Annual Report and Accounts 2025
A leader in Europe's fire security industryLondon Security plc
Customer focus.
We continually strive to offer the highest quality of service and products to our valued customers. We employ the best trained and qualified engineers with quality products that have achieved the highest performance ratings to companies, governments or private individuals.
Our services and products are commercialised through long-established brands.
Nu-Swift, Ansul, Total, Premier and Master: the unique styling of our products makes them immediately recognisable to both the industry and customers alike.
We aim to achieve the highest levels of service and product quality.
Our employees are trained to the most stringent servicing standards and we develop the highest performance-rated fire products. These activities are performed whilst considering the preservation of the environment.
More information at londonsecurity.org
Highlights
Our European Group brands
®
London Security plc continues to deliver industry-leading profit margins since acquiring the Ansul and Nu-Swift businesses. The challenges for the future are to continue to grow through acquisition and organically and to build upon our competitive advantage of being a complete fire protection solution provider.
Financial highlights
Earnings per share
194.0pOperating profit £32.7m +10.1% | |
25 | 32.7 |
24 | 29.7 |
23 | 31.6 |
22 | 27.2 |
21 | 27.2 |
+9.8%
25 24 | 194.0 176.7 | 06 Corp 19 | Strategic report orate governance Directors and Company Advisers |
23 | 189.8 | 26 | Report of the Directors |
22 | 164.9 | 30 | Directors' remuneration report |
21 162.4 Financial statements 31 Independent auditor's report 39 Consolidated income statement | |||
Revenue
£244.3m+10.7%
244.3
25
24 | 220.7 |
23 | 219.7 |
22 | 188.9 |
21 | 166.6 |
London Security plc Annual Report and Accounts 2025
STRATEGIC REPORT
In this report
Strategic report
01 Our European Group brands
01 Financial highlights
02 Chairman's statement
04 Financial review
Consolidated statement of comprehensive income
Consolidated statement of changes in equity
Consolidated statement of financial position
Consolidated statement of cash flows
Notes to the financial statements
71 Parent Company balance sheet
72 Parent Company statement of changes in equity
73 Notes to the Parent Company financial statements
77 Notice of Annual General Meeting
80 Group companies
01
STRATEGIC REPORT
Chairman's statement
J-J. Murray, Chairman
FINANCIAL HIGHLIGHTS
Financial highlights of the audited results for the year ended 31 December 2025 compared with the year ended 31 December 2024 are as follows:
revenue of £244.3 million (2024: £220.7 million),
operating profit of £32.7 million (2024: £29.7 million),
profit for the year of £23.8 million (2024: £21.7 million),
cash of £45.9 million (2024: £29.6 million),
earnings per share for the year of £1.94 (2024: £1.77) and
a dividend per share of £0.97 (2024: £1.22).
Trading review
The financial highlights illustrate that the Group's revenue increased by £23.6 million (10.7%) to £244.3 million
and operating profit increased by £3.0 million (10.1%) to £32.7 million. These results reflect:
The movement in the Euro to Sterling average exchange rate, which had a positive effect of £1.7 million on reported revenue and £0.3 million on operating profit. A more detailed review of this year's performance is given in
the Financial Review and the Strategic Report.
Organic growth as the service companies continue to expand and cross sell additional fire protection services and products to their customers.
Service pool growth due to acquisitions in past years.
During the year, special projects, the instance of which is unpredictable, experienced strong demand.
Acquisitions
It remains a principal aim of the Group to grow through acquisition. Acquisitions are being sought throughout Europe and the Group will invest at prices where an adequate return is envisaged by the Board. In the year under review the Group completed the acquisition of service contracts from smaller well-established businesses for integration into the Group's existing subsidiaries and has grown its presence in the Netherlands, the United Kingdom and France.
Management and staff
2025 was a year in which the staff performed well and, on behalf of the shareholders, I would like to express thanks and appreciation for their contribution. The Group recognises that we can only achieve our aims with talented and dedicated colleagues who provide outstanding customer service in every area of the business.
Dividends
An interim dividend in respect of 2025 of £0.55 per ordinary share was paid to shareholders on 5 December 2025. The Board is recommending the payment of a final dividend in respect of 2025 of £0.42 per ordinary share. This would
be paid on 10 July 2026 to shareholders on the register on 12 June 2026 with the shares marked ex-dividend on 11 June 2026.
Future prospects
We continue to believe that the Group's well-established business model and solid financials provide a strong foundation to provide profitable growth and long-term shareholder returns. The conflict in the Middle East has no direct impact on the Group but will lead to an increase in inflation and may affect business confidence and growth in our market. The London Security Group has a healthy balance sheet, strong cash reserves and a track record for good cash generation. We will also continue to invest in our future and the Group plans to continue to grow through acquisitions.
Annual General Meeting
The Annual General Meeting ("AGM") will be held at 2 Jubilee Way, Elland, West Yorkshire HX5 9DY, on 25 June 2026 at
11.30 am. The Company confirms that shareholders are able to attend in person should they wish to do so. However, we strongly encourage shareholders to vote on all resolutions by completing the enclosed form of proxy for use at that Meeting, which you are requested to return in accordance with the instructions on the form.
J-J. Murray
Chairman
8 May 2026
02 London Security plc Annual Report and Accounts 2025
STRATEGIC REPORT
London Security plc Annual Report and Accounts 2025 03
STRATEGIC REPORT
Financial review
IN SUMMARY
Our acquisitive strategy continues to add to the Group's service pool.
The fire security market is experiencing increased competition.
We are experiencing cost increases across all our purchases which is putting downward pressure on margins.
We will continue to pass on appropriate price increases to our customers.
We will continue to concentrate on the highest levels of customer service.
Consolidated Income Statement
The Group's revenue increased by £23.6 million (10.7%)
to £244.3 million. Operating profit increased by £3.0 million to £32.7 million (10.1%). These results include the positive movement in the Euro to Sterling average exchange rate, which has decreased from 1.18 to 1.17. If the 2025 results from the European subsidiaries had been translated at 2024 rates, revenue would have been £242.6 million instead of
£244.3 million, which would represent an increase of 9.9% not 10.6% on the prior year. On the same basis, operating profit would have been £32.4 million instead of £32.7 million, an increase of 9.1% not 10.1% compared to 2024.
We have experienced growth in our service pool. This has come from two sources. Firstly, strong organic growth as the service companies continue to expand and cross sell additional fire protection services and products to their customers. Secondly, growth from our acquisition strategy in prior years. We entered the new market of Germany some years ago and continued to make acquisitions there. In 2025 Germany recorded turnover of £13.9 million.
We have several subsidiaries operating in specialised fire protection markets. The revenue from these large projects can be unpredictable but 2025 was a year of strong demand in all these businesses.
Our acquisition teams were successful in finalising the purchase of service contacts to be serviced through our existing subsidiaries. This has allowed us to increase our presence in the Netherlands, the United Kingdom and France.
The Group's effective income tax rate of 27% is above the UK corporation tax rate of 25%. This reflects the level of disallowable expenses, principally service contract amortisation.
Consolidated Statement of Financial Position The Group continues to place great importance on maintaining a healthy cash balance. The Group ended the year with cash of £45.9 million (2024: £29.6 million).
The Group's total borrowings at the year end were
£0.4 million (2024: £0.2 million).
Other Statement of Financial Position headings have not shown significant movements year on year.
Consolidated Statement of Cash Flows
The increase in cash generated from operations illustrates that the Group continues to demonstrate consistently profitable performance and strong cash conversion.
Treasury management and policy
The Board considers foreign currency translation exposure and interest rates to be the main potential treasury risks.
Treasury policies and guidelines are authorised and reviewed by the Board.
Segmental reporting
The chief operating decision maker ("CODM") for the London Security Group has been identified as the executive Board, as ultimately this function is responsible for the allocation of resources and assessing the performance of the Group's business units. The internal reporting provided to the CODM is a combination of consolidated financial information and detailed analysis by brand.
The management information on which the CODM makes its decisions has been reviewed and is deemed to be the consolidated result for the Group. The Group's companies in
different European countries operate under similar economic and political conditions with no different significant risks associated with any particular area and no exchange control risks and the Group's operations are managed on a Pan-European basis with close operational relationships between subsidiary companies. In addition, the nature of products, services, production and distribution is consistent across the region.
Accordingly, the Directors have concluded that under IFRS 8 the Group operates in a single geographical and market segment and that there is a single operating segment for
which financial information is regularly reviewed by the CODM.
Key risks and uncertainties
The Group's key risks and uncertainties are discussed in the Strategic Report.
04 London Security plc Annual Report and Accounts 2025
STRATEGIC REPORT
London Security plc Annual Report and Accounts 2025 05
Strategic report
Principal activities
London Security plc is an investment holding company and its Board co-ordinates the Group's activities. The principal activities of the Group are the manufacture, sale and rental of fire protection equipment and the provision of associated maintenance services.
Business model
The Group is a leader in Europe's fire security industry.
We provide fire protection through our local presence in the United Kingdom, Belgium, the Netherlands, Austria, France, Germany, Denmark and Luxembourg. More detail on our revenue streams can be found in the revenue recognition section of our accounting policies.
The Group's services and products are commercialised through well and long-established brands such as Nu-Swift, Ansul, Premier and Master. The unique styling of our products makes them immediately recognisable to both the industry and customers alike.
The Group aims to achieve the highest levels of service and product quality through continued training of our employees to the most stringent servicing standards and the development of the highest performance-rated fire
products. The Group continues to build on its reputation for service excellence and quality to develop a "safety solutions" business with a well-diversified and loyal customer base.
Business review and results
The Consolidated Income Statement shows a profit attributable to equity shareholders of the Parent Company for the year ended 31 December 2025 of £23.8 million (2024: £21.7 million). The Group's results are discussed in detail in the Financial Review. The Group paid dividends in the year of £11.9 million comprising a final dividend in respect of the year ended 31 December 2024 of £0.42 per ordinary share and an interim dividend of £0.55 per ordinary share in respect of the year ended 31 December 2025.
The Board is recommending the payment of a final dividend in respect of the year ended 31 December 2025 of £0.42 per ordinary share. The Group ended the year with net assets of
£171.6 million (2024: £155.0 million).
Key performance indicators
Given the straightforward nature of the business, the Company's Directors are of the opinion that the analysis of revenue, operating profit and earnings per share are the appropriate KPIs for an understanding of the development and performance of the business. The analysis of these KPIs is included in the Chairman's Statement and the Financial Review.
S172 statement
Also refer to the stakeholder engagement disclosures presented in the Directors' Report.
The Board believes that the presence and requirements of a longstanding controlling shareholder help focus the Group's strategy on long-term shareholder value creation. Decisions
are taken bearing in mind the effect on long-term growth in revenue, operating profit and earnings per share.
Our employees are vital in delivering the highest levels of service in order to mitigate the downward pressure on prices in our market. We involve and listen to employees to maintain strong employee engagement and retain talented people. We have a number of employee representative groups across Europe to facilitate this. Investment in our workforce through ongoing training is seen as essential to keep up to date with evolving legislation and protect the business from competition.
The Directors recognise the need to foster business relationships with suppliers and customers. We aim to have an open, constructive and effective relationship with all suppliers, including site visits by our staff to ensure supply chain sustainability, responsible sourcing and supply chain resilience.
The Directors consider the impact of the Group's operations on the environment. In recent years many of our product innovations have been focused on limiting our environmental impact. We have a long list of accreditations, including
ISO 9001 and ISO 14001.
The interests of different stakeholders may not always be totally compatible. Therefore, the Group has to weigh up the needs and requirements of all stakeholders and attempt to find the right balance where decisions may affect more than one stakeholder. The Group remains ethical in its dealings with stakeholders and attempts to keep stakeholders informed of relevant business decisions. The likely consequences of
all our long-term decision making is part of our ongoing management process.
The culture of the business is one of support and inclusiveness with the aim of ensuring our business is sustainable in the long run. We aim to be an equal
opportunities employer and deal fairly with all stakeholders. Robust procedures are in place for conflict resolution.
In accordance with the AIM Rules for Companies, the Board formally adopted the Quoted Companies Alliance Corporate Governance Code 2023 (the "Code") on 1 September 2024. To maintain a reputation for high standards of business conduct, our website, https://www.londonsecurity.org and the Directors and Company Advisers section of this Annual Report, explains our approach to the ten principles
of the Code.
Principal risks and uncertainties
Supply chain disruption. Many of our components are sourced from overseas and supply of product is subject to disruption by rebels in Yemen targeting shipping in the Red Sea. This has led most shipping companies to divert round Africa rather than risk attack on the way to the Suez Canal. This is leading to inflation in the cost of shipping and lengthening lead times. The Group has mitigated the
consequences of this by continuing to hold high stock levels, which has ensured we always have capacity to supply the full range of products to our engineers.
