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REGISTERED NUMBER: 03381606 (England and Wales)
















Group Strategic Report, Report of the Directors and

Consolidated Financial Statements for the Year Ended 31 October 2024

for

Heathpatch Limited

Heathpatch Limited (Registered number: 03381606)






Contents of the Consolidated Financial Statements
for the Year Ended 31 October 2024




Page

Company Information 1

Group Strategic Report 2

Report of the Directors 6

Report of the Independent Auditors 8

Consolidated Income Statement 12

Consolidated Other Comprehensive Income 14

Consolidated Statement of Financial Position 15

Company Statement of Financial Position 17

Consolidated Statement of Changes in Equity 18

Company Statement of Changes in Equity 19

Consolidated Statement of Cash Flows 20

Notes to the Consolidated Statement of Cash Flows 21

Notes to the Consolidated Financial Statements 23


Heathpatch Limited

Company Information
for the Year Ended 31 October 2024







DIRECTORS: C P Course
J K Buckle
J Baker-Cresswell
J M Hutchinson
C Buckle
G Westwood





SECRETARY: P Andrews





REGISTERED OFFICE: Dairy Farm Office
Dairy Road Semer
Ipswich
Suffolk
IP7 6RA





REGISTERED NUMBER: 03381606 (England and Wales)





AUDITORS: Hardcastle Burton LLP
Lake House
Market Hill
Royston
Hertfordshire
SG8 9JN

Heathpatch Limited (Registered number: 03381606)

Group Strategic Report
for the Year Ended 31 October 2024

The directors present their strategic report of the company and the group for the year ended 31 October 2024.

REVIEW OF BUSINESS
The results for the year and financial position of the group are as shown in the annexed financial statements.

The key financial highlights are as follows:
2024 2023

£'000000 £'000000
Turnover 59,609 79,195
Gross profit 12,035 15,781
Profit before tax 8,286 13,766
Gross assets 101,853 125,636
Net assets 82,691 79,540

A review of the performance of each group company is given below.

Heathpatch Limited (HP)
In July 2024, HP completed the sale of its investments in Material Change Limited (MCL), Pedersen Contracting Services Limited(PCS) and Material Change Asset Co (MCAC). MCL was part of the Heathpatch group for over 20 years, during which it grew significantly, including some acquisitions along the way. The sale has significantly strengthened the Heathpatch balance sheet, continuing the growth from previous years.
On 1 November 2024, the Group made structural changes to the HP Board: Charles Course (previously CEO) was appointed Chairman, and George Westwood (previously Finance Director) was promoted to CEO.

The group's farming operations continue to be operated by Brett Vale Farming Company (BVFC), with a focus on driving quality and efficiency, and full regard for the safety of staff, the environment and neighbours.
HP has continued to invest in environmental improvements to its land and property. The company has been committed to establishing open canopy woodland for over 20 years and has again undertaken extensive establishment of new woodland, planting close to 10,000 trees during the year. The company continues its plan to regenerate 200 acres of ancient woodland at Raydon Great Wood, with the aim to increase the biodiversity of the site. In recent years, HP has put a substantial portion of land towards environmental schemes and has begun work on restoring and creating ponds across the farm that all contribute to a range of different habitats aimed at improving biodiversity. HP encourages environmental monitoring activities for scientific research and education, working alongside professionals, amateur enthusiasts, schools and colleges.
In 2023, HP begun a 125yr project to create wood, pasture and parkland over 115ha of land, and successfully completed the translocation of turf from a site known to host a variety of rare waxcap mushrooms to HP's land. A management and monitoring strategy has been implemented with the aim of contributing significantly to the local environment and supporting scientific research.
HP continues to take an active role in the local community including schools and parishes, and proudly supports charities both locally and further afield, including Inspire Suffolk, The Suffolk Community Foundation, The Suffolk Befriending Scheme and the Ukraine Appeal, to name but a few.

Global Machinery Solutions Limited (GMS)
GMS encountered a challenging year as customers were more cautious on placing orders for capital equipment following periods of high inflation and interest rates.
In the recycling division, GMS have actively moved into the long term hire market of shredding equipment. Also during the year, GMS undertook some restructuring to improve customer service and operational efficiency. While these changes incurred additional costs in the year, they are expected to provide a solid platform for future growth.


Heathpatch Limited (Registered number: 03381606)

Group Strategic Report
for the Year Ended 31 October 2024

Camden Boss Limited (CB) and Cogent Technology Limited (CT)
During the year CB acquired a 100% investment in Cogent Technology Limited, a PCBA and electronic device manufacturing business in Felixstowe. This acquisition increases the range of services and products to customers and the synergies between the two businesses has enabled cost saving opportunities. The combined businesses achieved a turnover of £12.5m in the year, which will act as a foundation for growth, led by a strong management team in two impressive facilities.

Nedging Hall Estate Limited (NHE)
NHE continues to operate a range of hospitality businesses, which include Suffolk's oldest brewery, two pubs, a hotel and restaurant and an exclusive use country house, with quality and sustainability remaining a key focus.
Sales have increased in the year to £3.3m (£2.7m), with this growth continuing into the new year. This has largely been driven by the brewery, following the expansion of the site last year, and The Bildeston Crown which has been growing in quality and recognition under a driven management team.

PRINCIPAL RISKS AND UNCERTAINTIES INCLUDING FINANCIAL INSTRUMENTS
The group is committed to combating financial risk by a combination of careful review of its markets and consideration of its cost base. The company and its subsidiaries continued to refine their health and safety, environmental and corporate and social policies during the year and will continue to ensure that these are maintained to the highest standard.
The group's principal financial instruments comprise bank balances, bank overdrafts, trade creditors, trade debtors and loans to and from the group. The main purpose of these instruments is to raise funds for and finance the group's operations.

The group's approach to managing other risks applicable to the financial instruments concerned is shown below.

Liquidity risk
As a result of the sale of the Material Change group, the Heathpatch group was in a cash positive position at year end, and has sufficient funds to support the planned activities in the year ahead.

Credit risk
Trade debtors are managed in respect of credit and cash flow risk by polices concerning credit offered to customers and the regular monitoring of amounts outstanding for both time and credit limits.

Market risk
The Heathpatch Group operates in a global marketplace, importing and exporting goods across a range of international territories, including the United States. As a result, the Group is exposed to market risks arising from changes in global economic conditions, exchange rate fluctuations, and international trade policies.
One of the key current considerations is the impact of recent tariff changes in the US, which have introduced potential cost volatility and operational uncertainty for companies engaged in transatlantic trade.
The Group actively monitors geopolitical developments and continues to evaluate measures to mitigate the impact of these risks, which include supplier diversification, maintaining flexible supply chains, and considering pricing strategies that reflect potential tariff-related costs.


Heathpatch Limited (Registered number: 03381606)

Group Strategic Report
for the Year Ended 31 October 2024

SECTION 172(1) STATEMENT
Under section 172, Companies Act 2006; the Directors have a duty to promote the success of the company and act in a way that they consider, in good faith, to be most likely to promote the success of the company. The company's long-term strategy is set by the group directors of Heathpatch Ltd. The directors of the company and its subsidiaries are mandated to follow the overall strategy and objectives as set by boards of the group and its Subsidiaries. The overall objectives of the group are to continuously increase sustainable profits, to provide a safe and desirable workplace for our staff, to constantly improve our positive impacts on the environment and biodiversity and to support and contribute to the local communities that we operate in. The directors monitor the effectiveness of decisions to achieve the objectives through a system of monthly reporting and monitoring.

The key stakeholders of the company are the shareholders, employees, customers, suppliers, and the communities in which we operate.

Employees
We promote continuous professional and personal development of our employees, through the company's structure, training, and culture. We encourage staff to take greater responsibilities both inside and outside the company. In our decision-making we are guided by ethical and ecological criteria as well as economic factors.

Suppliers
We continue to work closely with our supply chain partners to minimise any indirect disruption. In the event that any foreseeable operational disruption does cause an impact on cashflow, the Directors have considered the facilities available to the group and its subsidiaries as part of the group's treasury arrangements. The Directors are satisfied that these are sufficient and appropriate to ensure the companies can continue to operate effectively.

The company's policy concerning payment of suppliers includes ensuring that suppliers are made aware of the terms of payment by inclusion of the relevant terms in supply contracts. Payments are then made in accordance with the company's contractual and legal obligations.

Customers
Throughout the diversified group, we offer our customers attractive products and services, we have established a loyal customer base within each of our subsidiaries. We understand the need to continue to foster the relationships with our customers - both old and new. We pride ourselves on giving high levels of customer services at all levels within our group.

Shareholders
The Directors manage the group on behalf of the shareholders. Historically, dividend payments have not been made to the shareholders, as funds are reinvested into the group for future growth. This continues to be the long term view, but due to the sale of the MCL group a one-off dividend was declared in the year ended 31 October 2024 of £5,000,000 (2023: £Nil).

Local community and environment
The group is focused on reducing any negative impacts on the natural environment and for improving biodiversity wherever possible. The group strives to contribute positively to all the local communities and environments that we operate in, which has been demonstrated throughout the year.


Heathpatch Limited (Registered number: 03381606)

Group Strategic Report
for the Year Ended 31 October 2024

OUTLOOK AHEAD
The Heathpatch board remains focused on increasing the trading activity and profitability of the group, aiming to achieve this through both organic growth and strategic acquisitions.

