs associated with the import of stocks The Company estimates an appropriate level of uplift to the cost of goods purchased from China for import duty charges and applies this uplift to the cost of goods purchased during the year and included in stock in the financial statements. The uplift is estimated based on known import duty rates in force during the year. Page 17
POSITEC (UK & IRELAND) LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Product sales | 25,071,465 | 20,590,718
| Commissions received | 1,111,491 | 1,087,383
|  | 26,182,956 | 21,678,101
Analysis of turnover by country of destination:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| United Kingdom | 23,826,766 | 19,937,907
| Rest of Europe | 1,244,699 | 652,811
| Rest of the world | 1,111,491 | 1,087,383
|  | 26,182,956 | 21,678,101
5. | Operating profit
| The operating profit is stated after charging:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Exchange differences | 65,859 | 34,500
| Other operating lease rentals | 59,294 | 83,888
| Depreciation | 75,617 | 72,617
6. | Auditor's remuneration
| During the year, the Company obtained the following services from the Company's auditor:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Fees payable to the Company's auditor for the audit of the Company's financial statements | 32,250 | 31,100
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POSITEC (UK & IRELAND) LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
7. | Employees
| Staff costs were as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Wages and salaries | 1,976,620 | 1,092,355
| Social security costs | 197,651 | 226,559
| Cost of defined contribution scheme | 155,461 | 192,349
|  | 2,329,732 | 1,511,263
| The average monthly number of employees, including the director, during the year was as follows:
|  |  | 2025 | 2024
|  |  | No. | No.
|  | Sales | 28 | 30
|  | Administration | 18 | 17
|  |  | 46 | 47
8. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Corporation tax |  |
| Current tax on profits for the year | 10,368 | 19,103
| Adjustments in respect of previous periods | (19,994) | 7,543
|  | (9,626) | 26,646
| Total current tax | (9,626) | 26,646
| Deferred tax |  |
| Origination and reversal of timing differences | 1,916 | 6,109
| Total deferred tax | 1,916 | 6,109
| Taxation on (loss)/profit on ordinary activities | (7,710) | 32,755
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POSITEC (UK & IRELAND) LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 8.Taxation (continued)
| Factors affecting tax charge for the year
| The tax assessed for the year is lower than (2024 - lower than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Profit on ordinary activities before tax | 49,298 | 47,581
| Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | 12,284 | 11,895
| Effects of: |  |
| Adjustment to tax charge in respect of prior periods | (19,994) | 7,543
| Movement in deferred tax not recognised | - | 13,317
| Total tax charge for the year | (7,710) | 32,755
| Factors that may affect future tax charges
There were no factors that may affect future tax charges. Page 20
POSITEC (UK & IRELAND) LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
9. | Tangible fixed assets
|  | Short-term leasehold property | Motor vehicles | Fixtures and fittings | Computer equipment | Total
|  | £ | £ | £ | £ | £
| Cost or valuation |  |  |  |  |
| At 1 January 2025 | 199,762 | 27,502 | 96,504 | 277,949 | 601,717
| Additions | - | 47,830 | 6,689 | 28,268 | 82,787
| Disposals | - | - | - | (55,653) | (55,653)
| At 31 December 2025 | 199,762 | 75,332 | 103,193 | 250,564 | 628,851
| Depreciation |  |  |  |  |
| At 1 January 2025 | 76,576 | 8,709 | 63,071 | 194,246 | 342,602
| Charge for the year on owned assets | 19,976 | 7,493 | 14,304 | 33,844 | 75,617
| Disposals | - | - | - | (55,653) | (55,653)
| At 31 December 2025 | 96,552 | 16,202 | 77,375 | 172,437 | 362,566
| Net book value |  |  |  |  |
| At 31 December 2025 | 103,210 | 59,130 | 25,818 | 78,127 | 266,285
| At 31 December 2024 | 123,186 | 18,793 | 33,433 | 83,703 | 259,115
10. | Stocks
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Goods in transit | 1,138,059 | 2,322,643
| Finished goods and goods for resale | 17,965,528 | 21,873,006
|  | 19,103,587 | 24,195,649
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POSITEC (UK & IRELAND) LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
11. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade debtors | 3,997,916 | 3,362,907
| Amounts owed by group undertakings | 1,263,261 | 1,020,893
| Other debtors | 1,305,780 | 1,049,981
| Prepayments and accrued income | 276,975 | 383,650
|  | 6,843,932 | 5,817,431
| Amounts owed by group undertakings are unsecured, repayable on demand and non-interest bearing.