The Group is starting to diversify supply of components away from the Far East. Importantly, we maintained our in-house manufacture of finished product utilising factories in the United Kingdom and Belgium.
Inflation. Various factors beyond our control have caused increased prices across all our inputs. While we initially chose to absorb these increases, it became clear that these were not transitory pressures. We have responded by increasing our sales prices and remaining in dialogue with our customers to explain our decision. Inflation reduced during the first half of 2025 but remains above central bank targets. The conflict in the Middle East and consequent disruption to energy supplies is forecast by most commentators to increase inflation and
for inflation to remain above central bank targets in 2026. Increased central bank interest rates in 2026 is a possibility.
Recruitment. We have experienced some difficulty in recruitment since the ending of the pandemic in common with many other sectors. There is resistance to return to previous work patterns at previous wage levels. This, coupled with
the inflation present in all the countries in which we operate, has resulted in higher wages to address the cost of living. Engineering resource is monitored at a subsidiary level by local management to ensure there are sufficient engineers to service their customers. The Group is prepared to pay the remuneration necessary to recruit and train the appropriate calibre of employee.
Business confidence. There are challenging economic conditions in Europe. All European countries are expected to endure a period of negative or minimal growth during 2026 which will reduce demand. However, the nature of our products and services should insulate the Group from the worst of this. The experience of the 2008 financial crisis and the Covid-19 pandemic in 2020 and 2021 showed this may not be too serious. We may see a reduced willingness of our customers to invest in upgrading or installing new systems. The Group has a strong capital base and liquidity position to weather these conditions.
Increased competition. The fire protection market in Europe is highly competitive and there are minimal barriers to entry to those smaller businesses offering a lower price service. However, the Group has built the reputation of its operating subsidiaries on quality by providing service levels recognised as being the best in the industry. The Group is able to offer its customers the certainty of supply and compliance with all relevant safety legislation at an appropriate price. We invest in our workforce through ongoing training to keep up to date with legislation.
Growth through acquisition is an important strategy of the Group. A potential risk is not identifying acquisitions that fail to meet the investment case or would be disruptive to integrate into the Group. This risk is mitigated by formal review by the investment committee prior to an offer being made. Following acquisition, the integration team implements the integration plan and monitors performance against that plan.
NON FINANCIAL AND SUSTAINABILITY INFORMATION STATEMENT
Introduction
The increasing impact of climate change on global markets continues to necessitate greater transparency and
forward-looking financial planning. This report represents our third year of disclosure under the UK Climate-related Financial Disclosure (CFD) regulations, reinforcing our commitment to assessing and disclosing climate-related risks and opportunities.
Recognising and addressing these implications remains a strategic priority for our organisation.
The CFD requirements comprise eight mandatory disclosures across governance, strategy, risk management, and metrics and targets, addressing both physical and transition climate-related risks and opportunities. The recommendations guide our reporting on governance structures, strategic planning, risk management processes and climate-related performance.
By integrating CFD principles within our reporting approach, we support transparency, strengthen organisational resilience and enable informed decision making in response to evolving climate-related risks and opportunities. This report builds on our previous disclosure and reflects the continued development of our climate governance, risk management and strategic assessment processes.
Following the establishment of our Climate Risk Committee (CRC) in 2024, the committee continues to oversee the identification, assessment and management of climate-related risks and opportunities. The CRC supports the ongoing development of our governance and risk management framework, providing structured oversight of climate-related matters. Identified climate-related risks and opportunities inform our scenario analysis and support strategic decision making and organisational resilience.
Governance
The Climate Risk Committee continues to support the Board in overseeing climate-related risks and opportunities across our operations. Comprising senior managers, a Board member and the Company Secretary, the CRC continues to operate with the authority and resources granted by the Board, supporting the ongoing integration of climate considerations within governance and risk management processes.
The CRC oversees the Group's climate risk strategy within the broader risk management framework. Its responsibilities include identifying and reviewing climate-related risks and opportunities through the Group's risk matrix, assessing mitigation actions, monitoring relevant regulatory developments and tracking implementation of climate-related initiatives.
Climate risk committee structure and reporting The CRC operates at the Group level and incorporates input from individual subsidiaries. The Company Secretary,
Richard Pollard, continues to lead climate change policy
initiatives and serves as Chair of the CRC, working alongside Board member Xavier Mignolet to maintain Board-level oversight of climate-related matters.
The CRC reports directly to the Board, providing annual updates and making recommendations on climate-related risks and opportunities. In May 2025, the CRC provided its first formal update to the Board, presenting its assessment of climate-related risks and opportunities and supporting Board oversight of climate-related matters. The next update is scheduled for
May 2026. The CRC also collaborates with the Audit Committee to align climate-related risk management processes within the Group's broader corporate governance framework.
Climate-related risk and opportunity management With guidance from external sustainability partner McGrady Clarke, the CRC has defined its roles and responsibilities and established a structured methodology for identifying
and assessing climate-related risks and opportunities. These risks and opportunities continue to be considered alongside other business risks and remain integrated within the Group's overall risk management framework. Climate-related risks and opportunities identified through this process are reviewed by the Board alongside other principal business risks.
Climate-related risks and opportunities have been identified through the CRC's risk identification and review activities. Active management of these risks and opportunities will continue to develop as governance processes mature.
Responsibility for monitoring and managing specific climate-related risks is expected to be assigned to relevant
regional leads, supporting the ongoing integration of climate considerations within operational risk management.
Committee meetings and future plans
During 2025, the CRC held meetings in July and December, continuing the development of its climate governance processes and reviewing the organisation's climate risk identification and assessment framework. These meetings included the review of previously identified climate-related risks and opportunities and consideration of newly identified issues. The Committee's meeting frequency was adjusted from the previously planned schedule to allow sufficient time between meetings for analysis and development of sustainability-related assessments, enabling more informed and substantive updates to be presented. As the CRC continues to mature, its activities are expected to progressively support the active management of climate-related risks and opportunities, strengthening organisational resilience and informing strategic decision making.
Risk identification and management
Climate-related risks are treated in the same manner as other business risks and are integrated into the Group risk register and overall risk management framework. These risks are reviewed alongside other principal business risks during annual Board meetings. The CRC supports the ongoing development of climate-related risk management processes.
As part of its current mitigation approach, the Group monitors developments in climate-related legislation and regulatory requirements and works with its external sustainability partner, McGrady Clarke, to support the assessment of emerging regulatory obligations and maintain compliance with applicable climate-related requirements. As the CRC continues to mature, the organisation will further develop risk management measures to support climate risk mitigation
and adaptation. The CRC's risk and opportunity identification process will continue to evolve, refining the methodology used to assess climate-related risks, with the approach periodically reviewed as governance processes develop.
Building on the climate risk identification process developed in previous disclosures, the CRC continues to oversee the identification and assessment of climate-related risks and
opportunities at Group level. During 2025, previously identified risks and opportunities were reviewed, with no additional items incorporated into the disclosure. These assessments inform the Group's qualitative scenario analysis and are reported to the Board through the Group's governance and risk management framework. The CRC also continues to monitor relevant regulatory and market developments.
Our climate scenario analysis will be reviewed at least every three years to ensure it remains aligned with evolving climate science, regulatory expectations and organisational developments. As it will have been three years since the original scenario analysis was undertaken, the exercise will be renewed in the next reporting period.
Climate risk and opportunity identification process In preparation for the 2023 climate-related financial disclosures, we collaborated with McGrady Clarke, our external sustainability consultant, to develop a structured
process for identifying climate-related risks and opportunities. These risks and opportunities were assessed based on their likelihood and potential impact on the business and evaluated through qualitative climate scenario analysis.
Following the establishment of the CRC in 2024, the committee continues to oversee the identification and assessment of climate-related risks and opportunities. During 2025, previously identified climate-related risks and opportunities were reviewed through CRC meetings, and no additional items were formally incorporated into the disclosure during the year. In parallel, the CRC considered related regulatory and operational matters relevant to the organisation's environmental risk profile, including developments associated with the Carbon Border Adjustment Mechanism (CBAM) and the ongoing evaluation of PFAS filtration and disposal approaches.
This structured approach supports the ongoing identification and assessment of climate-related risks and opportunities, with significant findings reported to the Board through the Group's governance framework.
Strategy
Time horizons
Our identified climate-related risks and opportunities are assessed using defined climate time horizons rather than standard operational planning periods. Many climate-related developments, including regulatory change, technological transition and physical climate impacts, occur over extended timescales that may not align with shorter-term budgeting or strategic planning cycles. For this reason, longer analytical horizons are applied to support the assessment of both
near-term developments and longer-term structural changes associated with climate change. The time horizons used remain consistent with previous reporting years and are outlined in Table 1.
Table 1 Time Horizons
Time horizon Period
Short | Present-2030 |
Medium | 2031-2050 |
Long | 2051-2080 |
Our short-term horizon extends from the present to 2030 and reflects the near-term impacts of climate change and evolving climate policy. Extending the short-term horizon to 2030 enables the identification and management of climate-related risks and opportunities associated with policy developments and transition dynamics expected during the current decade.
Our medium-term horizon spans 2031 to 2050, aligning with key climate milestones, including the widely recognised target of achieving Net Zero emissions by 2050. This period
supports the assessment of climate policy developments and the potential implications for our strategic direction.
Our long-term horizon spans 2051 to 2080 and supports the assessment of longer-term climate-related impacts and uncertainties. This timeframe enables consideration of potential environmental, societal and economic changes associated with climate change.
Climate scenarios
To assess climate-related risks and opportunities, we continue to apply the Shared Socioeconomic Pathways (SSPs) from the Intergovernmental Panel on Climate Change's (IPCC) Sixth Assessment Report. These scenarios form the basis of our qualitative climate scenario analysis, enabling
the evaluation of potential climate and socioeconomic developments under different future pathways.
Using a narrative-based approach, our analysis evaluates climate-related risks and opportunities under different scenarios shaped by distinct socioeconomic pathways. This supports the assessment of potential impacts and the magnitude of these risks and opportunities for London Security plc, informing strategic planning.
SSP1 'Sustainability'
SSP1 assumes a rapid reduction in global greenhouse gas emissions, consistent with the Paris Agreement goal
of limiting global warming to below 2°C above pre-industrial levels. This scenario reflects strong climate policies and increased international co-operation, supporting a transition to a lower-carbon global economy.
SSP3 'Regional Rivalry'
SSP3 describes a future characterised by rising nationalism, limited international co-operation and fragmented climate action. In this scenario, uneven technological progress and weaker environmental regulation increase reliance on fossil fuels
and greenhouse gas emissions, while resource competition may intensify.
SSP5 'Fossil-Fuelled Development'
SSP5 assumes rapid economic growth driven by fossil fuel use, resulting in high greenhouse gas emissions.
In this scenario, economic and industrial development take precedence over climate action, with a weak climate
policy environment and continued reliance on technological solutions to manage climate impacts.
Disclosure of assumptions and estimations
Our qualitative scenario analysis is based on the IPCC Shared Socioeconomic Pathways (SSPs), which provide a framework for assessing climate-related risks and opportunities across economic, environmental and societal trends over the defined time horizons. Given the complex and evolving nature of climate change, scenario projections remain subject to uncertainty, including regional variations and organisational responses. Our analysis assumes that the Group's global operational footprint will remain broadly unchanged. Entity-specific assumptions include the continuation of core activities relating to the manufacture, supply and maintenance of fire protection equipment across established European markets, alongside ongoing servicing activities delivered through local operating subsidiaries. Demand for fire safety products and services is expected to continue to be primarily driven by regulatory fire safety requirements and building safety standards. Assumptions and estimates will be reviewed periodically to reflect evolving climate scenarios, risks and market conditions.
Climate-related risks and opportunities
The most significant climate-related risks and opportunities, and their potential impacts under different climate scenarios, are summarised in the tables below. Each risk has been categorised as either physical (acute and chronic) or transition-related (policy and legal, technology, market and reputation).
We conducted a qualitative scenario analysis of material climate-related risks and opportunities for the 2023 financial year. In line with the Group's three-year review cycle, the scenario analysis will be reassessed in the next reporting period to ensure it remains aligned with evolving climate science, regulatory developments and organisational assumptions. Updates to the scenario analysis will be disclosed through future climate-related financial disclosures.
The risks and opportunities presented reflect key climate-related considerations relevant to our operations, although they may not capture all potential climate-related risks and opportunities. Those included have been identified based on their potential impact and likelihood. At present, no material operational or financial impacts from these risks or opportunities have been identified, other than increased sustainability reporting obligations, including compliance with CFD requirements.