During the year the following new directors were appointed within the group

Daniel Goddard, Nigel Slator, Robert Stainer and Nicola Groom joined the group as directors of Cogent. Nigel, Robert and Nicola resigned as directors during the year.

The Group and its subsidiaries have ambitious plans to grow both their operations and sustainable profitability in the year ahead.

GMS will continue to build on its strong brand presence, expanding its product range, geographic reach, and customer base.
CB and CT plan to drive growth through in-house design and third-party contract manufacturing, with a continued emphasis on operational excellence, lean manufacturing, and enhanced governance.
NHE aims to further establish its presence in the hospitality sector and expand its brewery operations, leveraging the new storage facility.

The Group will also continue its environmental initiatives, including the creation of additional woodlands and habitats, and further efforts to reduce CO? emissions and environmental impact.

As with most UK businesses, external economic factors continue to generate change as the group adapts to the new trading landscape.

ON BEHALF OF THE BOARD:





G Westwood - Director


11 July 2025

Heathpatch Limited (Registered number: 03381606)

Report of the Directors
for the Year Ended 31 October 2024

The directors present their report with the financial statements of the company and the group for the year ended 31 October 2024.

PRINCIPAL ACTIVITIES
The principal activities of the group in the year under review were those of farming and estate management and provision of management services to other group companies. The subsidiaries continued their activities of commercial recycling, importing and exporting, management of renewable energy plants and design and manufacture of plastic fabrications. During the year the group exited the renewable energy market, following the sale of its subsidiary Material Change Ltd.

DIVIDENDS
An interim dividend of 23p per share was paid on 26 June 2024. The directors recommend that no final dividend be paid.

The total distribution of dividends for the year ended 31 October 2024 will be £5,000,000 (2023: £Nil)

RESEARCH AND DEVELOPMENT
The group remains committed to research and development, to help achieve its strategic objectives. The group has undertaken significant research and development during the year, with the costs being expensed to the P&L account. R&D is undertaken to try to find ways to develop new products, systems or operating procedures that will give the company economic or environmental benefits.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 November 2023 to the date of this report.

C P Course
J K Buckle
J Baker-Cresswell
J M Hutchinson
C Buckle
G Westwood

ENGAGEMENT WITH EMPLOYEES
Staff working for the group are key to the success of the businesses. The group is committed to being a responsible employer and operates initiatives encouraging employee wellbeing and health, such as making available a mental health helpline, and staying in regular contact with staff during the cost of living crisis.

The group has a policy of encouraging employee involvement in matters of concern to them and providing employees with relevant information through newsletters, letters, and company-wide emails. Managers share employee's views with Directors at management meetings.

The group has an equal opportunities policy and is committed to providing a learning, working and social environment in which the rights and dignity of all its members are respected and which is free from discrimination.

DISABLED EMPLOYEES

Heathpatch have the following policies which cover employment, training, and career development of disabled persons: Equal Opportunity Policy, Training, Dignity at Work Policy, Equal Opportunity for Recruitment and Training.

STREAMLINED ENERGY AND CARBON REPORTING
Heathpatch is required to make disclosures under the Companies (Director's Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018. Greenhouse gases (GHG) are recorded for each of the group's businesses, listed below, using a financial reporting boundary, in accordance with the GHG protocols and using 2023 UK government conversion factors. The companies included in this report are: Heathpatch Limited, Camden Boss Limited (including only the wholly owned subsidiary Cogent Technology Limited), Nedging Hall Estate Limited, Global Machinery Solutions Limited, and Material Change Limited (including only the wholly owned subsidiary Pedersen Contracting Services Limited) up to the disposal of this company.


Heathpatch Limited (Registered number: 03381606)

Report of the Directors
for the Year Ended 31 October 2024

The GHG intensity ratio uses the group's annual turnover due to the breadth in business operations across the Group. During the year the Group's operations emitted 4,700t (2023: 6,242t) of CO2e giving an intensity ratio for the financial year to 31 October 2024 of 78g of CO2e per £ of turnover (2023: 77g).

Across the group many actions are being taking to improve energy efficiency and reduce carbon emissions. Cars and vans are being replaced with electric or hybrid alternatives. PV has been installed across multiple sites and further sites are being reviewed for PV and energy storage. Insulation is being increased in properties and heating systems are being upgraded to energy efficient alternatives. Camden Boss are working to deliver energy monitoring devices which can be applied to a large range of uses. Heathpatch have planted approximately 9,700 trees (2023: 17,900 trees) in the year and farming practices are being altered to help enhance soil health and capture more carbon within the soil.

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- state whether applicable accounting standards have been followed, subject to any material departures disclosed and
explained in the financial statements;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS
The auditors, Hardcastle Burton LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





G Westwood - Director


11 July 2025

Report of the Independent Auditors to the Members of
Heathpatch Limited

Opinion
We have audited the financial statements of Heathpatch Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 October 2024 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the group's and of the parent company affairs as at 31 October 2024 and of the group's profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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.

Other information
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Group 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 Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Report of the Independent Auditors to the Members of
Heathpatch Limited


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept 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 Statement of Directors' Responsibilities set out on page seven, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the 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.

Report of the Independent Auditors to the Members of
Heathpatch Limited


Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

The objectives of our audit, in respect of fraud are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and to respond appropriately to fraud or suspected fraud identification during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

Our approach was as follows:-

We obtained an understanding of the legal and regulatory frameworks that are applicable to the group and determined that the most significant frameworks which are directly relevant to specific assertions in the financial statements are those that related to the reporting framework (FRS 102 and Companies Act 2006) and the relevant tax compliance regulations that the group operates.

In addition, we concluded that there are certain significant laws and regulations which may have an effect on the determination of the amounts and disclosures in the financial statements being those relating to licencing, the environment and occupational health and safety.

We obtained an understanding to how the group is complying with those frameworks by making enquiries of management and those responsible for legal and compliance procedures. We corroborated our enquiries through our review of supporting licensing documentation.

We assessed the susceptivity of the group's financial statements to material misstatement, including how fraud might occur by meeting with management from various parts of the group to understand the systems and controls of the group. We also considered remuneration packages and the influence this has on the financial results of the company to provide reasonable assurance that the financial statements were free from fraud and error.

Based on our understanding we designed our audit procedures to identify non-compliance with such laws and regulations identified in the paragraphs above. Our procedures involved; journal entry testing; focusing on manual journals and journals indicating large or unusual transactions based on our understanding of the business; enquiries of management and focused testing in relation to revenue and management override.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Report of the Independent Auditors to the Members of
Heathpatch Limited


Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.




Denise Lindsell FCA (Senior Statutory Auditor)
for and on behalf of Hardcastle Burton LLP
Lake House
Market Hill
Royston
Hertfordshire
SG8 9JN

11 July 2025

Heathpatch Limited (Registered number: 03381606)

Consolidated
Income Statement
for the Year Ended 31 October 2024

31.10.24 31.10.24 31.10.24
Continuing Discontinued Total
Notes £    £    £   

TURNOVER 3 35,899,613 23,709,810 59,609,423
Cost of sales (29,338,136 ) (18,236,719 ) (47,574,855 )
GROSS PROFIT 6,561,477 5,473,091 12,034,568

Administrative expenses (15,487,764 ) (3,361,907 ) (18,849,671 )
(8,926,287 ) 2,111,184 (6,815,103 )

Other operating income 154,395 - 154,395
Gain/loss on revaluation of assets (203,216 ) - (203,216 )


GROUP OPERATING (LOSS)/PROFIT 5 (8,975,108 ) 2,111,184 (6,863,924 )

Share of operating loss in
Joint venture (227,112 ) - (227,112 )


Profit on sale of subsidiaries 6 11,868,501 - 11,868,501
Profit on sale of investments 6 3,892,372 - 3,892,372
6,558,653 2,111,184 8,669,837

Interest receivable and similar income 410,868 - 410,868
Interest payable and similar expenses 7 (689,339 ) (105,778 ) (795,117 )
PROFIT BEFORE TAXATION 6,280,182 2,005,406 8,285,588
Tax on profit 8 984,092 - 984,092
PROFIT FOR THE FINANCIAL YEAR 7,264,274 2,005,406 9,269,680
Profit attributable to:
Owners of the parent 9,269,680

Heathpatch Limited (Registered number: 03381606)

Consolidated
Income Statement
for the Year Ended 31 October 2024

31.10.23 31.10.23 31.10.23
Continuing Discontinued Total
Notes £    £    £   

TURNOVER 3 34,593,250 44,601,995 79,195,245
Cost of sales (27,763,503 ) (35,650,281 ) (63,413,784 )
GROSS PROFIT 6,829,747 8,951,714 15,781,461

Administrative expenses (8,748,869 ) (4,673,384 ) (13,422,253 )
(1,919,122 ) 4,278,330 2,359,208

Other operating income 154,793 - 154,793
Gain/loss on revaluation of assets 175,000 - 175,000


GROUP OPERATING (LOSS)/PROFIT 5 (1,589,329 ) 4,278,330 2,689,001

Share of operating loss in
Joint venture (204,095 ) - (204,095 )


Exceptional items 6 433,089 6,731 439,820
Profit on sale of subsidiaries 6 10,494,014 - 10,494,014
Profit on sale of investments 6 751,130 - 751,130
9,884,809 4,285,061 14,169,870

