ACCOUNTS - Final Accounts preparation

An analysis of turnover by class of business is as follows:

Period ended

31 October

Period ended

13 June

Registered number: 14934599

WOLCOR HOLDINGS LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

WOLCOR HOLDINGS LIMITED

COMPANY INFORMATION

Directors	J C Corley (appointed 14 June 2023)
	M R Woolley (appointed 14 June 2023)


Registered number	14934599


Registered office	Suite D, The Business Centre
	Faringdon Avenue
	Romford
	RM3 8EN


Independent auditors	Clay Ratnage Daffin & Co Limited
	Chartered Accountants & Statutory Auditors
	Suite D, The Business Centre
	Faringdon Avenue
	Romford
	Essex
	RM3 8EN


Bankers	National Westminister Bank Plc
	10 Southwark Street
	London
	SE1 1TJ

WOLCOR HOLDINGS LIMITED

CONTENTS

	Page
Group strategic report	1
Directors' report	2 - 3
Independent auditors' report	4 - 7
Consolidated statement of comprehensive income	8
Consolidated balance sheet	9
Company balance sheet	10
Consolidated statement of changes in equity	11 - 12
Company statement of changes in equity	13
Consolidated statement of cash flows	14
Consolidated analysis of net debt	15
Notes to the financial statements	16 - 33

WOLCOR HOLDINGS LIMITED

GROUP STRATEGIC REPORT

FOR THE PERIOD ENDED 31 OCTOBER 2024

Introduction

The principal activity of the company is that of a holding company for a group of construction companies, operating in different sectors, predominantly in London and M25 corridor market.

Business review

Whilst it is evident to all involved that the construction market remains challenging and susceptible to price rises in both materials and labour, the diverse markets that the group companies work within, allow Wolcor to manage risk across the whole industry, rather than just single sectors. This reduces any impact that a single company within the group, could have on the whole.
We see good potential for Wolcor to continue to help the companies within the group to grow in an organic and controlled way over the coming year, providing the controls and management structures to allow them all to flourish.
We remain positive about both our industry and our businesses.
Review of business performance
The Directors chose to change the reporting period of the Group to bring all companies in line for ease of future reporting. The results for the period show an operating profit of £27,135 (Jun 2023 - loss £3,240,372) and a pre-tax profit of £102,546 (Jun 2023 - loss £3,211,833).

Principal risks and uncertainties

The key business risks and uncertainties that face the Group are related to the volatile market conditions, and the failure within the various supply chains, which brings uncertainty to Clients and investors alike.
The Board will continue to monitor the financial performance of the companies within the Group as well as applying appropriate Health & Safety expertise.
The Directors of Wolcor Holdings Limited continue to remain committed and in control of the businesses within the group and remains a live company for future work.

Financial key performance indicators

The gross profit of the company for the current period is 8.36% compared to 0.2% for the period ended 30 June 2023. The current ratio has reduced to 1.07:1 (Jun 2023 - 1.20:1).

This report was approved by the board on 12 September 2025 and signed on its behalf.

J C Corley

Director

Page 1

WOLCOR HOLDINGS LIMITED

DIRECTORS' REPORT

FOR THE PERIOD ENDED 31 OCTOBER 2024

The directors present their report and the financial statements for the period ended 31 October 2024.

Directors' responsibilities statement

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), 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 for the Group's financial statements and then apply them consistently;

∙make judgments and accounting estimates that are reasonable and prudent;

∙state whether applicable UK 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 Group will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and to 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.

Results and dividends

The loss for the period, after taxation and minority interests, amounted to £287,809 (2023 -loss £2,500,643).

During the year the company paid dividends of £311,640 (2023 - £532,940). The directors do not recommend the payment of any further dividends.

Directors

The directors who served during the period and their interests in the Group's issued share capital were:

Ordinary A shares

of 1p each

	31/10/24	14/6/23
J C Corley (appointed 14 June 2023)	1,650	1,650	*
M R Woolley (appointed 14 June 2023)	1,650	1,650	*
(* held on date of appointment)

Future developments

The directors are not aware of any future developments which would have a significant effect on the group.

Page 2

WOLCOR HOLDINGS LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE PERIOD ENDED 31 OCTOBER 2024

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:

∙so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

Post balance sheet events

On 16 May 2025 Admeliora Construction Limited was disposed from the group.