Climate-related risks and opportunities SSP1 SSP3 SSP5
2030 2050 2080 2030 2050 2080 2030 2050 2080
Transition risks | Policy and legal | Enhanced sustainability-reporting obligations | High | Very high | High | High | Medium | Medium | High | Low | Medium |
Rising transport costs due to stricter vehicle regulations | Medium | High | Medium | Low | Medium | High | Very Low | Low | Low | ||
Technology Increased cost of raw materials | Low | Medium | Medium | Medium | Very High | Very High | Medium | High | High | ||
Market | Increase in competitors | Low | Medium | Medium | Medium | High | High | Medium | High | High | |
Increased supply chain costs due to climate-related security risks | Low | Low | Low | High | Very High | High | Medium | Medium | High | ||
Reputation | Loss of clients due to poor environmental performance (e.g. low performance on carbon reduction) | High | Very high | High | High | Medium | Low | Medium | Low | Low | |
Physical risks | Acute | Increased severity/ frequency of extreme weather events - logistics and materials | Low | High | Medium | Medium | High | Very High | Medium | High | Very High |
Chronic | Rising sea levels | Low | Medium | Medium | Low | Medium | Medium | Low | Medium | Medium | |
Opportunities | Energy systems | Use of supportive policy incentives | Low | Medium | Low | Low | Low | Medium | Low | Medium | Medium |
Onsite renewable energy generation for cost and emissions reduction | High | Very High | Very High | Low | Medium | Medium | Medium | Medium | Low | ||
Products Development of new and services products or services through R&D and innovation | Medium | Medium | High | Medium | High | High | Medium | High | Very high | ||
Markets | Access to new geographical markets | Medium | High | High | Low | Low | Low | Medium | Very high | Very high | |
Increased demand for services of companies that have positive environmental credentials | High | Very high | Very high | High | Low | Medium | High | Medium | Medium | ||
Very high | It is very likely that the climate-related risk/opportunity will become significant and financially material to London Security plc. |
High | It is likely that the climate-related risk/opportunity will become significant and financially material to London Security plc. |
Medium | It is an average chance that the climate-related risk/opportunity will become significant and financially material to London Security plc. |
Low | It is unlikely that the climate-related risk/opportunity will become significant and financially material to London Security plc. |
Very low | It is very unlikely that the climate-related risk/opportunity will become significant and financially material to London Security plc. |
Changes to our climate-related risks and opportunities and scenario analysis
The climate-related risk previously described as 'enhanced emissions-reporting obligations' was updated to 'enhanced sustainability-reporting obligations' in the prior reporting period to reflect the broader scope of emerging regulatory requirements. This change recognised developments in sustainability reporting frameworks, including the Corporate Sustainability Reporting Directive (CSRD), which may affect operations in the EU jurisdictions in which we operate.
Since its establishment in 2024, the CRC has reviewed the Group's climate-related risks and opportunities as part of its ongoing governance activities. The previously identified risks and opportunities, including the two risks and one opportunity incorporated into the disclosures in 2024, were reviewed during 2025, with no additional items formally added during the year.
This ongoing review supports our understanding of climate-related risks and opportunities and reflects evolving regulatory requirements and market conditions.
Climate-related risks
Climate-related
Risk Scenario Time horizon
2030 2050 2080
Enhanced sustainability reporting obligations | High Very high High | |
SSP1 | As Europe advances towards Net Zero targets, it is likely that the governments will heighten emissions reporting requirements. This risk reduces beyond 2050 as targets are met and global temperatures decline. There could potentially be an increase in regulatory scrutiny and operational costs. Non-compliance could lead to financial penalties. | |
High Medium Medium | ||
In the later stages of this scenario, governments may assign less significance to climate change due to emerging conflicts SSP3 and geopolitical tensions, resulting in reduced demand for emissions reporting. There could still be an increase in regulatory pressures and expenses, which could strain our financial resources. | ||
High Low Medium | ||
SSP5 | Governmental attention on climate change is expected to decrease, reducing pressure on companies for sustainability reporting. However, some sustainability-reporting obligations may persist as climate change effects intensify later in the century. This risk could drive innovation and market demand for alternative solutions within our sector, potentially prompting us to proactively adopt cleaner technologies and products to meet regulatory requirements. | |
Rising transport costs due to stricter vehicle regulations | Medium High Medium | |
SSP1 | Cities will continue to expand and tighten Clean Air Zones (CAZs), Low Emission Zones (LEZs), and Ultra Low Emission Zones (ULEZs), increasing transport costs for non-compliant vehicles, particularly by 2050. However, strong investment in sustainable transport mitigates long-term financial impacts, as widespread adoption of clean vehicles leads to regulatory stability and reduced cost volatility. | |
Low Medium High | ||
SSP3 | Fragmented policies result in uneven implementation of CAZs, LEZs and ULEZs, with some regions imposing stricter regulations while others delay action. This inconsistency leads to sharp transport cost increases in certain areas, creating high variability and long-term uncertainty for businesses. | |
Very low Low Low | ||
SSP5 | The focus on fossil-fuel-driven economic growth delays the expansion of CAZs, LEZs and ULEZs, keeping transport costs relatively stable in the short term. However, potential policy shifts driven by environmental pressures may introduce indirect cost pressures over time, though overall regulation remains weak due to continued reliance on fossil fuels. | |
Climate-related
Risk Scenario Time horizon
2030 2050 2080
Increased cost of raw material | Low Medium Medium | |
SSP1 | Climate fluctuations may affect the availability of resources, potentially leading to increased costs as a consequence of decreased supply and increased demand. The increased cost of raw materials could strain our operational budget. | |
Medium Very high Very high | ||
SSP3 | In a divided world, resources will become more segregated with less international trading and companies unwilling to share. This heightened global tension will also exacerbate logistical challenges in material transportation, consequently driving up costs. The increased cost of raw materials could pose considerable challenges, potentially forcing us to re-evaluate our product pricing and procurement strategies to mitigate financial strain. | |
Medium High High | ||
An emphasis on industrial and technological advancement will drive up the demand for materials essential to London SSP5 Security products, consequently leading to price spikes. This may prompt us to explore innovative solutions and sustainable sourcing practices, potentially leading to investments in alternative materials or technologies to maintain operational efficiency and competitive pricing. | ||
Increase in competitors | Low Medium Medium | |
SSP1 | As climate change becomes more prevalent, there is a likelihood that companies may exploit the growing demand for fire safety products. This could lead to the emergence of new businesses that would rival our company. This could intensify market competition, which has the potential to reduce our customer base. We could enhance our product differentiation and customer engagement strategies to maintain market share. | |
Medium High High | ||
SSP3 | In a fragmented and localised world where there's a heightened frequency and severity of fires, the demand for fire security measures is expected to rise. This might necessitate us to adapt swiftly by innovating our services and refining our marketing approaches to stay relevant and competitive. | |
Medium High High | ||
In a scenario with a probability of much higher frequency of fires, the surge of technological advancements may catalyse the SSP5 emergence of new competitors in the fire security industry. This may compel us to strengthen our technological capabilities and diversify our products, to stay competitive and secure our position in a dynamic market. | ||
Increased supply chain costs due to climate-related security risks | Low Low Low | |
SSP1 | Strong international co-operation, climate adaptation policies and economic support for vulnerable regions keep the risk of increased supply chain costs due to piracy relatively low. Ongoing investment in development and stable trade relations mitigate security risks over time, while long-term climate action addresses the socioeconomic drivers of crime, ensuring minimal disruption to global shipping. | |
High Very high High | ||
SSP3 | Weak governance, worsening poverty and regional instability drive a significant rise in piracy, leading to higher supply chain costs and security risks. Over time, fragmented global co-ordination results in persistent instability in certain regions, sustaining elevated shipping costs, though some businesses adapt by diversifying trade routes and reducing reliance on affected areas. | |
Medium Medium High | ||
The initial focus on economic growth and trade expansion keeps shipping costs stable, but rising inequality begins to create SSP5 security risks in certain regions. Over time, worsening climate impacts drive economic instability in vulnerable areas, leading to increased piracy and supply chain costs, though continued investment in trade security helps mitigate some disruptions. | ||
Climate-related risks continued
Climate-related
Risk Scenario Time horizon
2030 2050 2080
Loss of clients due to poor environmental performance (e.g. low performance on carbon reduction) | High Very high High | |
SSP1 | With a strong emphasis on sustainability, failure to meet the growing consumer demand for products by businesses with high environmental performance could lead to reputational damage, client loss and decreased market trust. This may urge us to prioritise sustainable practices and invest in eco-friendly solutions to retain clients and remain competitive in an increasingly environmentally conscious market. | |
High Medium Low | ||
SSP3 | In an environment rooted in nationalism and division, climate-related performance is likely not a priority to the majority of consumers. However, the risk of losing clients could still require a strategic shift towards greener operations to mitigate client attrition and maintain long-term viability. | |
Medium Low Low | ||
SSP5 | With a preference shift to technological advancements, positive environmental performance is less likely to be considered by consumers when making decisions in this scenario. Nevertheless, this risk may encourage us to prioritise sustainability initiatives and invest in eco-friendly solutions, aiming to retain current clients and appeal to environmentally conscious customers, thus upholding our reputation as a responsible corporate entity. | |
Increased severity/frequency of extreme weather events - logistics and materials | Low High Medium | |
SSP1 | In this scenario, global temperatures are projected to reach their peak around 2050. This heightened temperature may elevate the probability of extreme weather events, potentially disrupting international sea freight shipping routes, disrupting our logistics and access to materials. To minimise the likelihood of encountering this risk, it is imperative that we adopt resilient strategies for sustaining consistent manufacturing, storage and distribution practices. | |
Medium High Very high | ||
SSP3 | As global temperatures rise, the severity of storms at sea is expected to intensify over time. This escalation could disrupt global logistics routes, affecting our material supply chains. We should implement resilient strategies to adapt our supply chain management practices accordingly. | |
Medium High Very high | ||
SSP5 | Increased extreme weather events may significantly disrupt businesses, particularly sea freight operations, leading to delays, damages and increased costs associated with navigating unpredictable and hazardous conditions at sea. This risk could compel us to implement resilient strategies to ensure uninterrupted manufacturing of our products and drive innovation in our supply chain management. | |
Rising sea levels | Low Medium Medium | |
Whilst sea levels are forecasted to increase, just one of our sites in the Netherlands is anticipated to be impacted. This could SSP1 potentially result in heightened risks of flooding and property damage, thus prompting ongoing governmental investments in coastal protection measures. This could harm our finances due to property damage and increased insurance costs. | ||
Low Medium Medium | ||
SSP3 | Despite increased sea level rises, only the previously mentioned Netherlands office is likely to be affected. There are likely to be more complications with office relocation if necessary, due to political and socioeconomic struggles, with a reduction in investments towards sea defences. Failure to mitigate flooding before damaging effects could result in financial damage due to loss of property. | |
Low Medium Medium | ||
There is expected to be the largest and most rapid sea level rise, affecting the Netherlands office faster. There will be an SSP5 arms race between rapid technological advances and rising sea levels. This could financially impact us through the potential requirement to move to safer locations and increased insurance for our offices in at-risk areas. | ||
Climate-related opportunities
Climate-related
Opportunity Scenario Time horizon
2030 2050 2080
Use of supportive policy incentives | Low Medium Low | |
SSP1 | To support companies that aid in the mitigation of climate change, it is expected that governments will provide financial support to enable the expansion of operations and R&D. Increased investment could allow us to boost our R&D. This is forecast to reduce after 2050 as global temperatures drop slightly. | |
Low Low Medium | ||
SSP3 | During the highest points of global political tension, financial aid may be focused elsewhere. A decline in conflict until 2080 will increase the likelihood of financial support to fire security companies. Therefore, the opportunity of financial gain is higher towards the end of this scenario. | |
Low Medium Medium | ||
SSP5 | With climate change at its most severe, the need for fire security will increase, therefore increasing the benefit to a government by providing financial support. This could result in financial gain for our company. | |
Onsite renewable energy generation for cost and emissions reduction | High Very high Very high | |
SSP1 | Strong sustainability policies, financial incentives and technological advancements drive widespread adoption of onsite renewable energy, delivering significant cost and emissions reductions. Over time, continued investment in grid decarbonisation and energy storage integration makes self-generation the norm, ensuring long-term energy security and financial stability for businesses. | |
Low Medium Medium | ||
SSP3 | Weak global co-ordination and fragmented policies create an uneven landscape for onsite renewable energy adoption, with some regions investing for energy security while others lag due to limited incentives. Over time, regional disparities persist, but businesses in high-risk areas increasingly adopt renewables to reduce dependency on volatile energy markets and mitigate supply chain risks. | |
Medium Medium Low | ||
SSP5 | The dominance of fossil fuels limits the urgency for onsite renewable energy adoption, though some businesses invest in renewables for cost savings and energy independence. Over time, as renewable technologies become more cost effective, selective uptake occurs in sectors seeking to reduce energy expenses, but widespread adoption remains constrained by a fossil-fuel-driven economy. | |
Development of new products or services through research and development and innovation | Medium Medium High | |
SSP1 | As the impacts of climate change escalate, there will be a growing need for innovative solutions in fire security, prompting increased demand for new products and services developed through R&D and innovation. We could capitalise on this opportunity by investing in R&D, placing us at the forefront of future fire security development, allowing us to gain a competitive edge. | |
Medium High High | ||
SSP3 | In a fragmented world, the development of new products through R&D and innovation will be localised; however, this still presents as an opportunity to us. In particular, there is the chance to produce technological advancements tailored to diverse country/market needs and niches. We can benefit from this in the localised areas which require the development of new fire security products, which could allow us entry to new geographical markets. | |
Medium High Very high | ||
SSP5 | In a technology-driven world, there is high demand for the creation of more efficient and reliable fire security technology and services. It will be vital to stay ahead of competitors by leveraging emerging technological advances. By staying ahead of competitors, we can continue serving as market leaders, which represents increased financial and reputational gain. | |
Access to new geographical markets | Medium High High | |
SSP1 | As climate change progresses and fires become more frequent and severe, there is an anticipation of an expanded demand for our products in previously untapped geographical markets, which can lead to an increased customer base and more of the market. This is attributed to the broader spectrum of locations that will necessitate enhanced fire safety measures due to the effects of climate change. | |
Low Low Low | ||
SSP3 | The potential for this opportunity may be hindered by increased nationalism and reduced collaboration among international markets, despite the escalation of fires and increased frequency of extreme weather events due to worsening climate change. There is a decreased opportunity to gain new customers in this scenario. | |
Medium Very high Very high | ||
SSP5 | In this scenario, fire security demand will be at its highest, with increased collaboration between countries to mitigate the rising fire prone environments. It will be important for us to exploit this opportunity and expand our operations to new markets, increasing our number of clients. | |
Climate-related opportunities continued
Climate-related
Opportunity Scenario Time horizon
2030 2050 2080
High Very high Very high | ||
Increased demand | SSP1 | There is expected to be a rise in demand for positive environmental credentials, driven by global efforts to reduce carbon emissions and tackle climate change, which will likely make our clients prefer companies committed to sustainability. Exploiting this opportunity could allow us to build our client base, retaining and attracting new customers, and expanding our operations to match. |
High Low Medium | ||
for services of | ||
companies that | ||
SSP3 | Due to increasing social and geopolitical conflicts, there is a diminished focus on sustainability, likely leading to a decreased desire to work with companies for their positive environmental credentials. Through achieving this opportunity, we may end up in a niche catering to those who would still prefer environmentally conscious companies. | |
have positive | ||
environmental | ||
credentials | ||
High Medium Medium | ||
SSP5 | There is expected to be a focus on economic growth with a reliance on fossil fuels, so there will not be a widespread demand for services from companies with positive environmental credentials; however, there will still be entities preferring this. By capitalising on this opportunity, we could carve out a market catering to individuals who prioritise environmentally conscious businesses even in an economy-driven world. | |
Resilience of our business model
Based on our assessment, we consider our business model and strategy to be resilient to the identified climate-related risks, with no material impacts currently identified. We continue to monitor climate-related metrics to track potential future impacts. Our approach remains responsive to evolving climate policy and market developments, while longer-term horizons provide scope to implement adaptation or mitigation measures where appropriate.