Income from fixed asset investments 223,398 - 223,398
Interest receivable and similar income 344,179 - 344,179
Interest payable and similar expenses 7 (837,493 ) (133,592 ) (971,085 )
PROFIT BEFORE TAXATION 9,614,893 4,151,469 13,766,362
Tax on profit 8 (280,104 ) (729,784 ) (1,009,888 )
PROFIT FOR THE FINANCIAL YEAR 9,334,789 3,421,685 12,756,474
Profit attributable to:
Owners of the parent 12,756,474

Heathpatch Limited (Registered number: 03381606)

Consolidated
Other Comprehensive Income
for the Year Ended 31 October 2024

31.10.24 31.10.23
Notes £    £   

PROFIT FOR THE YEAR 9,269,680 12,756,474


OTHER COMPREHENSIVE (LOSS)/INCOME
Property revaluation (1,127,230 ) 862,927
Exchange movement 9,029 (19,701 )
Income tax relating to components of other
comprehensive (loss)/income

-

-
OTHER COMPREHENSIVE
(LOSS)/INCOME FOR THE YEAR, NET
OF INCOME TAX


(1,118,201


)


843,226
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

8,151,479
Prior year adjustment 102,329
TOTAL COMPREHENSIVE INCOME
SINCE LAST ANNUAL REPORT

13,702,029

Total comprehensive income attributable to:
Owners of the parent 8,151,479 14,716,478
Non-controlling interests - (1,014,449 )
8,151,479 13,702,029

Heathpatch Limited (Registered number: 03381606)

Consolidated Statement of Financial Position
31 October 2024

31.10.24 31.10.23
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 12 (958,723 ) 1,916,709
Tangible assets 13 54,519,659 58,020,846
Investments 14
Interest in joint venture
Share of gross assets 466,782 505,433
Share of gross liabilities (212,418 ) (299,536 )
254,364 205,897
Other investments - 4,132,156
Investment property 15 11,376,662 12,409,662
65,191,962 76,685,270

CURRENT ASSETS
Stocks 16 15,965,522 14,838,122
Debtors 17 6,818,865 33,660,497
Cash at bank and in hand 13,876,234 452,529
36,660,621 48,951,148
CREDITORS
Amounts falling due within one year 18 14,526,401 31,908,613
NET CURRENT ASSETS 22,134,220 17,042,535
TOTAL ASSETS LESS CURRENT
LIABILITIES

87,326,182

93,727,805

CREDITORS
Amounts falling due after more than one
year

19

(571,702

)

(7,415,436

)

PROVISIONS FOR LIABILITIES 23 (4,063,614 ) (6,772,722 )
NET ASSETS 82,690,866 79,539,647

Heathpatch Limited (Registered number: 03381606)

Consolidated Statement of Financial Position - continued
31 October 2024

31.10.24 31.10.23
Notes £    £    £    £   
CAPITAL AND RESERVES
Called up share capital 24 22,173,625 22,173,885
Share premium 25 1,232,855 1,232,855
Investment property revaluation reserve 25 2,551,588 2,728,022
Capital redemption reserve 25 770,000 770,000
Revaluation reserve 25 19,737,525 20,864,755
Retained earnings 25 36,225,273 31,770,130
SHAREHOLDERS' FUNDS 82,690,866 79,539,647


The financial statements were approved by the Board of Directors and authorised for issue on 11 July 2025 and were signed on its behalf by:





G Westwood - Director


Heathpatch Limited (Registered number: 03381606)

Company Statement of Financial Position
31 October 2024

31.10.24 31.10.23
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 12 - -
Tangible assets 13 46,552,332 44,787,129
Investments 14 8,817,644 19,337,724
Investment property 15 11,376,661 12,409,661
66,746,637 76,534,514

CURRENT ASSETS
Stocks 16 1,537,110 1,807,306
Debtors 17 2,376,694 4,799,963
Cash at bank 13,627,611 86,889
17,541,415 6,694,158
CREDITORS
Amounts falling due within one year 18 5,886,170 8,238,987
NET CURRENT ASSETS/(LIABILITIES) 11,655,245 (1,544,829 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

78,401,882

74,989,685

CREDITORS
Amounts falling due after more than one
year

19

(27,076

)

(5,357,143

)

PROVISIONS FOR LIABILITIES 23 (4,011,415 ) (5,371,251 )
NET ASSETS 74,363,391 64,261,291

CAPITAL AND RESERVES
Called up share capital 24 22,173,625 22,173,885
Share premium 25 1,232,855 1,232,855
Investment property revaluation reserve 25 2,551,587 2,728,021
Capital redemption reserve 25 770,000 770,000
Revaluation reserve 25 19,418,448 20,545,678
Retained earnings 25 28,216,876 16,810,852
SHAREHOLDERS' FUNDS 74,363,391 64,261,291

Company's profit for the financial year 16,229,590 11,713,389

The financial statements were approved by the Board of Directors and authorised for issue on 11 July 2025 and were signed on its behalf by:





G Westwood - Director


Heathpatch Limited (Registered number: 03381606)

Consolidated Statement of Changes in Equity
for the Year Ended 31 October 2024

Investment
Called up property
share Retained Share revaluation
capital earnings premium reserve
£    £    £    £   
Balance at 1 November 2022 25,472,885 17,122,208 1,232,855 2,606,772
Prior period adjustment - 102,329 - -
As restated 25,472,885 17,224,537 1,232,855 2,606,772

Changes in equity
Reduction in share capital (3,299,000 ) - - -
Total comprehensive income - 14,545,593 - 121,250
Balance at 31 October 2023 22,173,885 31,770,130 1,232,855 2,728,022

Changes in equity
Redeemed shares (260 ) - - -
Dividends - (5,000,000 ) - -
Total comprehensive income - 9,455,143 - (176,434 )
Balance at 31 October 2024 22,173,625 36,225,273 1,232,855 2,551,588
Capital
redemption Revaluation Non-controlling Total
reserve reserve Total interests equity
£    £    £    £    £   
Balance at 1 November 2022 770,000 21,931,898 69,136,618 1,014,449 70,151,067
Prior period adjustment - - 102,329 - 102,329
As restated 770,000 21,931,898 69,238,947 1,014,449 70,253,396

Changes in equity
Reduction in share capital - - (3,299,000 ) - (3,299,000 )
Total comprehensive income - (1,067,143 ) 13,599,700 (1,014,449 ) 12,585,251
Balance at 31 October 2023 770,000 20,864,755 79,539,647 - 79,539,647

Changes in equity
Redeemed shares - - (260 ) - (260 )
Dividends - - (5,000,000 ) - (5,000,000 )
Total comprehensive income - (1,127,230 ) 8,151,479 - 8,151,479
Balance at 31 October 2024 770,000 19,737,525 82,690,866 - 82,690,866

Heathpatch Limited (Registered number: 03381606)

Company Statement of Changes in Equity
for the Year Ended 31 October 2024

Called up
share Retained Share
capital earnings premium
£    £    £   
Balance at 1 November 2022 25,472,885 3,288,643 1,232,855

Changes in equity
Reduction in share capital (3,299,000 ) - -
Total comprehensive income - 13,522,209 -
Balance at 31 October 2023 22,173,885 16,810,852 1,232,855

Changes in equity
Issue of share capital (260 ) - -
Dividends - (5,000,000 ) -
Total comprehensive income - 16,406,024 -
Balance at 31 October 2024 22,173,625 28,216,876 1,232,855
Investment
property Capital
revaluation redemption Revaluation Total
reserve reserve reserve equity
£    £    £    £   
Balance at 1 November 2022 2,606,771 770,000 21,612,821 54,983,975

Changes in equity
Reduction in share capital - - - (3,299,000 )
Total comprehensive income 121,250 - (1,067,143 ) 12,576,316
Balance at 31 October 2023 2,728,021 770,000 20,545,678 64,261,291

Changes in equity
Issue of share capital - - - (260 )
Dividends - - - (5,000,000 )
Total comprehensive income (176,434 ) - (1,127,230 ) 15,102,360
Balance at 31 October 2024 2,551,587 770,000 19,418,448 74,363,391

Heathpatch Limited (Registered number: 03381606)

Consolidated Statement of Cash Flows
for the Year Ended 31 October 2024

31.10.24 31.10.23
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 787,943 (11,455,479 )
Interest paid (511,876 ) (681,413 )
Interest element of hire purchase payments
paid

(208,513

)

(165,122

)
Finance costs paid (74,728 ) (124,550 )
Foreign exchange loss 9,029 (19,713 )
Tax paid 129,223 1,436,099
Net cash from operating activities 131,078 (11,010,178 )

Cash flows from investing activities
Purchase of intangible fixed assets (16,500 ) -
Purchase of tangible fixed assets (7,558,719 ) (5,918,768 )
Purchase of investment property (60,000 ) (327,424 )
Sale of tangible fixed assets 621,169 3,972,512
Sale of fixed asset investments 4,548,676 1,617,818
Sale of investment property 1,200,000 -
Purchase of subsidiaries (313,614 ) -
Purchase of subsidiaries (cash acquired) 351,569 -
Sale of subsidiaries 25,000,000 16,239,996
Sale of subsidiaries (cash disposed) (1,332,115 ) (1,618,462 )
Interest received 177,571 344,179
Dividends received - 223,398
Net cash from investing activities 22,618,037 14,533,249

