38260545 2025-01-01 2025-12-31 38260545 2025-01-01 2025-12-31 1 38260545 2025-01-01 2025-12-31 2 38260545 2025-01-01 2025-12-31 3 38260545 2025-01-01 2025-12-31 1 38260545 2025-01-01 2025-12-31 1 38260545 2025-01-01 2025-12-31 2 38260545 2024-01-01 2024-12-31 38260545 2025-12-31 fsa:DistributionAfterAttributableToMinorityInterestMember 38260545 2024-12-31 fsa:DistributionAfterAttributableToMinorityInterestMember 38260545 2025-01-01 2025-12-31 fsa:DistributionAfterAttributableToMinorityInterestMember 38260545 2024-01-01 2024-12-31 fsa:DistributionAfterAttributableToMinorityInterestMember 38260545 2025-12-31 38260545 2024-12-31 38260545 2024-12-31 fsa:ContributedCapitalMember 38260545 2024-12-31 fsa:RetainedEarningsMember 38260545 2024-12-31 fsa:ProposedDividendRecognisedInEquityMember 38260545 2025-01-01 2025-12-31 fsa:ContributedCapitalMember 38260545 2025-01-01 2025-12-31 fsa:RetainedEarningsMember 38260545 2025-01-01 2025-12-31 fsa:ProposedDividendRecognisedInEquityMember 38260545 2025-12-31 fsa:ContributedCapitalMember 38260545 2025-12-31 fsa:RetainedEarningsMember 38260545 2025-12-31 fsa:ProposedDividendRecognisedInEquityMember xbrli:pure iso4217:DKK Steen Overgård Sørensen WindowMaster A/S Skelstedet 13 2950 Vedbæk 38260545 Rudersdal 9 Strandvejen 44 2900 Hellerup The Board of Directors and the Executive Management have today considered and approved the Annual Report of WindowMaster A/S for the financial year 01.01.2025 to 31.12.2025.The Annual Report is presented in accordance with the Danish Financial Statement Act.In our opinion, the Financial Statements give a true and fair view of the Company's financial position at 31.12.2025 and the result of its operations for the financial year 01.01.2025 to 31.12.2025.We belive that the Management's Review contains a fair review of the affairs and conditions referred to therein.We recommend the Annual Report for adoption at the Annual General Meeting. Vedbæk, Board Member Board Member CEO Nina Ringen Erik Koch Boyter Steen Overgård Sørensen Erik Koch Boyter Chair Statement on Management’s ReviewManagement is responsible for Management’s Review.Our opinion on the Financial Statements does not cover Management’s Review, and we do not express any form of assurance conclusion thereon.In connection with our audit of the Financial Statements, our responsibility is to read Management’s Review and, in doing so, consider whether Management’s Review is materially inconsistent with the Financial Statements or our knowledge obtained during the audit, or otherwise appears to be materially misstated.Moreover, it is our responsibility to consider whether Management’s Review provides the information required under the Danish Financial Statements Act.Based on the work we have performed, in our view, Management’s Review is in accordance with the Financial Statements and has been prepared in accordance with the requirements of the Danish Financial Statements Act. We did not identify any material misstatement in Management’s Review. To the shareholder of WindowMaster A/S OpinionIn our opinion, the Financial Statements give a true and fair view of the financial position of the Company at 31 December 2025, and of the results of the Company’s operations for the financial year 1 January to 31 December 2025 in accordance with the Danish Financial Statements Act.We have audited the Financial Statements of WindowMaster A/S for the financial year 1 January to 31 December 2025, which comprise Income Statement, Balance Sheet, Statement of Changes in Equity and notes, including a summary of Significant Accounting Policies (“the Financial Statements”). Basis for OpinionWe conducted our audit in accordance with International Standards on Auditing (ISAs) and the additional requirements applicable in Denmark. Our responsibilities under those standards and requirements are further described in the “Auditor’s responsibilities for the audit of the Financial Statements” section of our report. We are independent of the Company in accordance with the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (IESBA Code) and the additional ethical requirements applicable in Denmark, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Management’s responsibilities for the Financial StatementsManagement is responsible for the preparation of Financial Statements that give a true and fair view in accordance with the Danish Financial Statements Act, and for such internal control as Management determines is necessary to enable the preparation of Financial Statements that are free from material misstatement, whether due to fraud or error.In preparing the Financial Statements, Management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting in preparing the Financial Statements unless Management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. State Authorised PublicAccountant mne51059 State Authorised PublicAccountant mne44111 Patrick Orbæk Hellerup, PricewaterhouseCoopersStatsautoriseret Revisionspartnerselskab Christian Møller Gyrsting 33771231 Auditor's responsibilities for the audit of the Fnancial StatementsOur 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 and the additional requirements applicable in Denmark 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.As part of an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark, we exercise professional judgement and maintain professional scepticism throughout the audit.We also:• Identify and assess the risks of material misstatement of the Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.