As sustainability considerations continue to develop within our governance processes, we expect our resilience to climate-related risks to continue to strengthen over time. While formal climate risk mitigation measures have not yet been implemented, the CRC continues to monitor climate-related risks and opportunities and relevant regulatory developments. Building on the committee's work to date, further development and formalisation of climate risk management processes remains an ongoing objective as the CRC continues to mature.
Metrics and targets
Global carbon footprint assessment results
Since 2022, we have partnered with McGrady Clarke to calculate our global carbon footprint across the Group in accordance with the Greenhouse Gas (GHG) Protocol. The results of the carbon footprint assessments for the current and previous reporting years are presented in the table below.
2024 | 2025 | |
Category Metric | tCO2e % of total | tCO2e % of total |
Intensity metrics | Group Scope 1-3 GHG Emissions per FTE Employee (tCO2e/FTE) 11.35 - Group Scope 1-3 GHG Emissions per £m Turnover (tCO2e /£m) 84.31 - | 10.96 - 76.28 - |
Scope 1 | Scope 1 | |
Natural Gas and Other Heating Fuels 580.18 3.12% Company Vehicle Transportation 5,984.47 32.16% Factory LPG Usage 0.06 0.00% | 597.92 3.21% 6,032.97 32.37% 0.06 0.00% | |
Total Scope 1 6,564.71 35.28% | 6,630.94 35.58% | |
2024 | 2025 | |
Category Metric | tCO2e % of total | tCO2e % of total |
Scope 2 | Scope 2 | |
Location-based Building Electricity 225.30 1.21% Company Electric Vehicles ("EVs") 34.71 0.19% | 281.41 1.51% 43.43 0.23% | |
Total Scope 2 260.01 1.40% | 324.84 1.74% | |
Scope 31 | Scope 3 | |
Purchased Goods and Services 6,594.03 35.44% Capital Goods 1,965.23 10.56% Fuel- and Energy-related Activities 1,617.63 8.69% Upstream Transportation and Distribution 386.95 2..08% Waste Generated in Operations 181.90 0.98% Employee Commuting 374.34 2.01% Upstream Leased Assets2 377.51 2.03% Downstream Transportation and Distribution 48.36 0.26% Use of Sold Products3 236.29 1.27% | 6,900.73 37.03% 2,076.85 11.15% 1,602.55 8.60% 376.49 2.02% 170.31 0.91% 277.23 1.49% - - 42.55 0.23% 232.21 1.25% | |
Total Scope 3 11,782.24 63.32% | 11,678.92 62.67% | |
Total Scope 1-3 18,606.96 100.00% | 18,634.70 100.00% | |
Scope 3 categories 6, 8, 10, 12, 13, 14 and 15 are not displayed above as they are not relevant to our operations. FY 2024 emissions have been updated following refinement of the carbon footprint assessment.
Upstream leased assets have been excluded on the basis that they are not applicable to the Group's operations.
Use of sold products has been incorporated within the report to improve completeness of Scope 3 reporting.
Methodology summary for carbon footprint assessment
The 2024 and 2025 carbon footprint assessments cover our global operations and have been prepared using the operational control approach. Scope 1 and Scope 2 emissions were calculated using primary data on natural gas, heating fuels and electricity consumption. Emission factors from the UK Government GHG Conversion Factors for Company Reporting (2024 and 2025) were applied, with supplementary use of Ember emissions factors where relevant for international electricity consumption. Where primary utility data was unavailable, estimations were made using CIBSE floor area benchmarks in line with industry practice. Scope 1 transport and onsite fuel emissions were derived from fuel purchase records, while Scope 2 emissions relating to electric vehicles were calculated using mileage data with UK Government emission factors applied.
Scope 3 emissions were assessed using activity-based or spend-based methodologies, depending on data availability. Calculations considered factors such as weight, distance, material type and financial expenditure, using data from delivery records, financial data, employee commuting surveys and waste disposal reports. Emissions were calculated using the UK Government GHG Conversion Factors for Company Reporting (2024 and 2025) and, where appropriate, Table 13 (2021) for emissions per monetary value.
Where assumptions were required (for example, waste disposal methods or material composition within spend-based datasets), these were informed by sector expertise and relevant personnel input. Where data was incomplete, pro rata extrapolation was applied to ensure full coverage of the 12 month reporting period. Where spend-based emission factors did not align with the reporting year, inflation adjustments were applied using Bank of England rates. Looking ahead, we aim to continue improving data quality to enhance the accuracy of future carbon footprint reporting.
Key performance metrics and associated targets
We monitor a range of metrics relating to our emissions data and climate-related risks and opportunities to track progress against our objectives. The table below summarises these metrics, the methodologies applied and our current progress against associated targets.
Risk/opportunity
Metric FY 2023 FY 2024 FY 2025 covered
Target relating
to metric Target year Methodology Progress
Number of sites in at-risk locations of rising sea levels | 3 3 | 3 |
| Have zero sites globally on flood plains or in at-risk locations. | 2050 - due to the increased likelihood and severity of sea level rise at this time. | An at-risk location of rising sea level is defined as at or below sea level. | No change between reporting years. |
Number of inbound logistics journeys impacted by extreme weather | Nil Nil | Nil |
| Continue to monitor the number of logistics journeys impacted by extreme weather. | 2050 - due to the increased likelihood and severity. | A journey impacted by extreme weather is defined as one subject to weather-related delays, disruptions, or loss of product. | No change between reporting years. |
Number of competitors | 11 11 | 11 |
| To annually monitor number of major competitors. | Year-on-year monitoring. | A major competitor is defined as having the ability to provide nationwide coverage. | No change between reporting years; however, this is being monitored annually as per the target. |
Scope 1-3 emissions per FTE employee (tCO2e/ FTE employee) | 10.35 11.35 | 10.96 |
| See a reduction in Scope 1-3 emissions annually. | Year-on-year reduction to 2050. | This metric was calculated using the GHG emissions results from our global carbon footprint assessments, dividing them by the number of global FTE employees. | Emissions intensity increased from 2023 to 2024 as emissions rose faster than employee growth, followed by a reduction in 2025, indicating improved emissions performance per FTE employee. |
|
Net Zero target
We recognise the importance of reducing greenhouse gas emissions and are developing a Carbon Reduction Plan in collaboration with our external sustainability partner, McGrady Clarke. This plan will outline our emissions baseline and planned reduction measures, supporting the long-term objective of achieving Net Zero emissions by 2050 in line with the UK Climate Change Act 2008.
Future developments
We continue to believe that the Group's well-established business model and solid financials provide a strong foundation for profitable growth and long-term shareholder returns.
Signed on behalf of the Board
J-J. Murray
Chairman
8 May 2026
Directors and Company Advisers
CORPORATE GOVERNANCE
EXECUTIVE DIRECTORS
NON-EXECUTIVE DIRECTORS
INDEPENDENT
NON-EXECUTIVE DIRECTOR
Jean-Jacques Murray 59
Chairman
Jean-Jacques Murray was appointed Chairman in June 2024 and was
Vice-Chairman from February 2007. He graduated with a BA in Finance from Los Angeles Pepperdine University in 1988 and obtained
his master's degree in 1990. His responsibility is the control and strategic direction of the Group. He is the Executive Chairman of Andrews Sykes.
Xavier Mignolet 61
Managing Director
Xavier Mignolet joined the Group in 1995. He graduated with a
master's degree in Commercial and Financial Sciences at HEC in Liège in 1987 and started his career in financial audit for PwC in Brussels. He is a Non-Executive Director of Andrews Sykes.
Emmanuel Sebag 58
Executive Director
Emmanuel Sebag has responsibility for the review and supervision of Group operations. He graduated with a master's degree in Industrial Administration from Carnegie-Mellon
University in 1991. He is a Non-Executive Director of Andrews Sykes.
Jean-Pierre Murray 57
Non-Executive Vice-Chairman Jean-Pierre Murray was appointed Non-Executive Vice-Chairman
in February 2024 and was a Non-Executive Director from
August 2008. He graduated from Los Angeles Pepperdine University in 1990 with a BA in Finance and gained his master's degree in 1993.
He is the Non-Executive Vice-Chairman of Andrews Sykes and Director of several private companies.
Marie-Claire Leon 62
Non-Executive Director
Marie-Claire Leon graduated from California State University in 1988 with a bachelor's degree in Business Administration, with a particular focus on marketing, new venture and small business management.
She is a Non-Executive Director of Andrews Sykes.
Andrew Kitchingman 61 Andrew Kitchingman is the Chairman of Mpac Group plc and
a Non-Executive Director of Andrews Sykes Group plc. He also has a number of other directorships in private companies.
The majority of the Board have been actively involved in the fire protection industry for more than 20 years.
Financial expertise is provided to
the Board by the Company Secretary and external advisers.
If he feels it appropriate, the Independent Non-Executive Director is encouraged to seek external professional advice at the Group's expense.
London Security plc Annual Report and Accounts 2025 19
Corporate Governance Statement
In accordance with the AIM Rules for Companies the Board formally adopted the Quoted Companies Alliance Corporate Governance Code 2023 (the "Code") on 1 September 2024. The Code is based around ten broad principles of good corporate governance. The correct application of the Code requires London Security plc to apply these ten principles and to publish certain related disclosures on its website and in its Annual Report, including a clear explanation of how the Code has been applied.
The explanation below provides a summary of how London Security plc applies the ten principles of the Code.
By way of background to the Board's application of the Code, London Security plc is 80% owned by EOI Fire SARL ("EOI"). In the absence of a substantial third party shareholder, it is considered unnecessary and, to a large degree unrealistic, to separate the roles of Chairman and Chief Executive.
All the Executive Directors are connected with EOI, as are J-P. Murray and M-C. Leon (Non-Executive Directors), and are therefore not considered to be independent.