Cash flows from financing activities
New loans in year - 4,500,000
Loan repayments in year (7,468,685 ) (8,815,674 )
New hire purchase agreements in year 3,051,367 2,576,369
Hire purchase repayments in year (2,360,004 ) (1,489,515 )
Amount introduced by directors 4,077,591 423,710
Amount withdrawn by directors (970,064 ) -
Shares redeemed (260 ) -
Loan repayments received 3,731,570 593,369
Equity dividends paid (5,000,000 ) -
Net cash from financing activities (4,938,485 ) (2,211,741 )

Increase in cash and cash equivalents 17,810,630 1,311,330
Cash and cash equivalents at beginning of
year

2

(3,934,396

)

(5,245,726

)

Cash and cash equivalents at end of year 2 13,876,234 (3,934,396 )

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Statement of Cash Flows
for the Year Ended 31 October 2024

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

31.10.24 31.10.23
£    £   
Operating (loss)/profit (6,863,924 ) 2,689,001
Depreciation charges 1,400,006 3,247,291
Loss/(profit) on disposal of fixed assets 285,865 (904,437 )
Loss/(gain) on revaluation of fixed assets 203,216 (175,000 )
Share of results from joint venture (275,579 ) (264,411 )
Exceptional items - 439,820
(5,250,416 ) 5,032,264
Decrease/(increase) in stocks 2,023,299 (1,014,256 )
Decrease/(increase) in trade and other debtors 14,763,266 (17,651,108 )
(Decrease)/increase in trade and other creditors (10,748,206 ) 2,177,621
Cash generated from operations 787,943 (11,455,479 )

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Year ended 31 October 2024
31.10.24 1.11.23
£    £   
Cash and cash equivalents 13,876,234 452,529
Bank overdrafts - (4,386,925 )
13,876,234 (3,934,396 )
Year ended 31 October 2023
31.10.23 1.11.22
£    £   
Cash and cash equivalents 452,529 1,212,393
Bank overdrafts (4,386,925 ) (6,458,119 )
(3,934,396 ) (5,245,726 )


Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Statement of Cash Flows
for the Year Ended 31 October 2024

3. ANALYSIS OF CHANGES IN NET (DEBT)/FUNDS

At 1.11.23 Cash flow At 31.10.24
£    £    £   
Net cash
Cash at bank and in hand 452,529 13,423,705 13,876,234
Bank overdrafts (4,386,925 ) 4,386,925 -
(3,934,396 ) 17,810,630 13,876,234
Debt
Finance leases (3,617,888 ) 2,742,350 (875,538 )
Debts falling due within 1 year (2,201,542 ) 2,111,542 (90,000 )
Debts falling due after 1 year (5,357,143 ) 5,357,143 -
(11,176,573 ) 10,211,035 (965,538 )
Total (15,110,969 ) 28,021,665 12,910,696

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements
for the Year Ended 31 October 2024

1. STATUTORY INFORMATION

Heathpatch Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2. ACCOUNTING POLICIES

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

The financial statements are prepared in sterling, which is the functional currency of the group.

The directors have prepared forecast profit and cash flows to October 2026 which show the group has sufficient financial headroom to continue to meet payment of liabilities as they fall due.

The company has considerable property assets and whilst it has chosen to keep some of its borrowings short term, it is nonetheless soundly based and the Directors have reasonable expectation that the company and group has adequate resources to continue in operational existence for the foreseeable future. For this reason they continue to adopt the going concern basis in preparing the accounts.

Basis of consolidation
Subsidiaries acquired during the year are consolidated using the purchase method. Their results are incorporated from the date that control passes.

Investments in joint ventures are accounted for using the gross equity method. The consolidated profit and loss account includes the group's share of the joint venture's turnover and profits.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment or the asset transferred.

Where necessary, adjustments are made to the financial statements to bring the accounting policies used into line with those used by other members of the group.

When control over a subsidiary is lost, its assets, liabilities are derecognised from the consolidated balance sheet. The fair value of the consideration received is recognised, and any retained interest in the former subsidiary is remeasured to its fair value. This retained interest is then classified appropriately as a financial asset, associate, or joint venture depending on the circumstances. A gain or loss on disposal is recognised in the profit or loss statement. This is calculated as the aggregate of the fair value of the consideration received and the fair value of any retained interest, less the carrying amount of the subsidiary’s net assets and any associated goodwill.

The financial results of the disposed subsidiary are included in the consolidated financial statements up to the date control is lost. Comparative information is not restated unless the transaction qualifies as a discontinued operation under the applicable accounting standards.

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

2. ACCOUNTING POLICIES - continued

Significant judgements and estimates
The preparation of the financial statements requires management to make judgements, estimates and assumptions which impact on the carrying amounts of assets and liabilities. Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to carrying amounts of assets and liabilities within the next financial year are addressed below.

Valuation of investment properties and freehold land and buildings
The valuation of the investment properties is on the basis of a valuation carried out by a third party specialist and directors of the group. The valuation was made on an open market basis by reference to market evidence of transaction prices and rental yields of similar properties.

The group has a policy to carry its freehold land and buildings at open market valuations which are measured in the same way.

Depreciation and residual values
Depreciation rates and methods are set using industry standards, assessment of the useful economic life and residual values of each asset class. The depreciation policies are reviewed periodically in line with estimated selling prices to ensure depreciation accurately reflects consumption of the asset.

Stock provisions
A provision for slow-moving and obsolete stock is recognised based on the number of years since the item was last purchased, or assessed individual for impairment at each reporting date. Impairment losses are recognised if the carrying amounts exceed the recoverable amounts, ie. the higher of selling prices less costs to sell and value in use.

Warranty provisions
The financial statements include warranty provisions, which are estimated based on the number of returns received in the 12 months following the date of these accounts. The total returns have been estimated at the net realisable value of each part. A provision is included when there is a legal and a constructive obligation to provide at least a 12 month warranty period to customers.

Held for hire assets
A subsidiary holds machinery for hire. The machines that are available for hire have been recognised in both stock and tangible fixed assets. The machinery held in stock is on the basis it is also available for sale, with the remainder being recognised in tangible fixed assets. The machines are assessed for impairment at each reporting date and impairment losses are recognised if their carrying amounts exceed their recoverable amounts. The recoverable amounts of the machines are determined as the higher of their selling prices less costs to sell and values in use i.e. the future net hire income. Consequently, the carrying values of machines are the same when recognised in stock as they would be in tangible fixed assets.

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

2. ACCOUNTING POLICIES - continued

Turnover
Turnover represents net invoiced sales of goods or services, excluding value added tax. The group's policy is to recognise a sale when substantively all the risks and rewards in connection with the goods or services have been passed to the buyer, or for services at the point the service is carried out. Management and mainteance income is recognised on a straight line basis over the period of provision.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Sale of energy:
Revenue from the sale of energy is recognised when all of the following conditions are satisfied:

- The company has transferred the significant risks and rewards of ownership to the buyer;

- The amount of revenue can be measured reliably;

- It is probable that the company will receive the consideration due under the transaction; and

- The costs incurred or to be incurred in respect of the transaction can be measured reliably.

Turnover represents amounts receivable for energy generated in the period net of any applicable value added tax. Any uninvoiced income is accrued in the period in which it has been generated.

Turnover in respect of contracts spanning the year end has been accounted for on a 'percentage completion basis.' The stage completion is measured by reference to volume attributed to stage of completion at the balance sheet date as a percentage of the total contract volume.

Income from the delinked payment scheme entitlements does not follow the requirements to meet cross-compliance conditions. As a result, the delinked payment income is recognised in the accounting period in which it is received.

Goodwill and negative goodwill
When the fair value of the consideration for an acquired undertaking exceeds the fair value of its separable net assets the difference is treated as purchased goodwill and is capitalised and amortised through the profit and loss account over its estimated economic life. The estimated economic life of goodwill ranges from two to ten years and is assessed on an individual basis.

Where the fair value of the separable net assets exceeds the fair value of the consideration for an acquired undertaking the difference is treated as negative goodwill and is capitalised and amortised through the profit and loss account in the period over which the non-monetary assets acquired are recovered. In the case of fixed assets this is the period over which they are depreciated, and in the case of current assets, the period over which they are sold or otherwise realised.

Goodwill is reviewed for impairment at the end of the first full financial year following the acquisition and in other periods if events or changes in circumstances indicate that carrying value may not be recoverable.

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

2. ACCOUNTING POLICIES - continued

Intangible assets
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Single payment entitlements are being amortised evenly over their estimated useful life of nil years.

Interest rate caps are being amortised evenly over their estimated useful life of nil years.

Brands and intellectual are being amortised evenly over their estimated useful life of 10 years.

Website development costs are being amortised evenly over their estimated useful life of 5 years.

Tangible fixed assets
Depreciation has been provided at the following rates in order to write off the assets over their estimated useful lives:

Freehold land and buildingsnot depreciated
Leasehold interests10% - 15% or over the term of the lease on a straight line
basis.
Fixtures and fittings15% - 25% on a straight line or reducing balance basis.
Plant and machinery5% - 33% on a straight line or reducing balance basis.
Motor vehicles15% - 33% on a straight line or reducing balance basis.
Computer equipment33% on a straight line basis.
Assets under constructionnot depreciated until construction is complete.

Freehold land and buildings used for the purpose of the trade of the company are held on the balance sheet under the revaluation model and revalued annually. Any aggregate surplus or deficit arising from changes in
market value is transferred to a revaluation reserve.