• Evaluate the appropriateness of Accounting Policies used and the reasonableness of accounting estimates and related disclosures made by Management.• Conclude on the appropriateness of Management’s use of the going concern basis of accounting in preparing the Financial Statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.• Evaluate the overall presentation, structure and contents of the Financial Statements, including the disclosures, and whether the Financial Statements represent the underlying transactions and events in a manner that gives a true and fair view.We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. Primary activitiesThe core activity of WindowMaster A/S is the sale and service of ventilation solutions and automated window control systems. These solutions include both hardware and software for Natural Ventilation, Mixed Mode Ventilation, and Smoke Ventilation. All products are developed and marketed by WindowMaster International A/S, with WindowMaster A/S focusing on sales to the Danish market and selected export markets. Development in activities and financesProfit after tax for 2025 amounted to DKK 1.3 million, compared with DKK 1.5 million in 2024. The financial performance was influenced by several factors:• Executing on the WindowMaster Group’s strategy from June 2022 “Accelerate Core” with focus on more project sales utilizing the full benefit of knowledge of integrating and controlling different building automation solutions. This has resulted in growth in the topline without adding additional resources. • Increased product sales positively impacting revenue.• Growth and improved efficiency in the service business.Given these factors, the result for the year is considered satisfactory.OutlookThe outlook for 2026 remains positive. Organic turnover is expected to grow by 5–10%, primarily driven by project business. Profit before tax is anticipated in the range of DKK 1.5–2.0 million. Growth is expected to be supported by general market expansion, driven by the green agenda, as well as an increase in contracting activities as outlined in the “Accelerate Core” strategy. WindowMaster’s expertise in integrating and controlling diverse building automation solutions—such as solar shading, hybrid ventilation, and natural ventilation—supports additional growth through billable hours and complementary products alongside its core offerings.Particular risksThe Company is exposed to market fluctuations related to building life cycles in Denmark and selected export markets. Beyond normal commercial risks associated with customer and supplier relationships, there are no significant exposures to individual customers or partners. WindowMaster actively monitors potential risks and has implemented corrective measures to maintain a resilient supply chain and ensure timely delivery to end customers.Events after the Balance Sheet dateNo events have occurred after the Balance Sheet date to this date, which would influence the evaluation of this Annual Report. 23962234 24867689 17697036 18863599 4009548 3698624 2255650 2305466 114605 41109 621118 498704 1749137 1847871 415080 394877 1334057 1452994 0 4000000 1334057 -2547006 1334057 1452994 239367 1675570 239367 1675570 0 0 6024768 7161740 6024768 7161740 6264135 8837310 774748 679541 10426305 8779225 2030442 6252383 636513 1706757 1698 20147 27946 0 13122904 16758512 12663367 8774571 26561019 26212624 32825154 35049934 525000 525000 0 4000000 5023831 3689774 5548831 8214774 1606891 2227635 3872779 5090609 1003620 1060132 6483290 8378376 95737 0 2637194 2491397 52290 0 1281511 1379975 1247677 2209669 1329186 2335537 9769772 5773506 1035824 0 3343842 4266700 20793033 18456784 27276323 26835160 32825154 35049934 525000 3689774 4000000 8214774 0 0 4000000 4000000 0 1334057 0 1334057 525000 5023831 0 5548831 2025 2024Staff costs DKK DKKWages and salaries 15,971,762 17,314,986Pension cost 1,559,326 1,401,171Other social security cost 165,948 147,44217,697,036 18,863,599 24 25 Finance costFinancial cost arising from group enterprises 114,762 144,819Other financial cost 506,356 353,885621,118 498,704 Tax on profit/loss for the yearCurrent tax 1,035,824 0Changes in deferred tax -620,744 394,877415,080 394,877 Remuneration of management is not disclosed due to the use of the one-member exception, in acordance with the Danish Financial Statement Act section 98b (3). The Board of Directors is not remunerated. Acquired customer contractsDKKIntangible assetsCost beginning of year 7,181,015Additions 0Cost end of year 7,181,015Amortization and impairment losses beginning of year -5,505,445Amortization for the year -1,436,203Amortization and impairment losses end of year -6,941,648Carrying amount end of year 239,367 Contract work in progressSales value of production of the period 23,371,616 31,161,953Payments received on account -22,622,685 -26,289,545748,931 4,872,408Recognized as follows in the Balance Sheet:Contract