To limit the effect of the majority shareholder, the Parent Company and EOI entered into a relationship agreement dated 10 December 1999 in which EOI provided certain assurances to the Parent Company with regard to its relationship with the Parent Company. The agreement confirms that the business and affairs of the Parent Company shall be managed by the Board in accordance with the Parent Company's Memorandum and Articles of Association and with applicable laws and all relevant statutory provisions for the benefit of the shareholders as a whole. Any transactions or other relationships between any member of the EOI Group and the Parent Company would be at arm's length and on a normal commercial basis. The Directors declare their interest and take no part in decisions where appropriate.
Whilst the ownership structure has undoubtedly influenced
its governance, in particular with regard to Board membership, corporate governance should be for the benefit of all shareholders and one of the Board's responsibilities is to ensure the imposition and maintenance of an appropriate corporate governance framework. Andrew Kitchingman is
the Independent Non-Executive Director and is the chairman of the audit committee and a member of the remuneration committee. Andrew provides independent oversight of
the Company and its performance and is available for shareholders to contact if they have concerns that may not have been fully resolved by the Board.
Membership of the Board, both Executive and Non-Executive, has been very stable over recent years and this, along with the presence of a longstanding, substantive majority shareholder has provided the stable base and established management methodology from which London Security plc has been able to deliver an excellent track record of financial performance and shareholder returns and to be focused on the medium
to long term.
Code principles and application
Establish a purpose, strategy and business model which promote long-term value
for shareholders
London Security plc is an investment holding company and its Board co-ordinates the Group's activities. The principal activities of the Group are the manufacture, sale and rental of fire protection equipment and the provision of associated maintenance services.
The Group is a leader in Europe's fire security industry.
We provide fire protection through our local presence in the United Kingdom, Belgium, the Netherlands, Austria, France, Germany, Denmark and Luxembourg. More detail on our revenue streams can be found in the revenue recognition section of our accounting policies.
The Group's services and products are commercialised through well and long-established brands such as Nu-Swift, Ansul, Premier and Master. The unique styling of our products makes them immediately recognisable to both the industry and customers alike.
The Group aims to achieve the highest levels of service and product quality through continued training of our employees to the most stringent servicing standards and the development of the highest performance-rated fire products. The Group's activities are highly skilled and reliant upon the skills, dedication and passion of all our employees and contractors who are expected to meet our clients' demand for quality and timely delivery. The Group continues to build on its reputation for service excellence and quality to develop a "safety solutions" business with a well-diversified and loyal customer base.
Shareholder value in the medium to long term is intended to be delivered by driving operational excellence across the
Group and growing within selected markets and geographies.
The Board believes that the presence and requirements of a longstanding controlling shareholder helps focus the
Company's strategy on long-term shareholder value creation.
The Group's strategy and business model are discussed, agreed and reviewed on a regular basis by the Board and are set out each year in the Company's Annual Report with
updates provided in the full year and half year financial results announcements. The Group's financial statements can be found in the Investors section of the Company's website.
The presence and requirements of a longstanding majority shareholder have resulted in a strategy with the key aim of creating long-term shareholder value.
Promote a corporate culture that is based on ethical values and behaviours
The culture of the business is one of support and inclusiveness with the aim of ensuring our business is sustainable in the long run. We aim to be an equal
opportunities employer and deal fairly with all stakeholders. Robust procedures are in place for conflict resolution.
The Group has a long-established heritage and reputation based on sound ethical values and the Board considers this to be of great ongoing value. Many companies within our market sector envy our reputation and we frequently optimise this commercially and by attracting new staff. Our employees are vital in delivering the highest levels of service in order to mitigate the downward pressure on prices in our
market. We involve and listen to employees to maintain strong employee engagement and retain talented people. We have a number of employee representative groups across Europe to facilitate this.
The Directors recognise the need to foster business relationships with suppliers and customers. We aim to have an open, constructive and effective relationship with all suppliers, including site visits by our staff to ensure supply chain sustainability, responsible sourcing and supply
chain resilience.
The Directors consider the impact of the Group's operations on the environment. In recent years many of our product innovations have been focused on limiting our environmental impact. We have a long list of accreditations, including
ISO 9001 and ISO 14001.
The interests of different stakeholders may not always be totally compatible. Therefore, the Group has to weigh up the needs and requirements of all stakeholders and attempt to find the right balance where decisions may affect more than one stakeholder. The Group remains ethical in its dealings with stakeholders and attempts to keep stakeholders informed of relevant business decisions. The likely consequences of all our long-term decision making is part of our ongoing management process.
We pride ourselves in providing our staff with a good working environment within a strong ethical culture. The Group's HR policies are regularly reviewed by the operations team, are provided to all staff on commencement of employment and are available at all times. The Group has a large number of long-serving staff members, many with 30 years plus service, which is a testament to our working culture.
Seek to understand and meet shareholder needs and expectations
As outlined in the Corporate Governance Statement, London Security plc has a controlling 80.44% shareholder which has a number of representatives on the Board.
The Company monitors its share register and ensures that dialogue is entered into with other shareholders as appropriate. The Executive Chairman and the Managing Director respond to all enquiries made of them by shareholders and Andrew Kitchingman, the Independent Non-Executive Director, not only provides an independent view of the Group but is also a point of shareholder access which is independent of the executive team or the majority shareholder.
The Board recognises the importance of communication with the Company's shareholders. The corporate website, https://www.londonsecurity.org, aims to provide shareholders with the required information to fully understand the business. The Annual Report and the Half Year Accounts and related announcements are made available promptly on the Company's website in accordance with the AIM Rules.
All shareholders are invited to attend and will receive at least 21 clear days' notice of the Company's Annual General Meeting ("AGM"). The notice includes details of the resolutions to be proposed and voted on at the AGM. The AGM includes a question and answer session and Directors make themselves available to meet with shareholders following the Meeting.
Take into account wider stakeholder interests, including social and environmental responsibilities and their implications for long-term success
The Group has identified the following stakeholders:
Customers
We service our customers to the highest relevant standards to ensure customers are safe and comply with legislation. We actively participate in trade associations which lobby for high levels of fire protection industry standards and drive positive change in our industry.
Employees
The Group recognises the need to ensure effective communications with employees to encourage involvement in the Group's performance and achieve a common awareness of factors affecting that performance. Policies and procedures have been developed to suit the needs of each subsidiary undertaking, which take into account factors such as numbers employed and location, and include newsletters and communication meetings.
We engage in appropriate liaison with employees and employment bodies such as unions and workers' councils.
Code principles and application continued
Take into account wider stakeholder interests, including social and environmental responsibilities and their implications for long-term success continued
Employment of disabled persons
The Group is committed to employment policies that follow best practice based on equal opportunities for all employees and offer appropriate training and career
development for disabled staff. If members of staff become disabled, the Group continues employment wherever possible and arranges retraining if required.
Suppliers
Where appropriate, the Group asks for method statements and proof that suppliers comply with ethical environmental and other quality standards.
The Group agrees payment terms with all suppliers when they enter into binding purchase contracts. The Group seeks to abide by the payment terms agreed with suppliers whenever it is satisfied that the supplier has provided the goods or services in accordance with the agreed terms and conditions. The Group does not follow any standard
or external code which deals specifically with the payment of suppliers.
We actively engage with suppliers in order to develop and source market-leading fire protection products.
The Group has considered sustainability.
The escalating effects of climate change on global markets demand increased transparency and anticipatory planning in our financial reporting. We are fulfilling our reporting obligations as mandated by the Companies Act Climate-related Financial Disclosure (CFD) regulation. Our aim is to provide our stakeholders with a detailed evaluation of the potential risks and opportunities climate change poses to our operations. As an international organisation, acknowledging and addressing the effects of climate change on our business is essential.
The CFD framework comprises eight specific disclosure mandates centred around the four areas of governance, strategy, risk management, and metrics and targets. This framework covers the disclosure of both physical and transition risks linked to climate change, guiding us in reporting governance structures, strategic responses, risk management processes, and climate-related metrics and targets. By implementing CFD practices, we can strengthen our defences against climate-related risks whilst harnessing climate-related opportunities, fostering transparency with our stakeholders. This approach not only supports informed decision making but also promotes sustainable practices.
In 2024, we strengthened climate-related risk management by establishing our climate risk committee (CRC). Comprising
senior managers, a Board member and the Company Secretary, the CRC ensures comprehensive oversight of business operations across the UK and mainland Europe. The Board has granted the CRC the authority and resources to fulfil its responsibilities. The CRC oversees climate risk strategy, risk identification, mitigation measures, regulatory compliance, stakeholder engagement and climate policy monitoring within the Group's broader risk management framework.
The CRC operates at the Group level, although it still incorporates input from individual subsidiaries with members representing different business units. The Company Secretary, Richard Pollard, leads our climate change policy initiatives and was appointed Chair of the CRC in 2024, ensuring Board-level oversight alongside Board member Xavier Mignolet.
The CRC reports directly to the Board, providing updates and making climate-related recommendations on climate-related matters. The CRC also collaborates with the audit committee to align risk management processes across corporate governance structures.
Embed effective risk management, internal controls and assurance activities, considering both opportunities and threats, throughout the organisation
The Board has overall responsibility for the oversight of risk as well as maintaining a robust risk management framework and internal control system with the Audit Committee reviewing its effectiveness. Our risk management framework is designed to ensure the Board can clearly identify our risks and ensure these risks are being managed and mitigated effectively. The Group's principal risks, and plans to mitigate these risks, are identified and set out in the Company's Annual Report within the Strategic Report section.
The Directors have considered the effectiveness of the Group's system of internal controls. The Directors have continued to report upon internal financial controls in accordance with the ICAEW's guidance "Internal Control and Financial Reporting" (the Rutteman guidance), and to report non-compliance with "Internal Control: Guidance for Directors on the Combined Code" (the Turnbull guidance).
Key elements of the Group's system of internal financial controls are as follows:
Control environment - the Directors have put in place an organisational structure with clearly defined lines of
responsibility and delegation of authority. This is reinforced by the direct supervision of the Executive Directors supported by appropriate policy statements.
Risk management - the Executive Directors are responsible for identifying risks facing the business and for putting in place procedures to mitigate and monitor risks. Risks are assessed and monitored at Board level on an ongoing basis, as well as during the annual business planning process.
Information systems - the Group has a comprehensive system of financial reporting. The annual budget is approved by the Board. Actual results and variances compared with the budget are reported to the Board monthly, supported by detailed management commentaries. Revised forecasts for the period are prepared and reported to the Board
each quarter.
Control procedures - policies and procedures manuals are maintained at all significant business locations. In particular, there are clearly defined policies for capital expenditure including appropriate authorisation levels. Larger capital projects and major investments and divestment decisions require Board approval.
Monitoring systems - internal controls are monitored by management review.
The Board routinely considers the effectiveness of the Company's system of internal controls. The Board has established an Audit Committee. The Audit Committee considers risk and internal control as a fundamental part of its responsibilities. The Directors confirm that they have reviewed the effectiveness of the system of risk management and internal control.
The Board reports upon internal financial controls in accordance with the ICAEW's guidance "Internal Control and Financial Reporting".
Establish and maintain the Board as a well-functioning, balanced team led by the Chair
The Board consists of six members, led by Jean-Jacques Murray, the Chairman. He manages and provides leadership to the Board to ensure that it is effective in its task of setting and implementing the Company's direction and strategy.
The Chairman is also responsible for ensuring the Board and broader management framework is established, operates effectively and is compliant with relevant statutory codes and Company policies and for the regular assessment of
the effectiveness of the Board and its committees. Due to the relatively small size of the Group and the nature of its
businesses, the Executive Directors are more directly involved in the day-to-day activities than would be the case in a larger more diversified organisation.
The Board is composed of a mixture of three Executive and three Non-Executive members in order to provide the division of responsibilities and balance which are considered appropriate to the Parent Company's individual
circumstances. The Non-Executive Directors have particular
responsibility in ensuring that the strategies proposed by executive management are fully challenged. The majority
of the Board has been actively involved in the fire protection industry for more than 20 years.
The Group and Parent Company are 80% owned by EOI Fire SARL ("EOI"). In the absence of a substantial third party shareholder, it is considered unnecessary
and, to a large degree unrealistic, to separate the roles of Chairman and Chief Executive. All the Executive Directors are connected with EOI, as are J-P. Murray and M-C. Leon (Non-Executive Directors), and are therefore not considered to be independent. Andrew Kitchingman is recognised as the Independent Non-Executive Director.
A schedule is maintained of matters specifically reserved for decision by the full Board, which includes matters of business strategy, business acquisitions, business disposals, approval of budgets and approval of financial statements. Interim meetings or appropriate sub-committees are established when decisions are required between scheduled meetings.
All Directors have access to the Company Secretary who is responsible to the Board for ensuring that all applicable procedures and regulations are complied with. Each Director has the right to take independent professional advice in connection with his or her duties at the Parent Company's expense.