Auditors

Under section 487(2) of the Companies Act 2006, Clay Ratnage Daffin & Co Limited will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.

This report was approved by the board on 12 September 2025 and signed on its behalf.

J C Corley

Director

Page 3

WOLCOR HOLDINGS LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WOLCOR HOLDINGS LIMITED

Opinion

We have audited the financial statements of Wolcor Holdings Limited (the 'parent Company') and its subsidiaries (the 'Group') for the period ended 31 October 2024, which comprise the Consolidated statement of comprehensive income, the Consolidated balance sheet, the Company balance sheet, the Consolidated statement of cash flows, the Consolidated statement of changes in equity, the Company statement of changes in equity and the related notes, 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's affairs as at 31 October 2024 and of the Group's profit for the period 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 United Kingdom, including the Financial Reporting Council'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 or 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 other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of 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.

Page 4

WOLCOR HOLDINGS LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WOLCOR HOLDINGS LIMITED (CONTINUED)

Opinion 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 Directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and

∙the Group strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.

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 Directors' report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

∙adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or

∙the parent Company financial statements are not in agreement with the accounting records and returns; or

∙certain disclosures of directors' remuneration specified by law are not made; or

∙we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Directors' responsibilities statement set out on page 2, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Group's and the parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.

Page 5

WOLCOR HOLDINGS LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WOLCOR HOLDINGS LIMITED (CONTINUED)

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

To identify risks of material misstatement due to fraud (“fraud risks”) we assessed events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud. Our risk assessment procedures included:
• Obtaining an understanding of the legal and regulatory frameworks applicable to the company and the sector in
   which they operate.
• Obtained an understanding of how the company are complying with those legal and regulatory frameworks by
   making enquiries to the management of the company’s accounting department, and management itself.
• The susceptibility of the company’s financial statements to material misstatement caused by fraud or other
   irregularities were assessed with the following procedures:
   o Identifying and assessing the design effectiveness of controls which management have in place to prevent . and detect fraud.
   o Understanding how those charged with governance considered and addressed the potential for override of
   controls and management biases
   o Identifying and testing journal entries, in particular any journal entries posted with unusual account
   combinations
  o Assessing the extent of compliance with the relevant laws and regulations
   o Assessing the extent to which pressures existed which may have increased the risk of fraudulent revenue
   recognition
Potential fraud risks that had been identified throughout the planning and commencement of the audit were communicated to the audit team.
The inherent limitations of audit present an unavoidable risk that we, the auditors, may not have detected some material misstatements within the financial statements despite proper planning and performance of our duties as auditors. Equally, there remains a risk of the non-detection of fraud which could involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. The audit procedures carried out are designed to detect material misstatements within the financial statements, and as such we take no responsibility for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.

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 Auditors' report.

Page 6

WOLCOR HOLDINGS LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WOLCOR HOLDINGS LIMITED (CONTINUED)

Use of our report

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

Lorraine Catherine Purdy FCCA (Senior statutory auditor)

for and on behalf of

Clay Ratnage Daffin & Co Limited

Chartered Accountants

Statutory Auditors

Suite D, The Business Centre

Faringdon Avenue

Romford

Essex

RM3 8EN

12 September 2025

Page 7

WOLCOR HOLDINGS LIMITED

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE PERIOD ENDED 31 OCTOBER 2024

	Period ended 31 October	Period ended 13 June
	2024	2023
Note	£	£


Turnover	4	33,707,713	68,543,629
Cost of sales		(30,889,398)	(68,421,985)
Gross profit		2,818,315	121,644
Administrative expenses		(2,791,180)	(3,362,016)
Operating profit/(loss)	5	27,135	(3,240,372)
Interest receivable and similar income	9	116,459	28,761
Interest payable and similar expenses	10	(41,048)	(222)
Profit/(loss) before taxation		102,546	(3,211,833)
Tax on profit/(loss)	11	(465,354)	711,190
Loss for the financial period		(362,808)	(2,500,643)

(Loss) for the period attributable to:
Non-controlling interests	(74,999)	-
Owners of the parent Company	(287,809)	(2,500,643)
	(362,808)	(2,500,643)

There were no recognised gains and losses for 2024 or 2023 other than those included in the consolidated statement of comprehensive income.

There was no other comprehensive income for 2024 (2023:£NIL).

The notes on pages 16 to 33 form part of these financial statements.