work in progress under assets 2,030,442 6,252,383Contract work in progress under liabilities -1,281,511 -1,379,975748,931 4,872,408 Other fixtures and fittings, tools and equipmentDKKProperty, plant and equipmentCost beginning of year 213,214Cost end of year 213,214Depreciation and impairment losses beginning of year -213,214Deprciation for the year 0Depreciation and impairment losses end of year-213,214Carrying amount end of year 02025 2024DKK DKKRight-of-use-assetsBuildings 3,214,261 4,323,178Vehicles 2,810,507 2,838,562Total right-of-use-assets 6,024,768 7,161,740Additions to the right-of-use-assets during the 2025 financial year were DKK 1,376,586 (2024: DKK 2,081,095).Lease liabilitiesCurrent 2,637,194 2,491,397Non-current 3,872,779 5,090,609Total lease liabilities 6,509,973 7,582,006The statement of profit and loss shows the following amount related to leases:Depreciation charge of right-to-use-assetsBuildings 1,168,704 1,144,093Vehicles 1,404,641 1,118,328Total depreciation charge of right-to-use-assets 2,573,345 2,262,421Interest expenses (included in finance expense) 339,294 314,002 2025 2024DKK DKKDeferred taxIntangible assets 398,717 308,442Property, plant and equiment 4,434 5,912Lease liabilities less right-to-use-assets 106,745 92,459Receivables -2,116,787 -2,690,608Tax losses carried forward 0 56,160-1,606,891 -2,227,635 Other short-term payablesVAT and duties 632,809 331,758 Wages and salaries, personal income taxes, social security costs, 88,651 121,192 etc payableHoliday pay obligation 1,265,761 1,462,551 Other costs payable 1,356,621 2,351,199 3,343,842 4,266,700 Due after Due within 1 Due within 2-more than 5 year5 yearsyearsDKK DKK DKKLiabilities other than provisionsOther payables 95,737 58,191 945,42995,737 58,191 945,429Other payables consists of long-term holiday pay obligations. Related partiesName and registered office of the Parent preparing consolidated Financial Statements for the smallest group: WindowMaster International A/S, Skelstedet 13, 2950 Vedbæk.Name and registered office of the Parent preparing consolidated Financial Statements for the largest group: Berkshire Boyter Holding ApS, Immortellevej 10, 2950 Vedbæk. Contingent liabilitiesThe Company participates in a Danish joint taxation arrangement with Berkshire Boyter Holding ApS serving as the administration company. According to the joint taxation provisions of the Danish Corporation Tax Act. The total known net liabilities of the jointly taxed companies in the joint taxation are shown in the management company's Annual Report.The WindowMaster Group has a cash pool agreement with Danske Bank in DKK for the following companies: WindowMaster International A/S, WindowMaster A/S, Climatic A/S, InShade ApS, WindowMaster BSI AS, WindowMaster Control Systems Ltd. (IE) and WindowMaster Control Systems Ltd. (UK). The joint liability amounts to DKK 8,874,792 at 31.12.25. Assets charged and collateralA floating charge of DKK 20,000,000 nominal has been provided as security for bank loans within the WindowMaster Group.The assets provided security in has a book value of DKK 11,440,419. There are bank debt of DKK 52,290. true Company Significant Accounting PoliciesRecognition and measurementAssets are recognized in the Balance Sheet when it is probable as a result of a prior event that future economic benefits will flow to the Company, and the value of the asset can be measured reliably.Liabilities are recognized in the Balance Sheet when the Company has a legal or constructive obligation as a result of a prior event, and it is probable that future economic benefits will flow out of the Company, and the value of the liability can be measured reliably.On initial recognition, assets and liabilities are measured at cost. Measurement subsequent to initial recognition is effected as described below for each Financial Statement item.Anticipated risks and losses that arise before the time of presentation of the Annual Report and that confirm or invalidate affairs and conditions existing at the balance date are considered at recognition and measurement.Income is recognized in the Income Statement when earned, whereas costs are recognized by the amounts attributable to this financial year.Income statementGross profit or lossGross profit or loss comprises revenue, cost of sales and external expenses.Revenue recognized at a point in time comprise the sale of products and service of previously sold ventilation solutions. The revenue is recognized once the product has been delivered to the customer and the service is completed at the customer. The Group has set internal limits for when a service must to be recognized under project revenue, for better matching of revenue and cost – giving better margin follow-up. Generally payment for products and services are paid after delivery of goods and services - except for service contracts that are paid beginning of the year.Revenue related to project sales is recognized over time using a percentage-of-completion measure for actual costs occurred versus the budget calculated before the project start. Revenue is recognized over time because the delivery of products and hours used on the projects, is used over a long period of time. Projects can vary in duration