The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

Grantcroft Limited is a private company limited by shares incorporated in England and Wales. The registered office is Unit E1, The Chase, John Tate Road, Hertford, United Kingdom, SG13 7NN.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

Grantcroft Limited is a wholly owned subsidiary of Rock Paper Holdings Limited and the results of Grantcroft Limited are included in the consolidated financial statements of Rock Paper Holdings Limited which are available from Unit E1, The Chase, John Tate Road, Hertford, United Kingdom, SG13 7NN.

At the balance sheet date the company had a net asset position of £true14,235,009 (2023: £13,488,528) and made a profit for the year totalling £746,481 (2023: £803,079). The directors have assessed the ability of the company to meet its liabilities as they fall due and have reviewed cash flow forecasts for the group of companies for the 12 months from the date of approval of these financial statements and the directors are confident that the company has adequate resources to continue in operational existence for the foreseeable future. The group refinanced its debt in March 2024 and as such all the existing loans owed from the company to Thincats were repaid.

In March 2024, the group repaid the total existing debt and entered into a refinancing agreement with a new lender totalling £45,100,000. In April 2025, the lender and the shareholders have entered into a signed binding agreement that confirms the lender will acquire control of the business and continue to support the group by way of capitalising the cash interest payable that fell due in March 2025, falls due in June 2025 and if required, September 2025 totalling in excess of £3m over the next 12 months. The capitalised cash interest payable shall be compounded and added to the principal amount of the Loan. The agreement also states that the financial covenants associated with the debt (including in respect of the period ending 31 March 2025) will be revised and the new covenant levels will provide sufficient headroom for the group to meet the reset level of financial covenant based on the downside forecasts agreed between the directors and the lender.

Based on the forecasts, the signed agreement entered into between the lender and the shareholders and the continued support from the lender, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover is recognised at the fair value of the consideration received or receivable for management fees provided in the normal course of business, and is shown net of VAT and other sales related taxes.

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

The average monthly number of persons (including directors) employed by the company during the year was 3 (2023: 3).

On the 10 March 2024 the shares and investments of the subsidiary companies were transferred to a connected company, Grantcroft IHC Limited.

Amounts owed by group undertakings are repayable on demand and do not attract any interest charge.

Amounts owed to group undertakings are repayable on demand and do not attract any interest charge.

On the 10 March 2024 the loan balances were repaid as part of a refinancing arrangement via a connected company, Grantcroft IHC Limited. There is a fixed and floating charge registered at Companies House in relation to the aforementioned loan.

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:

The auditor's report was unqualified.

During 2024 the company issued warrants that create rights to subscribe for a number of A Shares. The Company issued warrants over 70 Warrant Shares (A shares to be issued once warrant is exercised). The company shall issue warrants immediately prior to any exit event over number of warrant shares as is equal to the incremental amount. No warrants were exercised during the year (2023: nil).

The fair value of cash settled warrants has been measured with reference to the adjusted EBITDA

multiplied by a transaction multiple, adjusted for debt at the reporting date. Cash settled equity fair value was adjusted for the probability of an exit event happening. Management considered that at the reporting date, the probability of such even happening is remote. No amount has been recorded in the statement of comprehensive income, and no amount has been reported in the statement of financial position (2023: £nil).

In accordance with FRS102 section 33 paragraph 22.1A, the company has not disclosed transactions with wholly owned fellow group undertakings.

During the year dividends totalling £nil (2023: £770,000) were paid to directors.

As at the year ended 31 March 2024, an amount of £1,404,567 (2023: £479,567) remains outstanding from directors. These amounts represent amounts for unpaid share capital and loans made to directors, with the movement in the year representing monies advanced with no repayments. These loans are interest free and have no set repayment date.

As referred to in Note 1.2 Going concern, a binding agreement has been entered into in April 2025 regarding the group financing arrangement. Refer to Note 1.2 Going concern for further details.

The registered parent is Rock Paper Holdings Limited, a company registered in the United Kingdom.

The subsidiary forms part of a small group with consolidated financial statements being prepared within Rock Paper Holdings Limited (Company number 13313112) a company incorporated within the UK, with a registered address of Ground Floor, Unit E1 The Chase, John Tate Road, Hertford, Hertfordshire, United Kingdom, SG13 7NN.

The ultimate controlling party is Mr B D Page, due to his majority shareholding.