The Board meets on two occasions each year. All Directors receive a pre-meeting briefing package and post meeting minutes and appropriate attachments. As a number of the Board's Directors are based overseas, it is not appropriate for all Directors to attend all meetings. Where a Director cannot attend, they can give their contributions in advance to an attending Director or the Company Secretary and relay any comments concerning the Board minutes before they are adopted. Should there be anything that requires further discussion, an all-parties telephone Board meeting is convened.
All Directors receive appropriate monthly management information and have the opportunity to discuss this with the Chairman or any member of his team or the Board. In addition, Board approval is sought for all material acquisitions or any activities that are of material importance to the Group. Due
to the small size of the Board and close involvement of the majority shareholder, the Directors have no current intentions to appoint another Independent Non-Executive Director.
The Non-Executive Directors provide oversight and scrutiny of the performance of the executive team to ensure that
the Company's key strategic objectives are met, as well as representing the shareholders of the Company. None of the Non-Executive Directors participate in any performance related remuneration/share option schemes.
Annually all Directors will resign and stand for re-election.
Code principles and application continued
Ensure that between them the Directors have the necessary up-to-date experience, skills and capabilities
The Board is considered to comprise individuals with a good blend of relevant experience in the Company's sector, and the financial and public markets, and with the necessary experience and strategic and operational skills required
to drive the Group forward.
The Directors' biographies and skill sets are detailed in the Annual Report and the Directors section of the Company's website.
Each Director keeps up to date with their specialist experience and knowledge by following relevant information and publications. From time to time this is supported by the Company's advisers and specialist consultants. All Directors have access to the Company Secretary who is responsible to the Board for ensuring that all applicable procedures and regulations are complied with. Each Director has the right to take independent professional advice in connection with his or her duties at the Parent Company's expense.
The Board is supported by two standing committees. Both committees have written constitutions and terms of reference.
The remuneration committee comprises Andrew Kitchingman and Jean-Jacques Murray. The committee is chaired by Andrew Kitchingman. The remuneration committee reviews the performance of Executive Directors and sets the scale and structure of their remuneration and the basis of their service agreements with due regard to the interests of
the shareholders. No Director is permitted to participate in decisions concerning his own remuneration. Details of Directors' remuneration are set out in the Directors' Remuneration Report.
The audit committee comprises Andrew Kitchingman and Jean-Jacques Murray. Andrew Kitchingman is independent of management and EOI Fire SARL. The committee is chaired by Andrew Kitchingman. The audit committee is responsible for ensuring that the financial performance of the Group is properly monitored, controlled and reported on. It meets regularly and meets the auditor to discuss the audit approach and the results of the audit. It considers and ensures the auditor's independence.
The audit committee considers the need to introduce an internal audit function each year. After taking into
consideration the current size and complexity of the Group, the committee believes that it would not be cost effective to have an internal audit function and the committee feels that sufficient comfort is obtained through the scope and quality of management's ongoing monitoring of risks.
Due to the small size of the Board, the Directors consider that a nomination committee need not be established.
On an annual basis, following the Annual General Meeting, the Board reviews the performance of its two committees.
Evaluate Board performance based on clear and relevant objectives, seeking continuous improvement
The Board is measured primarily with reference to the Group's financial performance and the suitability of the Group to deliver strong results in the future. In recent years
the financial performance of the Group has been strong which has encouraged the Board to believe that its membership is appropriate. Given the straightforward nature of the business, the Company's Directors are of the opinion that the analysis of revenue, operating profit and earnings per share are the appropriate KPIs for an understanding of the development and performance of the business. The analysis of these
KPIs is included in the Chairman's Statement and the Financial Review.
The Board also considers that the stability of its membership over recent years has been a major contributor to the Company's success.
The Chairman evaluates the Board's performance informally on a regular basis and formally at least twice per year.
Establish a remuneration policy which is supportive of long-term value creation and the Company's purpose, strategy and culture
The Company's remuneration policy is to provide a core level of reward for the completion of Directors' duties, set at a level that allows us to attract and retain employees of the calibre required to drive the Company's success. There is no maximum salary limit. When considering salary levels, the Remuneration Committee will consider the specific nature and responsibilities of the role and the capabilities and experience of the individual.
The Remuneration Committee meets at least once
a year to review the performance of the Directors and set the scale and structure of their remuneration and the basis of their service agreements with due regard to the
interests of the shareholders. The Remuneration Committee comprises Jean-Jacques Murray (Chairman) and Andrew Kitchingman (Independent Non-Executive Director). Details of the Directors' remuneration are set out in the Directors' Remuneration Report.
The Remuneration Report is subject to a shareholder vote at the AGM.
Communicate how the Company is governed and is performing by maintaining a dialogue with shareholders and other key stakeholders
The Company reports on its financial performance and updates on its corporate governance at least two times each year, at the half year and full year financial results. The financial results are also communicated to the stock market via RNS announcements.
These reports and announcements are available in the Investors section of the Company's website. Copies
of previous years' reports since 2002 are also on the Company's website.
The Board pays particular attention to the votes cast by the shareholders at the AGM. In the event that a significant proportion (>20% including proxies) of independent votes are cast against a resolution at a General Meeting of the Company, the Board intends, on a timely basis, to explain any action it has taken or will take as a result of that vote.
COMPANY INFORMATION
Company advisers
Company Secretary and registered office
Richard Pollard Premier House 2 Jubilee Way Elland
West Yorkshire HX5 9DY
Registered number 00053417
Chartered accountants and statutory independent auditor
Grant Thornton UK LLP
City Square House 11 Wellington Street Leeds LS1 4DL
Registrars
MUFG Corporate Markets
Central Square
29 Wellington Street Leeds LS1 4DL
Stockbroker and nominated adviser Zeus Capital Limited
82 King Street Manchester M2 4WQ
Report of the Directors
The Directors present their report and the audited Group and Parent Company financial statements for the year ended 31 December 2025. Future developments in the business and dividends paid and proposed are discussed in the Strategic Report. The Group's financial risk management policy is discussed in the Financial Review and note 3
to the Financial Statements.
Directors
The Directors of the Parent Company, all of whom served during the whole of the year ended 31 December 2025 unless otherwise indicated, and up to the date of signing the Group and Parent Company financial statements, were:
Executive Directors
J-J. Murray, X. Mignolet and E. Sebag.
Non-Executive Directors
J-P. Murray and M-C. Leon.
Independent Non-Executive Director
A. Kitchingman.
In line with the Corporate Governance Statement all Directors retire and, being eligible, offer themselves for re-election at the Annual General Meeting.
Brief biographical details of the Directors are set out on page 19.
Directors' liability insurance
The Parent Company has maintained a Directors' qualifying third party indemnity policy throughout the financial year and up to the date of signing the financial statements. Neither the Company's indemnity nor insurance provide cover in the event that a Director is proved to have acted fraudulently
or dishonestly. No claims have been made under either the indemnity or insurance policy.
Substantial shareholdings
At 8 May 2026, the Parent Company had been notified of the following interests of 3% or more in its share capital:
Number of shares | Percentage of share capital | |
EOI Fire SARL | 9,861,954 | 80.45% |
Tristar Fire Corp. | 2,256,033 | 18.40% |
Insofar as it is aware, the Parent Company has no institutional shareholders.
J-J. Murray, J-P. Murray and M-C. Leon are Directors of London Security plc as well as Tristar Fire Corp.
Corporate culture and ethical values
The Group has a long-established heritage and reputation based on sound ethical values and the Board considers this to be of great ongoing value. Many companies within our market sector envy our reputation and we frequently optimise this commercially and by attracting new staff.
We have a long list of accreditations, including ISO 9001 and ISO 14001.
We pride ourselves on providing our staff with a good working environment within a strong ethical culture. The local staff handbooks are regularly reviewed by the senior operations teams and are provided to all staff on commencement of employment and are available at all times via a Company intranet site. The Group has a large number of long-serving staff members, many with 30 years' plus service, which is
a testament to our working culture.
Health, safety and the environment
The maintenance and improvement of working standards
to safeguard the health and wellbeing of staff and customers alike is a continuing priority. Health and Safety Officers are appointed at each Group location and they receive periodic training to keep abreast of both legislative requirements and technological advances. It is Group policy to operate in a reasonable manner with regard to the environment.
Employment of disabled persons
The Group is committed to employment policies that follow best practice based on equal opportunities for all employees and offer appropriate training and career development for disabled staff. If members of staff become disabled, the Group continues employment wherever possible and arranges retraining if required.
Employee involvement
The Group recognises the need to ensure effective communications with employees to encourage involvement
in the Group's performance and achieve a common awareness of factors affecting that performance. Policies and procedures have been developed to suit the needs of each subsidiary undertaking, which take into account factors such as numbers employed and location and include newsletters
and communication meetings.
Payment to suppliers
The Parent Company and Group agree payment terms with all suppliers when they enter into binding purchase contracts.
The Group seeks to abide by the payment terms agreed with suppliers whenever it is satisfied that the supplier has provided the goods or services in accordance with the agreed terms and conditions. The Group does not follow any standard or external code which deals specifically with the payment of suppliers.
At 31 December 2025, Group average creditor days were 39 days (2024: 45 days). The Parent Company had no trade creditors at either year end.
Stakeholder engagement
Also refer to the S172 Statement in the Strategic Report for further details.
Engaging with our stakeholders is key to our success and delivering our strategy. We have various mechanisms that enable the Board and management to understand and consider stakeholder views as part of their decision making. The key stakeholder groups and the ways in which we engage with them are set out below:
Customers - feedback from customers enables us to develop service plans and products that better meet their needs. Our engineers interact with customers on a daily basis. When customers need extra support our customer service team is available to offer assistance.
Suppliers - we work with suppliers worldwide which provide products that support us in delivering high-quality and
safe products for our customers. We aim to have an open, constructive and effective relationship with all suppliers including site visits by our staff.
Investors - we maintain regular dialogue with investors to communicate our strategy and performance in order
to promote investor confidence and ensure our continued access to capital. We use our website to facilitate distribution of our results and news. There is an AGM open to all investors.
Employees - the Group recognises the need to ensure effective communications with employees to encourage involvement in the Group's performance and achieve a common awareness of factors affecting that performance. Policies and procedures have been developed to suit the needs of each subsidiary undertaking, which take into account factors such as numbers employed and location and include newsletters and communication meetings. We involve and listen to employees to maintain strong employee engagement and retain talented people. We consult employees or their representatives on a regular basis so that their views can be taken into account in making decisions which are likely to affect their interests. We have a number of employee representative groups across Europe to facilitate this. We encourage the involvement of our employees in the performance of their Company by linking their remuneration to a series of
incentive schemes.
Environment - the Group has a long-established heritage and reputation based on sound ethical values and the Board considers this to be of great ongoing value. In recent years, many of our product innovations have been focused on limiting our environmental impact. We have a long list of accreditations, including ISO 9001 and ISO 14001.
Streamlined Energy and Carbon Reporting
Under the Companies (Directors' Report) and Limited Liability Partnerships (Energy and Carbon) Regulations 2018, we are mandated to disclose our UK energy use and associated greenhouse gas (GHG) emissions. As a minimum, we are required to report the GHG emissions from fuel combustion, purchased energy and transport vehicles, under Streamlined Energy and Carbon Reporting (SECR). Additionally, the use of an intensity ratio and an outline of implemented efficiency measures are required under the SECR Regulations.
To ensure a high level of transparency is achieved, robust and recognised reporting methods have been implemented. The reporting methodology involves the usage of the 2025 Department for Energy Security and Net Zero (DESNZ) emissions factors to calculate and assess our UK operational emissions.
The SECR reporting period covers London Security plc's UK operations from 1 January 2025 to 31 December 2025 and our calculations are for the following scopes:
Building-related energy - onsite fuel combustion (Scope 1), gas consumption (Scope 1) and purchased electricity consumption (Scope 2).
Transportation - fuel combustion in company owned or operated vehicles (Scope 1), and electricity consumption in company electric vehicles (EVs) (Scope 2).
Calculation methodology
London Security plc's emissions have been assessed in accordance with the 'GHG Protocol Corporate Accounting and Reporting Standard' and in line with DESNZ's 'Environmental reporting guidelines: including Streamlined Energy and Carbon Reporting requirements'. The DESNZ 2025 emissions conversion factors were used to quantify the emissions associated with London Security plc's UK operations for the specified reporting period. Where first hand energy consumption data was unavailable, data benchmarking and pro rata extrapolation methodologies have been used.
Organisational boundary
We have used the operational control approach.