12. | Cash and cash equivalents
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Cash at bank and in hand | 1,253,017 | 1,060,418
|  | 1,253,017 | 1,060,418
13. | Creditors: Amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade creditors | 750,024 | 613,322
| Amounts owed to group undertakings | 24,160,865 | 28,849,630
| Other taxation and social security | 558,125 | 338,396
| Other creditors | 20,093 | 2,359
| Accruals and deferred income | 1,105,308 | 1,043,585
|  | 26,594,415 | 30,847,292
| Amounts owed to group undertakings are unsecured, repayable on demand and non-interest bearing.
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POSITEC (UK & IRELAND) LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
14. | Financial instruments
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Financial assets |  |
| Financial assets measured at amortised cost | 7,042,000 | 5,874,099
| Cash at bank | 1,253,017 | 1,060,418
|  | 8,295,017 | 6,934,517
| Financial liabilities |  |
| Financial liabilities measured at amortised cost | 25,412,658 | 30,508,896
| Financial assets at amortised cost compromises of trade and other debtors, accrued income and amounts owed by group undertakings.
| Financial liabilities measured at amortised cost compromises of trade creditors, other creditors, accruals and amounts owed to group undertakings.
15. | Deferred taxation
|  | 2025 | 2024
|  | £ | £
| At beginning of year | (52,103) | (45,994)
| Charged to profit or loss | (1,916) | (6,109)
| At end of year | (54,019) | (52,103)
| The provision for deferred taxation is made up as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Accelerated capital allowances | (57,465) | (55,550)
| Short term differences | 3,446 | 3,447
|  | (54,019) | (52,103)
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POSITEC (UK & IRELAND) LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
16. | Provisions
|  | Warranty provision
|  | £
| Charged to profit or loss | 328,161
| At 31 December 2025 | 328,161
| The warranty provision reflects management’s best estimate of the expected cost of fulfilling obligations under the warranties provided on the products sold, based on historical claims data and product failure rates.
17. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 1,000 (2024 - 1,000) Ordinary shares of £1.00 each | 1,000 | 1,000
18. | Reserves
Profit and loss account This reserve represents the cumulative profit available for distribution to shareholders.
19. | Pension commitments
The company operates a defined contributions pension scheme. The assets of the scheme are held from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £226,092 (2024: £247,703). Total contributions payable to the fund at the balance sheet date are £nil in both 2025 and 2024.
20. | Commitments under operating leases
| At 31 December 2025 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Not later than 1 year | 150,267 | 111,024
| Later than 1 year and not later than 5 years | 251,664 | 401,931
|  | 401,931 | 512,955
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POSITEC (UK & IRELAND) LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
21. | Related party transactions
| The company is exempt under paragraph 33.11 of FRS 102 from disclosing related party transactions with entities that are part of the group headed by Positec Group Limited, where 100% voting rights are controlled within the group. Details of amounts owed to and from other group entities can be seen in notes 11 and 13. Remuneration of those considered to be key management personnel amounted to £753,160 (2024: £620,132).
22. | Controlling party
The ultimate parent company is Positec Group Limited, a company registered in Hong Kong. The parent of both the largest and smallest group for which group accounts including Positec (UK & Ireland) Limited are drawn up is Positec Group Limited. Copies of these accounts are not available to the public.
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