REGISTERED NUMBER: 13230286 (England and Wales)

Unaudited Financial Statements for the Year Ended 31 December 2024

for

Restorate (Holdings) Ltd

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

DIRECTORS:

W R Mitchell

S G Mitchell

REGISTERED OFFICE:

Unit 1 Springfield Farm

Perrotts Brook

Cirencester

Gloucestershire

GL7 7DT

REGISTERED NUMBER:

13230286 (England and Wales)

ACCOUNTANTS:

Verinder Powell Associates Ltd

Suite 5 Corum 2

Corum Office Park

Crown Way

Warmley

Bristol

BS30 8FJ

FIXED ASSETS

Investments

4

833,620

833,620

CURRENT ASSETS

Debtors

5

2,216

2,614

CREDITORS

Amounts falling due within one year

6

318,351

290,774

NET CURRENT LIABILITIES

(316,135

)

(288,160

)

TOTAL ASSETS LESS CURRENT LIABILITIES

517,485

545,460

CREDITORS

Amounts falling due after more than one year

7

340,005

422,232

NET ASSETS

177,480

123,228

CAPITAL AND RESERVES

Called up share capital

1,000

1,000

Retained earnings

176,480

122,228

177,480

123,228

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2024.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2024 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 10 September 2025 and were signed on its behalf by:

S G Mitchell - Director

1.	STATUTORY INFORMATION

Restorate (Holdings) Ltd 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 Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

There have been no material departures from the Financial Reporting Standard 102 1A.

Preparation of consolidated financial statements

The company is part of a small group. The company has taken advantage of the exemption provided by Section 398 of the Companies Act 2006 and has not prepared group accounts.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the 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 balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet 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.

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Going concern

The directors are satisfied that the company has adequate resources to continue to operate for the foreseeable future. They have therefore prepared the financial statements on a going concern basis.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 2 (2023 - 3 ) .

4.	FIXED ASSET INVESTMENTS

Shares in

group

undertaking

£

COST

At 1 January 2024

and 31 December 2024

833,620

NET BOOK VALUE

At 31 December 2024

833,620

At 31 December 2023

833,620

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.24

31.12.23

£

£

Other debtors

2,216

2,614

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.24

31.12.23

£

£

Amounts owed to group undertakings

232

42,140

Other creditors

318,119

248,634

318,351

290,774

7.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

31.12.24

31.12.23

£

£

Other creditors

340,005

422,232

Included within other creditors in note 7 is £257,779 (2023 - £257,779) relating to loan notes. These are interest free, and the repayment terms are as detailed in the Loan Note Instrument Agreement.

Included within other creditors in notes 6 and 7 is £246,680 (2023 - £246,680) which relates to deferred consideration owing to key management. This amount is interest free, and the repayment terms are as detailed in the Share Purchase Agreement.

8.	RELATED PARTY DISCLOSURES

Loans to related parties

Key management

Total

2024

£

£

At start of period

738

738

Advanced

-

-

Repaid

(738

)

(738

)

At end of period

-

-

Key management

Total

2023

£

£

At start of period

364

364

Advanced

1,374

1,374

Repaid

(1,000

)

(1,000

)

At end of period

738

738

Loans to key management are repayable on demand and interest is charged on loan balances owing to the company that exceed £10,000 per director. Interest is charged at the HMRC prevailing rate.

Loans from related parties

Key management

Total

2024

£

£

At start of period

670,491

670,491

Advanced

-

-

Repaid

(12,742

)

(12,742

)

At end of period

657,749

657,749

Key management

Total

2023

£

£

At start of period

608,147

608,147

Advanced

62,344

62,344

Repaid

-

-

At end of period

670,491

670,491

Loans from key management are repayable on demand and interest free, unless they are covered by separate terms.

Within the balance is a loan from key management with a set repayment schedule, and interest is charged at the Bank of England base rate plus 2%.

Within the balance are financial instruments in the form of loan notes. These are interest free, and the repayments terms are as detailed in the Loan Note Instrument Agreement.

Within the balance is an amount owing to key management in relation to deferred consideration. This balance is interest free, and the repayment terms are detailed in the Share Purchase Agreement.