Report of the Directors continued
Streamlined Energy and Carbon Reporting continued Results | ||
Reporting period | 1 January 2024-31 December 2024 | 1 January 2025-31 December 2025 |
Area Metric | UK and offshore | UK and offshore |
Emissions from combustion of fuel in company owned or operated vehicles (Scope 1) | Energy (kWh) | 5,662,376.81 | 4,740,795.69 |
Emissions (tCO2e) | 1,348.79 | 1,227.37 | |
Emissions from combustion of natural gas at site (Scope 1) | Energy (kWh) | 237,476.21 | 251,346.69 |
Emissions (tCO2e) | 43.43 | 45.99 | |
Emissions from combustion of onsite fuel (Scope 1) | Energy (kWh) | 260.38 | 260.38 |
Emissions (tCO2e) | 0.06 | 0.06 | |
Emissions from purchased electricity (Scope 2) | Energy (kWh) | 175,391.76 | 327,997.00 |
Emissions (tCO2e) | 36.31 | 58.06 | |
Emissions from company electric vehicles (EVs) (Scope 2) | Energy (kWh) | 76,721.74 | 95,638.54 |
Emissions (tCO2e) | 15.92 | 16.97 | |
Intensity ratio | (tCO2e/£m turnover) | 30.35 | 28.43 |
(tCO2e/employee) | 4.22 | 3.85 | |
Total energy consumption | (kWh) | 6,152,226.89 | 5,416,038.30 |
Total emissions | (tCO2e) | 1,444.51 | 1,348.45 |
Intensity metrics
The chosen intensity ratios are emissions (tCO2e) per £ million turnover and emissions (tCO2e) per full-time equivalent (FTE) employee. These were chosen as appropriate activity metrics considering the nature of our operations.
Energy efficiency measures
In 2025, London Security plc introduced a vehicle telematics system across its fleet and logistics operations to monitor fuel efficiency, idling and driving behaviour. This has supported improved routing and driving practices, helping reduce fuel consumption. The Company also completed the final stage of its site rationalisation programme with the closure of the Bedlington site in January 2025, reducing building-related energy use.
In addition, London Security plc continued transitioning its fleet towards lower-emission vehicles, increasing the number of electric vehicles in operation to 22.
Donations
The Parent Company and the Group made no political donations during the year (2024: £Nil) and made charitable donations of £1,000 (2024: £1,000).
Future developments
Future developments are discussed in the Chairman's Statement and in the Strategic Report.
Post balance sheet events
Subsequent to the year end, the Group has completed the acquisition of further service contracts for a total of
£1,703,000 (2024: £270,000).
Pursuant to the authority approved by shareholders at the Company's Annual General Meeting dated 25 June 2025, the Company has purchased its own shares. On 4 March 2026 the Company purchased 450 ordinary shares of 1 pence at a price of 2,400 pence per share. On 24 March 2026 the Company purchased 450 ordinary shares of 1 pence at a price of 2,400 pence per share. Following these transactions the total number of voting rights in the Company is 12,258,977 Ordinary Shares.
Dividends
Dividends are discussed in the Chairman's Statement.
Purchase of own shares and authorities to issue shares
During the year the Company purchased no shares (2024: no shares).
Following the purchases of own shares disclosed as post balance sheet events as at 8 May 2026 there remained outstanding general authority for the Directors to purchase a further 499,100 ordinary shares. Resolution 12 is to be proposed at the Annual General Meeting to extend this authority until the 2027 Annual General Meeting.
The special business to be proposed at the 2026 Annual General Meeting also includes, in resolution 11, a special resolution to authorise the Directors to issue shares for cash, other than pro rata to existing shareholdings, in connection with any offer by way of rights not strictly in accordance with statutory pre-emption rights or otherwise, up to a maximum nominal value of £6,130, being 5% of the Parent Company's issued ordinary share capital. This authority will expire on the earlier of the date of next year's Annual General Meeting or 15 months after the passing of the resolution. The passing of that resolution is subject to resolution 10, an ordinary resolution, being approved to authorise the Directors to have the power to issue ordinary shares.
Going concern statement
The Directors have prepared these financial statements on the fundamental assumption that the Group is a going concern and will continue to trade for at least 12 months following the date of approval of the financial statements,
being the period to 30 June 2027. In determining whether the Group's accounts should be prepared on a going concern basis, the Directors have considered the factors likely to affect future performance. The Board approved a budget for 2026 and forecasts to June 2027 (together "the base case budget") based on the experience gained during the course of 2025.
The Group's business activities, together with factors likely to affect its future development and performance, are described in the Strategic Report. At 31 December 2025, the Group held cash and cash equivalents of £45.9 million. Total debt
at 31 December 2025 was £0.4 million.
The base case budget includes significant cash headroom throughout the period.
The Directors have also modelled sensitivities to the base case budget around revenue decline and input inflation increases and demonstrated that the Group would still expect to have significant cash headroom after applying these sensitivities. To the extent that there is a significant downturn in trading compared with expectations, the Directors are satisfied that mitigating actions could be taken, if necessary, including suspending dividend payments and delaying/ cancelling capital expenditure and acquisition activities.
Accordingly, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future and are satisfied that it is appropriate to adopt the going concern basis in preparing the financial statements.
Directors' responsibilities statement
The Directors are responsible for preparing the Annual Report 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 prepared the Group financial statements in accordance with UK adopted international accounting standards and Parent Company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland", 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 and of the profit or loss of the Company and Group for that period. In preparing the financial statements, the Directors are required to:
select suitable accounting policies and then apply them consistently;
state whether applicable UK adopted international accounting standards have been followed for the Group financial statements and United Kingdom Generally Accepted Accounting Practice has been followed for the Parent
Company financial statements, subject to any material departures disclosed and explained in the financial statements;
make judgements and accounting estimates that are reasonable and prudent; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and Parent Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group and Parent Company's transactions and disclose with reasonable accuracy at any time the financial position of the Group and Parent Company and enable them to ensure that the financial statements comply with the Companies Act 2006.
The Directors are also responsible for safeguarding the assets of the Group and Parent Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The Directors of the ultimate Parent Company are responsible for the maintenance and integrity of the corporate and financial information included on the ultimate Parent Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Directors' confirmations
In the case of each Director in office at the date the Directors' Report is approved, the Directors confirm that:
so far as each Director is aware, there is no relevant audit information of which the Group and Parent Company's auditor is unaware; and
they have taken all the steps that they ought to have taken as Directors in order to make themselves aware of any relevant audit information and to establish that the Group and Parent Company's auditor is aware of that information.
Independent auditor
A resolution is to be proposed at the Annual General Meeting in accordance with Section 489 of the Companies Act
2006 for the re-appointment of Grant Thornton UK LLP as independent auditor of the Parent Company and authorising the Directors to set its remuneration.
Annual General Meeting
The Notice of the Annual General Meeting is set out on pages 77 to 79. A form of proxy is enclosed for you to complete according to the instructions printed on it and send to the postage paid address. All proxies must be received by
11.30 am on 23 June 2026. By order of the Board
R. Pollard Company Secretary 8 May 2026
Directors' remuneration report
Remuneration committee
The remuneration committee comprises A. Kitchingman and
J-J. Murray. The committee is chaired by A. Kitchingman, who is the Independent Non-Executive Director. The remuneration of Non-Executive Directors is set by a committee of the other Directors. No Director is involved in deciding his or her own remuneration.
Policy on Executive Directors' remuneration
It is the Parent Company's policy to provide the packages needed to attract, retain and motivate Directors of the quality required, bearing in mind the size and resources of the Parent Company and its position relative to other companies.
Directors' remuneration
Directors' emoluments totalled £725,487 (2024: £748,960). This includes an amount paid to the highest paid Director of £534,156 (2024: £524,400).
In compliance with the amendment to AIM Rule 19, the following disclosure in respect of Directors' remuneration is made:
The Group and Parent Company are 80% owned by EOI Fire SARL ("EOI"). On 10 December 1999, the Parent Company and EOI entered into a Services Agreement. The agreement confirms that the business shall be managed by the Board for the benefit of the shareholders as a whole. The costs relating to the Head Office and other expenses of the Executive Directors are limited under the Services Agreement and reviewed annually. The total costs amounted to £834,721 (2024: £816,869) for the year ended 31 December 2025
as per the Services Agreement. On behalf of the Board
A. Kitchingman
Chairman of the remuneration committee
8 May 2026
Emoluments and compensation including any cash or non-cash benefits received
2025 | 2024 | |
J-J. Murray | £126,611 | £132,320 |
X. Mignolet* | £534,156 | £524,400 |
E. Sebag | £Nil | £Nil |
J-P. Murray | £20,000 | £20,000 |
M-C. Leon | £20,000 | £20,000 |
A. Kitchingman | £24,720 | £8,240 |
H. Shouler | N/A | £44,000 |
* These emoluments are paid to AFL Management Srl for its mandate.
None of the Directors participate in Group pension arrangements. The Company paid no contributions to any private pension schemes.
Independent auditor's report
to the members of London Security plc
Opinion
Our opinion on the financial statements is unmodified
We have audited the financial statements of London Security plc (the 'parent company') and its subsidiaries (the 'Group') for the year ended 31 December 2025, which comprise the Consolidated income statement, the Consolidated statement of comprehensive
income, the Consolidated statement of changes in equity, the Consolidated statement of financial position, the Consolidated statement of cash flows, and notes to the financial statements, including material accounting policy information, the Parent Company balance sheet, the Parent Company statement of changes in equity and the notes to the Parent Company financial statements, including material accounting policy information. The financial reporting framework that has been applied in the preparation of the Group financial statements is applicable law and UK-adopted international accounting standards. The financial reporting framework that has been applied in the preparation of the parent company financial statements 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's affairs as at 31 December 2025 and of the Group's profit for the year then ended;
the Group financial statements have been properly prepared in accordance with UK-adopted international accounting standards;
the parent company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the 'Auditor's responsibilities for the audit of the financial statements' section of our report. We are independent of the Group and the parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard as applied to listed entities, 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
We are responsible for concluding 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 Group's and the parent 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 report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify the auditor's opinion. Our conclusions are based on the audit evidence obtained up to the date of our report. However, future events or conditions may cause the Group or the parent company to cease to continue as a going concern.
Our evaluation of the directors' assessment of the Group's and the parent company's ability to continue to adopt the going concern basis of accounting included:
Obtaining management's going concern assessment, including monthly forecasts and sensitivity analysis for the period ending 30 June 2027 and assessing their integrity and suitability as a basis for management to assess going concern;
Evaluating the mathematical accuracy of the board-approved forecasts provided;
Evaluating the key assumptions applied in the forecasts for reasonableness and determining whether they have been applied appropriately, and assessing the reliability of the data underpinning management's assessment;
Assessing the reliability of management's forecasting by comparing the accuracy of actual historical financial performance to historic forecast information;
Evaluating the sensitivity analysis performed on the forecasts by management, including the impact of a significant reduction in forecast revenues as the key sensitivity;
Enquiring whether management and those charged with governance are aware of events or conditions beyond the period of management's assessment that may cast significant doubt on the entity's ability to continue as a going concern, including the potential impact of macro-economic volatility arising from ongoing conflict in the Middle East; and
Assessing the adequacy of going concern disclosures included within the Financial Statements by management including within the Report of the Directors and the basis of preparation in note 2 to the financial statements.
Conclusions relating to going concern continued
In our evaluation of the directors' conclusions, we considered the inherent risks associated with the Group's and the parent company's business model including effects arising from macro-economic uncertainties such as new regulatory measures adopted by the European Commission, ongoing shortage of qualified engineers and rising employment costs. We assessed and challenged the reasonableness of estimates made by the directors and the related disclosures and analysed how those risks might affect the Group's and the parent company's financial resources or ability to continue operations over the going concern period.
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.
Our approach to the audit
Materiality Key audit matters
Scoping
Overview of our audit approach
Overall materiality:
Group: £1,625,000, which represents 5% of the Group's profit before tax.
Parent company: £528,000, which represents 1% of the parent company's total assets. One key audit matter was identified as follows:
Risk of fraud in revenue recognition (same as previous year).
Scoping has been determined to ensure appropriate coverage of the significant risks in addition to coverage of the key results in the Annual Report and Accounts. Our audit procedures achieved the following coverage:
Group revenue: 76%
Group absolute profit before tax: 64%
This involved performing audits of one or more classes of transactions including specified, risk focused audit procedures (specific scope procedures) designed by the group auditor at 22 components located in Belgium, UK, the Netherlands and Austria. For components located in Belgium, the Netherlands and Austria, audit procedures were performed by the component auditors under the supervision
of the Group auditor, while the Group auditor performed work on the UK components. We also performed analytical procedures at Group level relating to the remaining components in the Group.
Key audit matters
Description
Audit response
KAM
Disclosures
Our results
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified. These matters included those that had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Key audit matters continued
In the graph below, we have presented the key audit matters and significant risks relevant to the audit. This is not a complete list of all risks identified by our audit.
Risk of fraud in revenue recognition
Management override of controls
Completeness of contract liabilities
Valuation of defined benefit pension scheme
High
Potential financial statement
impact
Low
Low Extent of management judgement High
Key audit matter Significant risk
Key audit matter - Group How our scope addressed the matter - Group
Risk of fraud in revenue recognition
We identified risk of fraud in revenue recognition as one of the most significant assessed risks of material misstatement due to fraud.