No charge has been made for depreciation on freehold buildings. This is due to the residual value of the buildings being considered to be not less than current net book value having regard to the continued refurbishment works that has occurred and that are continuing to take place in forthcoming years.

The carrying value of tangible fixed assets are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable.

Investment property
Investment properties, which are properties held to earn rentals and/or for capital appreciation, are initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently they are measured at fair value at the reporting end date. The surplus or deficit on revaluation is recognised in profit or loss.

Stocks
Stock are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow-moving stocks. Cost is calculated using the first-in, first-out method and includes all purchase, transport and handling costs in bringing stocks to their present location and condition.

Crops in store are valued at the lower of production cost and net realisable value.

Arable cultivations are valued at the estimated cost per hectare for the various acts of husbandry carried out.

The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

2. ACCOUNTING POLICIES - continued

Financial instruments
The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' of FRS 102 to all of its financial instruments except for its derivative financial instruments.

Financial instruments are recognised in the Company's statement of financial position when the Company becomes party to the contractual provisions of the instrument.

Basic financial assets
Basic financial assets, which include debtors, 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.

Basic financial liabilities
Basic financial liabilities, including creditors and loans 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.

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.

Derivative financial instruments
Derivative financial instruments are initially accounted for and measured at fair value on the date a derivative contact is entered into and subsequently measured at fair value. The gain or loss on re-measurement is taken to the profit and loss account. No adjustments are made in respect of this as these are immaterial.

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

Current or deferred taxation assets and liabilities are not discounted.

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

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

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

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Research and development
Expenditure on research and development is written off in the year in which it is incurred.

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

2. ACCOUNTING POLICIES - continued

Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Foreign currency assets and liabilities of group companies are translated into sterling at the rates of exchange ruling at the balance sheet date. The trading results of overseas subsidiaries and associated undertakings are translated at the average exchange rate ruling during the year, with the adjustment between average rates and the rates ruling at the balance sheet date being taken to reserves. The value of group's goodwill and negative goodwill in respect of overseas subsidiaries are translated at the closing rate to match the underlying assets which are also translated at this rate. The difference arising on the restatement of the opening assets, liabilities, goodwill and negative goodwill of overseas subsidiary undertakings, are dealt with as adjustments to reserves. All other exchange differences are dealt with in the profit and loss account. Where exchange differences relate to net borrowing, the charge or credit is included in interest payable. Other exchange differences arising through trading in overseas markets are included in operating profit.

Hire purchase and leasing commitments
Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability.

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

Investments
Investments in subsidiary and associated undertakings in the parent company's accounts are stated at cost less provision for impairment.

Investments in joint ventures and unlisted investments in the parent company's accounts are stated at cost less provision for impairment.

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

2. ACCOUNTING POLICIES - continued

Government grants
In the year ended 31 October 2024, grants were obtained under the countryside stewardship scheme relating to capital expenditure carried out on a track. The cashflows from this grants were accrued in accordance with section 24 of FRS 102 and are to be recognised under deferred income. The grant will be released in line with the depreciation policy of the related expenditure.

During the year, a grant was also received under the sustainable farming incentive in respect of costs for the 2025 harvest. This cashflow has been recognised under deferred income and will be released in line with the matching principle during the next financial year when the costs are incurred.

Income receivable under the EU Single Payment scheme is not recognised as income until the point at which the following criteria are both met:

- A valid application form has been submitted and accepted by the Rural Payments Agency and
- The relevant land has been eligible for the entire calendar year to 31 December.

The subsidy income received from the government changed on 1 January 2024, to the delinked payment scheme. The new subsidy income is delinked from the requirement to meet cross-compliance conditions. The delinked payment income is recognised on receipt.

Government grants on capital expenditure are credited to a deferred account and are released to revenue over the expected useful life of the relevant asset by equal annual instalments.

3. TURNOVER

The turnover and profit before taxation are attributable to the principal activities of the group.

An analysis of turnover by class of business is given below:

31.10.24 31.10.23
£    £   
Farming & estate 4,008,349 3,966,803
Sale of wholesale goods/parts 16,560,925 19,493,041
Electrical components 12,053,121 9,576,760
Hospitality and brewery 3,277,219 2,711,971
Renewable energy 23,709,809 43,446,670
59,609,423 79,195,245

An analysis of turnover by geographical market is given below:

31.10.24 31.10.23
£    £   
UK 54,208,783 71,622,202
Europe & EU 4,241,513 6,074,640
Rest of the world 1,159,127 1,498,403
59,609,423 79,195,245

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

4. EMPLOYEES AND DIRECTORS
31.10.24 31.10.23
£    £   
Wages and salaries 14,024,887 14,260,156
Social security costs 1,018,942 1,427,650
Other pension costs 397,125 671,242
15,440,954 16,359,048

The average number of employees during the year was as follows:
31.10.24 31.10.23

Farm & estate staff 19 19
Sales staff 20 18
Senior management and office staff 108 87
Production/site staff 336 308
483 432

31.10.24 31.10.23
£    £   
Directors' remuneration 487,617 303,516
Directors' pension contributions to money purchase schemes 64,029 146,571

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

Defined benefit schemes 2 1

Information regarding the highest paid director is as follows:
31.10.24 31.10.23
£    £   
Emoluments etc 391,284 183,571
Pension contributions to money purchase schemes 61,328 133,870

5. OPERATING (LOSS)/PROFIT

The operating loss (2023 - operating profit) is stated after charging/(crediting):

31.10.24 31.10.23
£    £   
Hire of plant and machinery 27,962 1,051,080
Other operating leases 618,752 182,213
Depreciation - owned assets 1,496,481 1,049,639
Depreciation - assets on hire purchase contracts 355,478 688,692
Profit on disposal of fixed assets (58,091 ) (345,202 )
Goodwill amortisation (538,805 ) 1,506,785
Patents and licences amortisation 1,240 -
Other intangibles amortisation 3,753 2,174
Auditors' remuneration 52,000 49,500
Auditors' remuneration for non audit work 4,000 11,935
Auditors' remuneration - other services 94,750 99,500
Foreign exchange differences 33,607 (17,869 )
Operating lease rental income 687,521 680,503

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

6. EXCEPTIONAL ITEMS
31.10.24 31.10.23
£    £   
Exceptional items - 439,820
Profit on sale of subsidiaries 11,868,501 10,494,014
Profit on sale of investments 3,892,372 751,130
15,760,873 11,684,964

On 25 July 2024 the group disposed of its shareholding in a subsidiary company resulting in a profit of £11,868,501, see note 30.

Also on 25 July 2024 the group disposed of its minority shareholding in a fixed asset investment resulting in a profit of £3,892,372.

During the prior year a subsidiary company continued to move its productions to a new site. This resulted in costs amounting to £119,415 which has been included in exceptional items above.

During the prior year there was also a grant of a 125 year lease. This the resulted in a profit on the disposal of land of £559,235 which has been included in exceptional items above.

On 23 December 2022 the group disposed of its shareholding in a subsidiary company resulting in a profit of £10,494,014.

On 25 October 2023 the group made a profit of £751,130 on the agreed sale of a trade investment in an unlisted trading company.

7. INTEREST PAYABLE AND SIMILAR EXPENSES
31.10.24 31.10.23
£    £   
Bank interest 112,883 169,285
Bank loan interest 392,324 450,978
Other loan interest 6,669 61,150
Hire purchase interest 208,513 165,122
Bank charges 74,728 124,550
795,117 971,085

8. TAXATION

Analysis of the tax (credit)/charge
The tax (credit)/charge on the profit for the year was as follows:
31.10.24 31.10.23
£    £   
Current tax:
Foreign tax - 3,294

Deferred tax - current (984,092 ) 1,006,594
Tax on profit (984,092 ) 1,009,888

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

8. TAXATION - continued

Reconciliation of total tax (credit)/charge included in profit and loss
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

31.10.24 31.10.23
£    £   
Profit before tax 8,285,588 13,766,362
Profit multiplied by the standard rate of corporation tax in the UK of 25 %
(2023 - 22.520 %)

2,071,397

3,100,185

Effects of:
Expenses not deductible for tax purposes 5,494,310 518,725
Income not taxable for tax purposes (9,522,334 ) (2,551,929 )
Utilisation of tax losses - (196,037 )
Adjustments to tax charge in respect of previous periods - 9,000
Deferred tax due to change in rate - 82,326
Super deduction - (24,134 )
Research and development enhanced expenditure (55,683 ) (43,455 )
Deferred tax not recognised in subsidiaries 444,830 76,021
Loss carried forward 1,052,388 42,687
Foreign tax - (3,501 )
Profit of subsidiaries disposed during the year (469,000 ) -
Total tax (credit)/charge (984,092 ) 1,009,888

Tax effects relating to effects of other comprehensive income

31.10.24
Gross Tax Net
£    £    £   
Property revaluation (1,127,230 ) - (1,127,230 )
Exchange movement 9,029 - 9,029
(1,118,201 ) - (1,118,201 )

31.10.23
Gross Tax Net
£    £    £   
Property revaluation 862,927 - 862,927
Exchange movement (19,701 ) - (19,701 )
Loss on sale of minority interest
843,226 - 843,226

At the year end, the group had UK tax losses of £14.3m (2023: £4.56m).

9. INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.


Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

10. DIVIDENDS

31.10.24 31.10.23
£ £
Voting ordinary 1p shares 4,701,860 -
Voting ordinary deferred 1p shares 297,493 -
Voting redeemable preference £1.00 shares 'B' 647 -
5,000,000 -

11. PRIOR PERIOD ADJUSTMENT

For the year ended 31 October 2022 a prior year adjustment was made in a subsidiary due to the previous omission of transport and duty costs of stock items. As a result the opening retained earnings for 31 October 2023 increased by £102,329, as shown in the statement of other comprehensive income.

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

12. INTANGIBLE FIXED ASSETS

Group
Goodwill Negative Net
goodwill goodwill

£ £ £
COST
At 1 November 2023 6,285,279 (54,801 ) 6,230,478
Additions - (1,691,484 ) (1,691,484 )
Disposals (2,391,013 ) 54,664 (2,336,349 )
At 31 October 2024 3,894,266 (1,691,621 ) 2,202,645
AMORTISATION
At 1 November 2023 4,372,470 (54,801 ) 4,317,669
Charge for year 179,329 (718,134 ) (538,805 )
On disposals (657,533 ) 54,664 (602,869 )
At 31 October 2024 3,894,266 (718,271 ) 3,175,995
NET BOOK VALUE
At 31 October 2024 - (973,350 ) (973,350 )
At 31 October 2023 1,912,809 - 1,912,809

Other
intangibles Totals
£ £
COST
At 1 November 2023 204,603 6,435,081
Additions 16,500 (1,674,984 )
Disposals (2,998 ) (2,339,347 )
At 31 October 2024 218,105 2,420,750
AMORTISATION
At 1 November 2023 200,703 4,518,372
Charge for year 4,993 (533,812 )
On disposals (2,224 ) (605,093 )
At 31 October 2024 203,472 3,379,467
NET BOOK VALUE
At 31 October 2024 14,633 (958,717 )
At 31 October 2023 3,900 1,916,709

Included in the above is negative goodwill that arose on the acquisition of Cogent Technology Limited (see note 31). At the year end the balance of negative goodwil relating to this was £973,350.

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

13. TANGIBLE FIXED ASSETS

Group
Freehold Assets
land and Leasehold under
buildings improvements construction
£    £    £   
COST OR VALUATION
At 1 November 2023 47,066,957 1,021,849 85,995
Additions 3,587,583 - -
Disposals (40,000 ) (91,228 ) -
Acquisitions - 325,496 -
Impairments (1,502,973 ) - -
Exchange differences - - -
Reclassification/transfer (368,216 ) - -
At 31 October 2024 48,743,351 1,256,117 85,995
DEPRECIATION
At 1 November 2023 - 203,335 23,191
Charge for year - 148,464 180
Eliminated on disposal - (46,885 ) -
Acquisitions - 130,744 -
Impairments - - 62,624
At 31 October 2024 - 435,658 85,995
NET BOOK VALUE
At 31 October 2024 48,743,351 820,459 -
At 31 October 2023 47,066,957 818,514 62,804

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

13. TANGIBLE FIXED ASSETS - continued

Group

Fixtures
Plant and and Motor
machinery fittings vehicles Totals
£    £    £    £   
COST OR VALUATION
At 1 November 2023 11,911,322 433,990 6,532,222 67,052,335
Additions 1,529,816 97,380 2,343,940 7,558,719
Disposals (5,751,625 ) (253,753 ) (7,357,504 ) (13,494,110 )
Acquisitions 1,389,931 545,478 - 2,260,905
Impairments - - - (1,502,973 )
Exchange differences (132 ) - - (132 )
Reclassification/transfer - - - (368,216 )
At 31 October 2024 9,079,312 823,095 1,518,658 61,506,528
DEPRECIATION
At 1 November 2023 5,863,153 196,154 2,745,656 9,031,489
Charge for year 972,110 61,257 669,948 1,851,959
Eliminated on disposal (2,642,661 ) (165,895 ) (2,690,777 ) (5,546,218 )
Acquisitions 1,005,206 431,830 - 1,567,780
Impairments 19,235 - - 81,859
At 31 October 2024 5,217,043 523,346 724,827 6,986,869
NET BOOK VALUE
At 31 October 2024 3,862,269 299,749 793,831 54,519,659
At 31 October 2023 6,048,169 237,836 3,786,566 58,020,846

Included in cost or valuation of Freehold land and buildings is freehold land of £37,367,000 (2023 - £37,085,000) which is not depreciated.

Cost or valuation at 31 October 2024 is represented by:

Freehold Assets
land and Leasehold under
buildings improvements construction
£    £    £   
Valuation in 2024 23,940,612 - -
Cost 24,802,739 1,256,117 85,995
48,743,351 1,256,117 85,995

Fixtures
Plant and and Motor
machinery fittings vehicles Totals
£    £    £    £   
Valuation in 2024 - - - 23,940,612
Cost 9,079,312 823,095 1,518,658 37,565,916
9,079,312 823,095 1,518,658 61,506,528

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

13. TANGIBLE FIXED ASSETS - continued

Group

If freehold land and buildings had not been revalued they would have been included at the following historical cost:

31.10.24 31.10.23
£    £   
Cost 24,802,739 19,320,751

Value of land in freehold land and buildings 48,743,351 47,066,957

During the year £368,216 (2023: £300,000) was transferred out of freehold land and buildings to investment properties.

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:
Plant and Motor
machinery vehicles Totals
£    £    £   
COST OR VALUATION
At 1 November 2023 5,008,222 4,885,751 9,893,973
Additions 1,587,475 513,678 2,101,153
Disposals (3,228,992 ) (4,471,956 ) (7,700,948 )
Acquisitions 143,254 - 143,254
Transfer to ownership (2,413,340 ) (190,086 ) (2,603,426 )
At 31 October 2024 1,096,619 737,387 1,834,006
DEPRECIATION
At 1 November 2023 1,948,551 1,960,225 3,908,776
Charge for year 184,494 170,984 355,478
Eliminated on disposal (734,795 ) (1,856,194 ) (2,590,989 )
Acquisitions 38,010 - 38,010
Transfer to ownership (1,083,662 ) (120,925 ) (1,204,587 )
At 31 October 2024 352,598 154,090 506,688
NET BOOK VALUE
At 31 October 2024 744,021 583,297 1,327,318
At 31 October 2023 3,059,671 2,925,526 5,985,197

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

13. TANGIBLE FIXED ASSETS - continued

Company
Freehold
land and Plant and Motor
buildings machinery vehicles Totals
£    £    £    £   
COST OR VALUATION
At 1 November 2023 44,023,354 1,781,566 117,191 45,922,111
Additions 3,568,553 193,888 - 3,762,441
Disposals - (23,905 ) - (23,905 )
Impairments (1,502,973 ) - - (1,502,973 )
Reclassification/transfer (368,216 ) - - (368,216 )
At 31 October 2024 45,720,718 1,951,549 117,191 47,789,458
DEPRECIATION
At 1 November 2023 - 1,065,090 69,892 1,134,982
Charge for year - 109,755 11,824 121,579
Eliminated on disposal - (19,435 ) - (19,435 )
At 31 October 2024 - 1,155,410 81,716 1,237,126
NET BOOK VALUE
At 31 October 2024 45,720,718 796,139 35,475 46,552,332
At 31 October 2023 44,023,354 716,476 47,299 44,787,129

Included in cost or valuation of Freehold land and buildings is freehold land of £37,137,000 (2023 - £36,855,000) which is not depreciated.

Cost or valuation at 31 October 2024 is represented by:

Freehold
land and Plant and Motor
buildings machinery vehicles Totals
£    £    £    £   
Valuation in 2024 23,774,291 - - 23,774,291
Cost 21,946,427 1,951,549 117,191 24,015,167
45,720,718 1,951,549 117,191 47,789,458

If freehold land and buildings had not been revalued they would have been included at the following historical cost:

31.10.24 31.10.23
£    £   
Cost 21,946,427 16,751,470

Value of land in freehold land and buildings 45,720,718 44,023,354

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

13. TANGIBLE FIXED ASSETS - continued

Company

The company and group's freehold land and buildings were revalued as at 31 October 2024 by professional valuers registered with the Royal Institute of Chartered Surveyors (RICS). The valuations were undertaken to give an assessment of the market values at the year end, but due to the high level of uncertainty present in the general property market they have stated that the valuation cannot be relied upon. As a result, the valuations reported in the financial statements should be viewed with a higher degree of caution. Discussions with our valuers have concluded that the uncertainties are not considered material.