from 6 months up to 5 years. The contracts for projects has agreed milestone payments within and a part of the milestone payments is paid upfront. Product revenueRevenue arising from product sales, is sales of standardized products to partners, distribution and other customers. These products are recognized in the profit and loss once the delivery of products has happened.Service revenueRevenue from service is related to visits of technicians at the customer. During a service visit, there will be consumed hours from the technician and also replacements of existing products to new products may occur. The revenue from this segment is recognized over the period of the service contract. The maximum duration of a service visit is up to 5 days. The average service visit is 1 day or less.Project revenueProject revenue arises from customized solutions for the specific refurbishment or building of a new building. The ventilation solution is tailored to the customers need, and the duration of the project can vary from project to project. Revenue is recognized as percentage-of-completion based in actual costs occurred versus the budget made before the project start.Staff CostsStaff costs comprise salaries and wages as well as social security contributions, pension contributions, etc for company staff.Depreciation, amortization and impairment lossesDepreciation relating to tangible assets comprise depreciation and impairment losses for the financial year, as well as gains and losses from the sale of tangible assets.Other financial incomeOther financial income comprises interest income or exchange gains on payables and transactions in foreign currencies etc.Other financial expensesOther financial expenses comprise interest expenses, including interest expenses on payables to group enterprises or exchange losses on payables and transactions in foreign currencies etc.Tax on profit/loss for the yearTax for the year, which consists of current tax for the year and changes in deferred tax, is recognized in the Income Statement by the portion attributable to the profit for the year and recognized directly in equity by the portion attributable to entries directly in equity.BalanceAcquired customer contractsSeparately acquired customer contracts are shown at historical cost. Trademarks and other rights acquired in a business combination are recognized at fair value at the acquisition date. They have a finite useful life and are subsequently carried at cost less accumulated amortization and impairment losses. The amortization period is 5 years.Property, plant and equipmentOther fixtures and fittings, tools and equipment are measured at cost less accumulated depreciation and impairment losses.Cost comprises the acquisition price, costs directly attributable to the acquisition and preparation costs of the asset until the time when it is ready to be put into operation.The basis of depreciation is cost less estimated residual value after the end of useful life. Straight-line depreciation is made on the basis of the following estimated useful lives of the assets:Other fixtures and fittings, tools and equipment 3-5 yearsEstimated useful lives and residual values are reassessed annually.Items of property, plant and equipment are written down to the lower of recoverable amount and carrying amount.Right-of-use assets and lease liabilitiesRight-of-use assets and corresponding lease liabilities are recognized at the lease commencement date, except for shot-term leases and leases with low value. For these leases, lease payments are normally recognized as an operating expense on a straight-line basis over the term of the lease.The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liabilities adjusted for any lease payments made at or before the commencement date, plus any initial costs incurred.The right-of-use assets are subsequently measured at cost less accumulated depreciation less impairment losses. The right-of-use assets are depreciated from the commencement date over the shorter period of lease term or useful life of the underlying asset.The lease liabilities are intinally measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate annot be readily determined, the incremental borrowing rate. Generally, the incremental borrowing rate takes into account the specific countries.The lease liabilities are subsequently measured at amortized cost using the effective interest method. It is remeasured then there is change in the future lease payments arinsing from a change in an index rate, if there is a change in the estimated amount expected to be payable under a residual value guarantee, or if there is a change in the assessment of the exercising a purchase, extension or termination option.When the lease liabilities are remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recordedin profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.InventoriesInventories are measured at the lower of cost using the FIFO method and net realisable value.Cost consists of purchase price plus delivery costs. Cost of manufactured goods and work in progress consists of costs of raw materials, consumables, direct labour costs and indirect production costs. Indirect production costs comprise indirect materials