The Group generates total revenue of £244.3m which is recognised either at a point in time (£211.0m of total revenue) or over the period of time that the service is performed (£33.3m of total revenue).
Under ISA 240 (UK) there is a presumed risk that revenue may
be misstated due to the improper recognition of revenue. Revenue recorded by the Group is also one of the key determinants of Group profit before tax, which is the primary financial Key Performance Indicator (KPI) for the Group.
We have assessed this risk to reside primarily within revenues recognised at a point in time. Specifically, we have pinpointed the risk to revenues recorded during the final month of the year and to revenue-impacting accounting entries falling outside of the expected transaction flow, where there is an increased risk that management may record fraudulent revenue transactions.
There is an increased risk that these revenues did not occur if they fall outside of the expected transaction flow, or where they have not been paid at the balance sheet date.
In responding to the key audit matter, we performed the following audit procedures:
Updated our understanding of processes and controls relevant to revenue recognition. We performed walkthrough tests to assess the design and implementation of these controls;
Assessed the accounting policies for consistency and appropriateness with the financial reporting framework, including IFRS 15 'Revenue from Contracts with Customers' for all significant revenue streams, and in particular to determine that revenue is only recognised as the Group satisfies the related performance obligation to the customer;
Performed sample testing of revenue transactions, where revenue is recognised at a point in time, through agreement to relevant supporting documentation, such as proof of delivery, proof of service and cash receipt or agreement to debtors ledger where not paid at the balance sheet date, to assess that revenue was only recognised once the performance obligation had been met;
Utilised data analytic procedures to interrogate and test the revenue populations, including analysing revenue postings from inception to cash, and identifying any unexpected ledger postings including revenue-impacting entries falling outside of the expected transaction flow, on which to perform further testing through agreement to supporting documentation to assess validity of the transaction. We also tested the operating effectiveness of controls over the bank reconciliation process; and
Performed sample testing of sales around the year-end and post-year-end, including post year-end credit notes raised,
to determine whether the associated revenue was recognised in the correct period.
Key audit matters continued
Key audit matter - Group How our scope addressed the matter - Group
Relevant disclosures in the Annual Report and Accounts 2025
The Group's accounting policy on revenue recognition and related disclosures, including the split of revenue between point in time and over time, is shown in Note 2.
Our results
Based on our audit work, we did not identify material misstatements in relation to point in time revenue transactions which were recognised in the final month of the year, or which did not follow the expected transaction flow.
We did not identify any key audit matters relating to the audit of the financial statements of the parent company only.
Our application of materiality
We apply the concept of materiality both in planning and performing the audit, and in evaluating the effect of identified misstatements on the audit and of uncorrected misstatements, if any, on the financial statements and in forming the opinion in the auditor's report.
Materiality was determined as follows:
Materiality measure Group Parent Company
Materiality for financial statements as a whole
We define materiality as the magnitude of misstatement in the financial statements that, individually or in the aggregate, could reasonably be expected to influence the economic decisions of the users of these financial statements. We use materiality in determining the nature, timing and extent of our audit work.
Materiality threshold £1,625,000 (2024: £1,500,000), which represents 5%
of the Group's profit before tax.
£528,000 (2024: £527,500), which represents 1% of the parent company's total assets.
Significant judgements made by auditor in determining materiality
In determining materiality, we made the following significant judgements:
Profit before tax was determined to be the most appropriate benchmark for the Group as it is a measure against which performance of the Group is assessed both internally and externally, and as a common benchmark for listed companies. This benchmark is consistent with that used in the prior year.
Materiality for the current year is higher than the level that we determined for the year ended 31 December 2024 to reflect the increase in profit before tax.
In determining materiality, we made the following significant judgements:
Total assets was determined to be the most appropriate benchmark given the primary activities of the parent company as a holding company and its major activities relating to fixed assets included in the financial statements.
Materiality for the current year is higher than the level that we determined for the year ended 31 December 2024 to reflect an increase in total assets.
Performance materiality used to drive the extent of our testing
We set performance materiality at an amount less than materiality for the financial statements as a whole to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements exceeds materiality for the financial statements as a whole.
Performance materiality threshold
£1,137,500 (2024: £1,050,000), which is 70% (2024: 70%)
of financial statement materiality.
The range of component performance materialities used across the Group was £345,000 to £625,000.
£369,600 (2024: £369,250), which is 70%
(2024: 70%) of financial statement materiality.
Performance materiality for the Parent Company involved the same significant judgements as were made for the Group.
Significant judgements made by auditor in determining performance materiality
In determining performance materiality, we made the following significant judgements:
assessment of the control environment of the Group and its entities across the UK and Europe;
assessment of the information systems used for key business processes and reporting; and
consideration of control findings and misstatements from the prior year audit.
In determining component performance materiality, we made the following significant judgements:
Extent of disaggregation of financial information across components, including the relative risk and size of a component to the group
Component performance materiality decreased in line with the above
For each component in scope for our group audit, we allocated a performance materiality that is less than our overall group performance materiality.
Our application of materiality continued
Materiality measure Group Parent Company
Specific materiality We determine specific materiality for one or more particular classes of transactions, account balances or disclosures for which misstatements of lesser amounts than materiality for the financial statements as a whole could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements.
Specific materiality We determined a lower level of specific materiality for the following areas:
Directors' remuneration; and
identified related party disclosures outside of the normal course of business.
We determined a lower level of specific materiality for the following areas:
identified related party disclosures outside of the normal course of business.
Communication of misstatements to the audit committee
We determine a threshold for reporting unadjusted differences to the audit committee.
Threshold for communication £81,300 (2024: £75,000), which represents 5% of
financial statement materiality, and misstatements below that threshold that, in our view, warrant reporting on qualitative grounds.
£26,400 (2024: £26,400), which represents 5% of financial statement materiality, and misstatements below that threshold that, in our view, warrant reporting on qualitative grounds.
The graph below illustrates how performance materiality and the range of component performance materiality interacts with our overall materiality and the threshold for communication to the audit committee.
Overall materiality - Group Overall materiality - Parent
Profit before tax: £32,495,000 Total assets: £52,858,000
FSM: £1,625,000, 5% FSM: £528,000, 1%
FSM
£1,625,000
PM
£1,137,500
RoPM
£345,000 to
£625,000
TfC
£81,300
FSM
£528,000
PM
£369,600
TfC
FSM: Financial statement materiality
PM: Performance materiality RoPM: Range of performance
materiality at 22 components
TfC: Threshold for
communication to the audit committee
£26,400
An overview of the scope of our audit
We performed a risk-based audit that requires an understanding of the Group's and the parent company's business and in particular matters related to:
Understanding the Group, its components, their environments, and its system of internal control including common controls
Obtaining and documenting an understanding of the Group and its environment, including the relevant regulatory and financial reporting requirements.
Evaluating the Group's internal controls, including IT systems and IT controls.
Obtaining an understanding and assessing the design and implementation of controls in place relating to the significant risks identified.
Obtaining an understanding and assessing the design and implementation of the controls in place relating to the accounting system.
Identifying components at which to perform audit procedures
The following considerations were taken into account to determine the components on which to perform the specific scope procedures:
components being of financial significance, including identified risk of material misstatement to the Group financial statements and their relative contribution to the Group's revenues and profit before tax.
components required to be in scope for further audit procedures to obtain sufficient appropriate audit evidence for significant classes of transactions, account balances and disclosures, or for unpredictability.
Type of work to be performed on financial information of Parent and other components (including how it addressed the key audit matters)
Specific scope procedures were performed on the financial information of 22 components located in the UK, Belgium, the Netherlands and Austria.
The key audit matter of risk of fraud in revenue recognition was addressed through audit procedures on the in-scope components brought into our Group audit.
Analytical procedures using Group materiality on the financial information of the remaining Group components.
Performance of our audit
Components that are subject to the specific scope procedures contributed 76% of the consolidated revenue and 64% of the consolidated absolute profit before tax as shown in the table below.
The Group auditor visited the UK head office and attended inventory counts at two further locations in the UK. The Group auditor also visited the head office in Belgium, with component auditors visiting head offices in the Netherlands and Austria.
Further audit procedures performed on components subject to specific scope and specified procedures may not have included testing of all significant account balances of such components, but further audit procedures were performed on specific accounts within that component that we, the Group auditor, considered had the potential for the greatest impact on the Group financial statements either due to risk, size or coverage.
The components within the scope of specific audit procedures accounted for the following percentages of the Group's results, including the key audit matter identified:
% coverage PBT
Audit approach
No. of components
% coverage revenue
(on absolute basis)
Full-scope audit
0 (2024: 0)
0 (2024: 0)
0 (2024: 0)
Specific scope procedures
22 (2024: 23)
76 (2024: 77)
64 (2024: 85)
Analytical procedures
57 (2024: 55)
24 (2024: 23)
36 (2024: 15)
Total
79 (2024: 78)
100
100
Communications with component auditors
The Group auditor performed work on 11 components in the United Kingdom.
The specified audit procedures on the remaining 11 components located in Belgium, the Netherlands and Austria were performed by the component auditors in those respective locations. The Group auditor had appropriate direction and involvement in the work of the
component auditors throughout the audit. This included providing detailed Group instructions, briefing the component auditors, directing the risk assessment and fraud discussions, regular communication with the component auditor, attendance at audit close meetings and review and evaluation of the work performed by the component auditor for the purpose of the Group audit.
An overview of the scope of our audit continued
Changes in approach from previous period
A total of 22 components were included in the scope of our Group audit, on which specific scope procedures have been performed. Such procedures have been designed by the Group auditor.
Other information
The other information comprises the information included in the annual report and accounts, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report and accounts. 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is 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.
Our opinion on other matters prescribed by the Companies Act 2006 is unmodified
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.
Matter on which we are required to report under the Companies Act 2006
In the light of the knowledge and understanding of the Group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the report of the directors.
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of Directors
As explained more fully in the directors' responsibilities statement set out on page 29, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Group's and 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.
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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below:
Other information continued
Auditor's responsibilities for the audit of the financial statements continued
We obtained an understanding of the legal and regulatory frameworks applicable to the parent company and the Group, and the industry in which it operates. We determined that the most significant laws and regulations were: financial reporting legislation and regulations
(United Kingdom Generally Accepted Accounting Practice, UK-adopted International Accounting Standards, the AIM Rules, the Companies Act 2006) and tax legislation;
We obtained an understanding of how the parent company and the Group is complying with those legal and regulatory frameworks by making enquiries of management and those responsible for legal and compliance procedures. We corroborated our enquiries through inspection of board minutes and Regulatory News Services (RNS) announcements;
We made enquiries of management as to whether there were any known or suspected instances of non-compliance with laws and regulations or fraud that could have a material impact on the financial statements. We corroborated the results of our enquiries to supporting documentation such as board minutes and papers provided to the Audit Committee;
We assessed the susceptibility of the parent company and Group's financial statements to material misstatement, including how fraud might occur by evaluating management's incentives and opportunities for manipulation of the financial statements. This included the evaluation of the risk of management override of controls. Audit procedures performed by the engagement team included:
Evaluating the processes and controls established to address the risks related to irregularities and fraud;
Journal entry testing, in particular, journals that were indicative of unusual transactions based on our understanding of the business. This included performing primary testing to identify non-revenue credit postings impacting earnings before interest, tax, depreciation and amortisation (EBITDA), debit postings that impact lines below EBITDA on the Consolidated income statement, credit postings
to cash which do not follow the expected cycle and large or unusual postings by generic user IDs;
Challenging assumptions and judgements made by management in its significant accounting estimates;
Identifying and testing related party transactions and transactions outside of the ordinary course of business; and
Consulting with internal experts and undertaking additional procedures where necessary.
These audit procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error.
The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error and detecting irregularities that result from fraud is inherently more difficult than detecting those that result from error, as fraud may involve collusion, deliberate concealment, forgery or intentional misrepresentations. Also, the further removed non-compliance with laws and regulations is from events and transactions reflected in the financial statements, the less likely we would become aware of it;
The engagement partner assessed the appropriateness of the collective competence and capabilities of the engagement team, including consideration of the engagement team's knowledge and understanding of the industry in which the client operates in, and their practical experience through training and participation with audit engagements of a similar nature.
Communications to the engagement team in respect of potential non-compliance with laws and regulations and fraud included the potential for fraud in revenue recognition and in areas of significant management judgement and estimation; and
We requested the component auditors to report any non-compliance or suspected non-compliance with laws and regulations in the overseas components identified as part of their work that could have a material impact on the Group financial statements.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: https://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.
Michael Lowe
Senior Statutory Auditor
for and on behalf of Grant Thornton UK LLP Statutory Auditor, Chartered Accountants Leeds
8 May 2026