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:
Plant and
machinery
£   
COST OR VALUATION
At 1 November 2023 164,000
Transfer to ownership (164,000 )
At 31 October 2024 -
DEPRECIATION
At 1 November 2023 57,635
Charge for year 15,955
Transfer to ownership (73,590 )
At 31 October 2024 -
NET BOOK VALUE
At 31 October 2024 -
At 31 October 2023 106,365

14. FIXED ASSET INVESTMENTS

Group Company
31.10.24 31.10.23 31.10.24 31.10.23
£    £    £    £   
Shares in group undertakings - - 5,819,602 13,073,984
Loans to group undertakings - - 2,998,042 2,131,584
Participating interests 254,364 205,897 - -
Other investments not loans - 633,882 - 633,882
Other loans - 3,498,274 - 3,498,274
254,364 4,338,053 8,817,644 19,337,724

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

14. FIXED ASSET INVESTMENTS - continued

Additional information is as follows:

Group
Interest
in joint Unlisted
venture investments Totals
£    £    £   
COST
At 1 November 2023 205,897 633,882 839,779
Disposals - (633,882 ) (633,882 )
Impairment 48,467 - 48,467
At 31 October 2024 254,364 - 254,364
NET BOOK VALUE
At 31 October 2024 254,364 - 254,364
At 31 October 2023 205,897 633,882 839,779
Company
Shares in
group Unlisted
undertakings investments Totals
£    £    £   
COST
At 1 November 2023 13,073,984 633,882 13,707,866
Disposals (3,044,000 ) (633,882 ) (3,677,882 )
Impairment (4,210,382 ) - (4,210,382 )
At 31 October 2024 5,819,602 - 5,819,602
NET BOOK VALUE
At 31 October 2024 5,819,602 - 5,819,602
At 31 October 2023 13,073,984 633,882 13,707,866

The group or the company's investments at the Statement of Financial Position date in the share capital of companies include the following:

Subsidiary


Company Country of
incorporation
Class Shares
held %
Principal activity

KW Holdings Limited England and
Wales
Ordinary 100 Intermediate holding company
Camden Boss Limited* England and
Wales
Ordinary 100 Design, manufacture and distribution
of electrical components
I4Innovation Limited* England and
Wales
Ordinary 100 Dormant
Rimer-Alco Limited* England and
Wales
Ordinary 100 Dormant

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

14. FIXED ASSET INVESTMENTS - continued
Nuwco Limited* England and
Wales
Ordinary 100 Dormant
Boss Enclosures Limited * England and
Wales
Ordinary 100 Dormant
Camden Electronics (Hong
Kong) Limited *
Hong Kong Ordinary 100 Design, manufacture and distribution
of electrical components
Boxon Composting Limited * England and
Wales
Ordinary 100 Dissolved post year end
Global Machinery Solutions
Limited
England and
Wales
Ordinary 100 Sourcing and trading in equipment
and machinery to be used in the
recycling industry and repair and
maintenance of the same

Corner Energy Limited
England and
Wales

Ordinary

100

Dissolved post year end
Stafford Renewables
Limited
England and
Wales

Ordinary

100

Dissolved post year end
GRS Recycling Machinery
Limited *
Republic of
Ireland

Ordinary

100

Sale of recycling machinery

Material Change AD Limited
England and
Wales

Ordinary

100

In process of dissolution

Agroco Farms Limited
England and
Wales

Ordinary

100

Dissolved post year end

Mauldons Limited
England and
Wales

Ordinary

100

Dormant

Nedging Hall Estate Limited
England and
Wales

Ordinary

100

Brewery and hospitality

Cogent Technology Ltd*
England and
Wales

Ordinary

100

Manufacturing of electronic products

* denotes investment held indirectly

Agroco Farms Limited (registered in England and Wales under company number 11449673) is exempt from the requirement to have its financial statements audited under section 479A of the UK Companies Act 2006.

The results of all of the above companies are appropriately included in the consolidated accounts and are therefore not separately shown.

On 25 July 2024 the group sold its 100% shareholding in Material Change Limited and Pedersen Contracting Services Limited (see note 32).

Joint venture

Brett Vale Farming Company Limited
Registered office: Dairy Farm Office, Dairy Road, Semer, United Kingdom, IP7 6RA
Nature of business: Farm contracting
%
Class of shares: holding
Ordinary 50.00


Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

14. FIXED ASSET INVESTMENTS - continued
Group
Other
loans
£   
At 1 November 2023 3,498,274
New in year 233,297
Repayment in year (3,731,571 )
At 31 October 2024 -

Company
Loans to
group Other
undertakings loans Totals
£    £    £   
At 1 November 2023 2,131,584 3,498,274 5,629,858
New in year 6,027,150 233,297 6,260,447
Repayment in year (794,999 ) (3,731,571 ) (4,526,570 )
Loan waiver (4,365,693 ) - (4,365,693 )
At 31 October 2024 2,998,042 - 2,998,042

15. INVESTMENT PROPERTY

Group
Total
£   
FAIR VALUE
At 1 November 2023 12,409,662
Additions 60,000
Disposals (1,258,000 )
Impairments (203,216 )
Transfer 368,216
At 31 October 2024 11,376,662
NET BOOK VALUE
At 31 October 2024 11,376,662
At 31 October 2023 12,409,662

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

15. INVESTMENT PROPERTY - continued

Group

Fair value at 31 October 2024 is represented by:
£
Valuation in 2024 2,982,122
Cost 8,394,540
11,376,662

The company and group's investment properties were revalued as at 31 October 2024 by a combination of a report provided by professional valuers registered with the Royal Institute of Chartered Surveyors (RICS), and where a professional evaluation has not been undertaken, by the directors on an open market basis using their knowledge and market data. The valuations were undertaken to give an assessment of the market values at the year end, but due to the high level of uncertainty present in the general property market they have stated that the valuation cannot be relied upon. As a result, the valuations reported in the financial statements should be viewed with a higher degree of caution. Discussions with our valuers have concluded that the uncertainties are not considered material.

Company
Total
£   
FAIR VALUE
At 1 November 2023 12,409,661
Additions 60,000
Disposals (1,258,000 )
Impairments (203,216 )
Transfer 368,216
At 31 October 2024 11,376,661
NET BOOK VALUE
At 31 October 2024 11,376,661
At 31 October 2023 12,409,661

Fair value at 31 October 2024 is represented by:
£
Valuation in 2024 2,982,121
Cost 8,394,540
11,376,661

Investment properties were valued by a combination of valuations received from an independent firm of chartered surveyors and the directors on an open market basis on 31 October 2024.

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

16. STOCKS

Group Company
31.10.24 31.10.23 31.10.24 31.10.23
£    £    £    £   
Raw materials 4,730,481 2,669,703 1,537,110 1,807,306
Work-in-progress 344,004 105,368 - -
Finished goods 10,891,037 12,063,051 - -
15,965,522 14,838,122 1,537,110 1,807,306

Included within stock are items with a cost of £241,443 (2023 - £728,699) secured against finance agreements.

17. DEBTORS

Group Company
31.10.24 31.10.23 31.10.24 31.10.23
£    £    £    £   
Amounts falling due within one year:
Trade debtors 3,535,613 28,330,486 334,306 4,119,793
Amounts owed by group undertakings - - 78,176 151,862
Other debtors 1,177,898 2,787,747 306,635 316,469
Directors' current accounts 970,064 - 970,064 -
Corporation tax debtor 884 133,231 - -
VAT - - 87,582 -
Prepayments and accrued income 1,134,406 2,009,033 599,931 211,839
6,818,865 33,260,497 2,376,694 4,799,963

Amounts falling due after more than one year:
Other debtors - 400,000 - -

Aggregate amounts 6,818,865 33,660,497 2,376,694 4,799,963

18. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
31.10.24 31.10.23 31.10.24 31.10.23
£    £    £    £   
Bank loans and overdrafts (see note 20) - 5,088,467 - 4,883,980
Other loans (see note 20) 90,000 1,500,000 90,000 1,500,000
Hire purchase contracts (see note 21) 359,116 1,559,595 - 32,684
Trade creditors 4,380,729 17,647,676 426,737 424,339
Amounts owed to joint ventures 130,713 5,080 130,713 5,080
Tax - 3,124 84 84
Social security and other taxes 367,063 588,159 14,424 20,325
VAT 551,738 991,682 - 54,620
Other creditors 1,851,861 1,091,007 72,435 155,081
Directors' current accounts 4,686,833 609,242 4,686,833 609,242
Accruals and deferred income 2,094,471 2,824,581 463,010 553,552
Deferred government grants 13,877 - 1,934 -
14,526,401 31,908,613 5,886,170 8,238,987

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

19. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR

Group Company
31.10.24 31.10.23 31.10.24 31.10.23
£    £    £    £   
Bank loans (see note 20) - 5,357,143 - 5,357,143
Hire purchase contracts (see note 21) 516,422 2,058,293 - -
Deferred government grants 55,280 - 27,076 -
571,702 7,415,436 27,076 5,357,143

20. LOANS

An analysis of the maturity of loans is given below:

Group Company
31.10.24 31.10.23 31.10.24 31.10.23
£    £    £    £   
Amounts falling due within one year or on demand:
Bank overdrafts - 4,386,925 - 4,669,694
Bank loans - 701,542 - 214,286
Other loans 90,000 1,500,000 90,000 1,500,000
90,000 6,588,467 90,000 6,383,980
Amounts falling due between one and two years:
Bank loans - 1-2 years - 3,214,286 - 3,214,286
Amounts falling due between two and five years:
Bank loans - 2-5 years - 2,142,857 - 2,142,857

21. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group
Hire purchase contracts
31.10.24 31.10.23
£    £   
Net obligations repayable:
Within one year 359,116 1,559,595
Between one and five years 516,422 2,058,293
875,538 3,617,888

Company
Hire purchase contracts
31.10.24 31.10.23
£    £   
Net obligations repayable:
Within one year - 32,684

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

21. LEASING AGREEMENTS - continued

Group
Non-cancellable operating leases
31.10.24 31.10.23
£    £   
Within one year 575,075 701,973
Between one and five years 1,000,872 1,986,484
In more than five years 628,606 1,277,422
2,204,553 3,965,879

During the prior year, the group entered into a lease agreement to rent a group of residential properties. Under the conditions of the lease, the group is required to undertake certain repair works to the properties. It is estimated that the cost of these repairs is in the region of £49,600. By the end of 31 October 2024, this work was in progress and the deadline to complete it is 30 September 2025.