and labour costs, costs of maintenance, depreciation of machinery, factory buildings and equipment used in the manufacturing process, and costs of factory administration and management. Financial costs are not included in cost.The net realisable value of inventories is calculated as the estimated selling price less completion costs and costs incurred to execute sale.Contract assetsContract assets are measured at the selling price of the work carried out at the balance date.The selling price is measured based on the stage of completion and the total estimated income from the individual contracts in progress. Usually, the stage of completion is determined as the ratio of actual to total budgeted consumption of resources.If the selling price of a project in progress cannot be made up reliably, it is measured at the lower of costs incurred and net realisable value.Each contract in progress is recognized in the Balance Sheet under receivables or liabilities other than provisions, depending on whether the net value, calculated as the selling price less prepayments received, is positive or negative.Costs of sales work and of securing contracts as well as financecosts are recognized in the Income Statement as incurred.Trade receivablesReceivables are measured at amortized cost, usually equalling nominal value less writedowns for bad and doubtful debts.Contract work in progressContract work in progress is measured at the selling price of the work carried out at the Balance Sheet date.The selling price is measured based on the stage of completion and the total estimated income from the individual contracts in progress. Usually, the stage of completion is determined as the ratio of actual to total budgeted consumption of resources.If the selling price of a project in progress cannot be made up reliably, it is measured at the lower of costs incurred and net realisable value.Each contract in progress is recognized in the Balance Sheet under receivables or liabilities other than provisions, depending on whether the net value, calculated as the selling price less prepayments re-ceived, is positive or negative.Costs of sales work and of securing contracts as well as financecosts are recognized in the Income Statement as incurred.Other receivablesOther receivables consist of accrual accounting, deposits and other accounts receivable.DividendDividend is recognized in the Balance Sheet as a liability when adopted at the Annual General Meeting. Proposed but not yet paid dividend for the financial year is recognized in equity until approved by the shareholders at the Annual General Meeting.PrepaymentsPrepayments comprise incurred costs relating to subsequent financial years. Prepayments are measured at cost.Deferred taxDeferred tax is recognized on all temporary differences between the carrying amount and the tax-based value of assets and liabilities, for which the tax-based value is calculated based on the planned use of each asset or the planned settlement of each liability. Deferred tax assets, including the tax base of tax loss carry forwards, are recognized in the Balance Sheet at their estimated realisable value, either as a set-off against deferred tax liabilities or as net tax assets.CashCash comprise of bank deposits.ProvisionsOther provisions comprise anticipated costs of non-recourse guarantee commitments and loss on contract work in progress.Other provisions are recognized and measured as the best estimate of the expenses required to settle the liabilities at the Balance Sheet date. Provisions that are estimated to mature more than one year after the Balance Sheet date are measured at their discounted value.Non-recourse guarantee commitments comprise commitments to remedy defects and deficiencies within the guarantee period.Once it is probable that total costs will exceed total income from a contract in progress, provision is made for the total loss estimated to result from the relevant contract.Trade and other payablesThese amounts represent liabilities for goods and services provided to the Group prior to the end of the financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognized initially at their fair value and subsequently measured at amortized cost using the effective interest method.BorrowingsBorrowings are initially recognized at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortized cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognized in profit or loss over the period of the borrowings using the effective interest method. Income tax receivable or payable from/for joint taxationCurrent joint tax receivable or payable is recognized in the Balance Sheet, stated as tax calculated on this year's taxable income, adjusted for prepaid tax.Other financial liabilitiesOther financial liabilities are measured at amortized cost, which usually corresponds to nominal value. true Annual report Auditor's report on audited financial statements ParsePort XBRL Converter 2025-01-01 2025-12-31 2024-01-01 2024-12-31 2026-04-09 Reporting class B 2016-12-15 2026-04-09 38260545 WindowMaster A/S Skelstedet 13 2950 Vedbæk Opinion Basis for Opinion 2026-04-09 33771231 PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab Strandvejen 44 2900 Hellerup 774748 679541