Page 8

WOLCOR HOLDINGS LIMITED

REGISTERED NUMBER: 14934599

CONSOLIDATED BALANCE SHEET

AS AT 31 OCTOBER 2024

	31 October	13 June
	2024	2023
Note	£	£

Fixed assets
Tangible assets	13		6,144		179,921
Current assets
Debtors	15	7,009,004		10,210,845
Cash at bank and in hand	16	3,068,886		3,869,589
		10,077,890		14,080,434
Creditors: amounts falling due within one year	17	(9,443,549)		(11,684,743)
Net current assets			634,341		2,395,691
Total assets less current liabilities			640,485		2,575,612
Creditors: amounts falling due after more than one year	18		(130,448)		(1,391,202)
Provisions for liabilities
Net assets			510,037		1,184,410

Capital and reserves
Called up share capital	20	50	-
Share premium account	21	28,848	28,848
Capital redemption reserve	21	80	80
Profit and loss account	21	556,033	1,155,482
Equity attributable to owners of the parent Company		585,011	1,184,410
Non-controlling interests		(74,974)	-
		510,037	1,184,410

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 12 September 2025.

J C Corley

Director

The notes on pages 16 to 33 form part of these financial statements.

Page 9

WOLCOR HOLDINGS LIMITED

REGISTERED NUMBER: 14934599

COMPANY BALANCE SHEET

AS AT 31 OCTOBER 2024

	31 October	13 June
	2024	2023
Note	£	£

Fixed assets
Investments	14		325		-
Current assets
Debtors	15	852,798		-
Cash at bank and in hand	16	160,649		-
		1,013,447		-
Creditors: amounts falling due within one year	17	(174,390)		-
Net current assets			839,057		-
Net assets			839,382		-

Capital and reserves
Called up share capital	20		50		-
Profit for the period		1,150,972		-
Dividends paid		(311,640)		-
Profit and loss account carried forward	21		839,332		-
			839,382		-

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 12 September 2025.

J C Corley

Director

The notes on pages 16 to 33 form part of these financial statements.

Page 10


		WOLCOR HOLDINGS LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE PERIOD ENDED 31 OCTOBER 2024

	Called up share capital	Share premium account	Capital redemption reserve	Profit and loss account	Equity attributable to owners of parent Company	Non-controlling interests	Total equity
	£	£	£	£	£	£	£
At 14 June 2023	-	28,848	80	1,155,482	1,184,410	-	1,184,410
Comprehensive income for the period
Loss for the period	-	-	-	(287,809)	(287,809)	-	(287,809)
Non-contolling interests	-	-	-	-	-	(74,974)	(74,974)
Contributions by and distributions to owners
Dividends: Equity capital	-	-	-	(311,640)	(311,640)	-	(311,640)
Shares issued during the period	50	-	-	-	50	-	50
At 31 October 2024	50	28,848	80	556,033	585,011	(74,974)	510,037

The notes on pages 16 to 33 form part of these financial statements.

Page 11


		WOLCOR HOLDINGS LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE PERIOD ENDED 13 JUNE 2023

	Called up share capital	Share premium account	Capital redemption reserve	Profit and loss account	Equity attributable to owners of parent Company	Total equity
	£	£	£	£	£	£
At 1 June 2022	5	28,848	75	4,189,065	4,217,993	4,217,993
Comprehensive income for the year
Loss for the year	-	-	-	(2,500,643)	(2,500,643)	(2,500,643)
Contributions by and distributions to owners
Dividends: Equity capital	-	-	-	(532,940)	(532,940)	(532,940)
Transfer of cancelled shares	-	-	5	-	5	5
Shares cancelled during the year	(5)	-	-	-	(5)	(5)
At 13 June 2023	-	28,848	80	1,155,482	1,184,410	1,184,410

The notes on pages 16 to 33 form part of these financial statements.

Page 12

WOLCOR HOLDINGS LIMITED

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE PERIOD ENDED 31 OCTOBER 2024

Called up share capital	Profit and loss account	Total equity
£	£

Comprehensive income for the year
Profit for the period	-	1,150,972	1,150,972
Contributions by and distributions to owners
Dividends: Equity capital	-	(311,640)	(311,640)
Shares issued during the period	50	-	50
At 31 October 2024	50	839,332	839,382

The notes on pages 16 to 33 form part of these financial statements.