Company
Non-cancellable operating leases
31.10.24 31.10.23
£    £   
Within one year 65,316 72,566
Between one and five years 261,264 261,264
In more than five years 228,606 293,922
555,186 627,752

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

22. SECURED DEBTS

The following secured debts are included within creditors:

Group Company
31.10.24 31.10.23 31.10.24 31.10.23
£    £    £    £   
Bank overdraft - 4,386,925 - 4,669,694
Bank loans - 6,058,685 - 5,571,429
Hire purchase contracts 875,538 3,617,888 - 32,684
875,538 14,063,498 - 10,273,807

The bank borrowings are secured by legal charges over land owned by the group in England and by a debenture over the assets of Heathpatch Limited. There is also a second charge over assets owned by a director. This charge has been released after the year end. All charges are registered at Companies House.

Heathpatch Limited has given a cross guarantee and debenture between Global Machinery Solutions Limited and Camden Boss Limited dated 15 September 2020 to Barclays Bank Plc.

The group has entered into a Composite Accounting Agreement with an unlimited guarantee to Barclays Bank Plc dated 19 February 2021. The participating companies in the guarantee are: Heathpatch Limited, Global Machinery Solutions Limited, Nedging Hall Estate Limited, and Camden Boss Limited. The agreement allows for interest to be set off and debit balances to be used in reducing liabilities within the Composite Accounting System.

On 20 September 2023, Heathpatch Limited granted a 125 year lease over certain parcels of land. A charge over this land is registered at Companies House in favour of the tenant under charge code 0338 1606 0028). This gives certain rights to the tenant in the event of a default. Furthermore, Heathpatch Limited entered into a S106 agreement in conjunction with the tenant in respect of this land.

After the year end on 10 April 2025, Heathpatch Ltd became a guarantor for a manufacturing agreement entered into by Cogent Technology Ltd, a subsidiary company. From the date of the agreement, Heathpatch Ltd is liable for any overdue debts and breaches in the agreement.

23. PROVISIONS FOR LIABILITIES

Group Company
31.10.24 31.10.23 31.10.24 31.10.23
£    £    £    £   
Deferred tax
Accelerated capital allowances 136,193 1,507,106 135,518 127,219
Freehold property revaluations 4,170,198 4,751,944 4,177,037 4,758,783
Investment property revaluations 437,941 575,942 378,903 516,904
Other timing differences (680,718 ) (62,270 ) (680,043 ) (31,655 )
4,063,614 6,772,722 4,011,415 5,371,251

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

23. PROVISIONS FOR LIABILITIES - continued

Group
Deferred
tax
£   
Balance at 1 November 2023 6,772,722
Charge to income statement (984,092 )
Charge to revaluation reserve (1,725,016 )
Balance at 31 October 2024 4,063,614

Company
Deferred
tax
£   
Balance at 1 November 2023 5,371,251
Charge to income statement (984,092 )
Charge to revaluation reserve (375,744 )
Balance at 31 October 2024 4,011,415

24. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number

Class
Nominal
Value

31.10.24

31.10.23

1,818,260,930 Ordinary 1p £18,182,609 £18,182,609
126,305,522 Ordinary B 1p £1,263,055 £1,263,055
114,188,052 Ordinary C 1p £1,141,881 £1,141,881
130,260,000 Deferred 1p £1,302,600 £1,302,600
283,480 Voting Preference B £1 £283,480 £283,740
£22,173,625 £22,173,885

Ordinary shares rank pari passu in all respects carrying full rights and entitlements to a dividend. Ordinary deferred shares rank pari passu in all respects carrying full rights and entitlements to a dividend. Voting preference B shares are each entitled to one vote and hold no dividend rights.

During the year, 260 Voting Redeemable Preference Shares B were redeemed at £1 per share. The shares were cancelled on redemption.

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

25. RESERVES

Group
Investment
property
Retained Share revaluation
earnings premium reserve
£    £    £   

At 1 November 2023 31,770,130 1,232,855 2,728,022
Profit for the year 9,269,680
Dividends (5,000,000 )
Property revaluation 116,847 - (116,847 )
Transfer 59,587 - (59,587 )
Exchange differences 9,029 - -
At 31 October 2024 36,225,273 1,232,855 2,551,588

Group
Capital
redemption Revaluation
reserve reserve Totals
£    £    £   

At 1 November 2023 770,000 20,864,755 57,365,762
Profit for the year 9,269,680
Dividends (5,000,000 )
Property revaluation - (1,127,230 ) (1,127,230 )
Exchange differences - - 9,029
At 31 October 2024 770,000 19,737,525 60,517,241

Company
Investment
property
Retained Share revaluation
earnings premium reserve
£    £    £   

At 1 November 2023 16,810,852 1,232,855 2,728,021
Profit for the year 16,229,590
Dividends (5,000,000 )
Property revaluation 116,847 - (116,847 )
Transfer 59,587 - (59,587 )
At 31 October 2024 28,216,876 1,232,855 2,551,587

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

25. RESERVES - continued

Company
Capital
redemption Revaluation
reserve reserve Totals
£    £    £   

At 1 November 2023 770,000 20,545,678 42,087,406
Profit for the year 16,229,590
Dividends (5,000,000 )
Property revaluation - (1,127,230 ) (1,127,230 )
At 31 October 2024 770,000 19,418,448 52,189,766


26. PENSION COMMITMENTS

The group operates defined contribution pension schemes. The assets of the schemes are held separately from those of the companies in an independently administered fund. The pension cost charge represents contributions payable by the group to the fund and amounted to £535,858 (2023 - £671,243). The pension contributions outstanding at the year end amounted to £45,701 (2023 - £229,664).

27. CAPITAL COMMITMENTS
31.10.24 31.10.23
£    £   
Contracted but not provided for in the
financial statements 2,564,170 1,723,191

This amount relates to 216.94 acres of land purchased in November 2024 for £2,564,170. A deposit of £271,000 is included in prepayments.

28. DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

At 31 October 2024 a total of £970,064 (2023: £Nil) was owed from the directors of the company. The largest value of the loan during the year was £970,064 (2023: £Nil). During the year this had interest charged of £5,780 (2023: £Nil). The amount is due for repayment by 31 July 2025.

29. RELATED PARTY DISCLOSURES

Entities under common directorships
31.10.24 31.10.23
£    £   
Loan interest received 185,669 292,510
Amount due from related party - 3,566,565

Other related parties
31.10.24 31.10.23
£    £   
Sales 72,497 116,777
Sale of asset 200,000 -
Purchases 95,283 93,546
Amount due from related party 67,138 30,043

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

29. RELATED PARTY DISCLOSURES - continued

The sale of asset relates to £200,000 of proceeds from the sale of a commercial property to a director which had been held at a valuation of £250,000.

As at 31 October 2024 a total of £4,686,833 (2023 - £609,242) was due to the directors of the company and this is repayable on demand. This had interest charged of £6,669 (2023: £Nil) during the year.

Guarantees and commitments with related parties are detailed in the Secured Debts note 22 to these accounts.

Details of the remuneration paid to key management is detailed in note 4.

30. ULTIMATE CONTROLLING PARTY

The company is controlled by the following shareholders who together own 100% of the company's issued share capital-

The Hadley Settlement
The Barnet Trust
Mr J K Buckle
Gill Buckle UK Grandchildren's Trust
Jacamar Holdings Limited
The Stone Settlement

The trustees of the above settlements have powers under a common shareholders' agreement and in the opinion of the directors, there is no one controlling party.

31. ACQUISITION OF SUBSIDIARY UNDERTAKING

On 18 January 2024 the Group acquired 90% of the issued share capital of Cogent Technology Limited. The total cost was £283,464. The subsidiary companies have been accounted for using the acquisition method of accounting from the date of acquisition.

Subsequently on 11 October 2024, the group acquired the remaining 10% of the issued share capital of Cogent Technology Limited for a cost of £30,150. The total cost of acquiring 100% of the share capital was £313,614.

The assets and liabilities acquired in the subsidiary undertaking include:
Book Fair value
value to group
£    £   
Tangible fixed assets 693,124 693,124
Stock 3,207,712 3,207,712
Debtors 58,313 58,313
Cash 351,569 351,569
Creditors (2,705,620 ) (2,305,620 )
1,605,098 2,005,098
Goodwill (1,291,484 ) (1,691,484 )
Total consideration 313,614 313,614

Heathpatch Limited (Registered number: 03381606)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 October 2024

32. DISPOSAL OF GROUP UNDERTAKING

On 25 July 2024 the group disposed of its majority shareholding in Material Change Limited and its subsidiary, Pedersen Contracting Services Limited. The subsidiary companies were accounted for using the acquisition method of accounting. The results of these subsidiaries have been presented as discontinued operations on the Income statement.

The assets and liabilities disposed in the subsidiary undertaking include:

£    £   
Proceeds on disposal 25,000,000

Less:
Tangible fixed assets 7,099,766
Stock 57,012
Debtors 12,974,396
Cash 1,332,115
Creditors (8,774,036 )
Deferred tax provision (1,349,272 )
Net assets on disposal (11,339,981 )

Goodwill (1,733,485 )
Legal fees (58,033 )
Consolidated profit on sale 11,868,501