Page 13

WOLCOR HOLDINGS LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE PERIOD ENDED 31 OCTOBER 2024

			Period ended 31 October	Period ended 13 June
			2024	2023
			£	£

Cash flows from operating activities
Profit/(loss) for the financial period	(362,808)	(2,500,643)
Adjustments for:
Depreciation of tangible assets	38,310	106,256
Loss on disposal of tangible assets	11,547	130,348
Interest paid	41,048	222
Interest received	(116,459)	(28,761)
Taxation charge	526,719	(711,190)
Decrease/(increase) in debtors	2,721,687	(1,326,403)
(Decrease)/increase in creditors	(3,550,164)	4,122,231
Corporation tax received	1,701	107,607
Net cash generated from operating activities	(688,419)	(100,333)

Cash flows from investing activities
Purchase of tangible fixed assets	-	(263,764)
Sale of tangible fixed assets	123,920	-
Interest received	116,459	28,761
Net cash from investing activities	240,379	(235,003)
Cash flows from financing activities
Dividends paid	(311,640)	(532,940)
Interest paid	(41,048)	(222)
Proceeds from sale of interest in subsidiary undertaking	25	-
Net cash used in financing activities	(352,663)	(533,162)
Net (decrease) in cash and cash equivalents	(800,703)	(868,498)
Cash and cash equivalents at beginning of period	3,869,589	4,738,087
Cash and cash equivalents at the end of period	3,068,886	3,869,589

Cash and cash equivalents at the end of period comprise:
Cash at bank and in hand	3,068,886	3,869,589

The notes on pages 16 to 33 form part of these financial statements.

Page 14

WOLCOR HOLDINGS LIMITED

CONSOLIDATED ANALYSIS OF NET DEBT

FOR THE PERIOD ENDED 31 OCTOBER 2024


At 14 June 2023	Cash flows	At 31 October 2024
£	£	£

Cash at bank and in hand	3,869,589	(800,703)	3,068,886
Debt due within 1 year	(30,927)	21,537	(9,390)
	3,838,662	(779,166)	3,059,496

The notes on pages 16 to 33 form part of these financial statements.

Page 15

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

1.	General information

Wolcor Holdings Limited is a company limited by shares, incorporated in England, United Kingdom. The
address of the registered office is Suite D, The Business Centre, Faringdon Avenue, Romford, Essex, RM3 8EN. The place of business is 1st Floor, 99 Bishopsgate, London, EC2M 3XD. The principal activity of the company is that of a holding company. The company was incorporated on 14 June 2023 and the group was created on this date.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The accounts have been produced with roundings to the nearest £1.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

The following principal accounting policies have been applied:

2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.

Comparatives for the group are for the subsidiary Corley + Woolley Limited only and are as at 30 June 2023.

2.3

Going concern

In arriving at their conclusion on going concern, the directors have given due consideration to whether the funding and liquidity resources available are sufficient to accommodate the principal risks and uncertainties faced by the group. The directors have prepared workload forecasts for the subsidiary companies based on reasonable assumptions and the directors’ best estimates of the timing of income from contracts. For the subsidiary in a creditors’ voluntary arrangement, the directors have been conservative in their provision of amounts recoverable on long-term contracts but the total amounts claimed are in excess of the accounts provision. If all amounts due to the company are recovered, it is the directors’ expectation that the subsidiary will be able to meet the terms of the voluntary arrangement. At the time of approving the financial statements, the directors have reasonable expectation that the group has adequate resources to continue in operational existence for a period of 12 months from the approval of the financial statements.

Page 16

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

2.Accounting policies (continued)

2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

∙the amount of revenue can be measured reliably;

∙it is probable that the Group will receive the consideration due under the contract;

∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and

∙the costs incurred and the costs to complete the contract can be measured reliably.

Full provision is made for losses on all contracts in the year in which they are first forseen.

2.5

Operating leases: the Group as lessee

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

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

2.6

Interest income

Interest income is recognised in profit or loss using the effective interest method.

2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 17

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

2.Accounting policies (continued)

2.8

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Group in independently administered funds.

Defined benefit pension plan
The company operates a defined small self-administered scheme (SSAS) for certain employees. A defined
benefit plan defines the pension benefit that the employee will receive on retirement. A defined benefit plan is a pension plan that is not a defined contribution plan.
The cost of the defined benefit SSAS recognised in profit or loss as employee costs comprises:
a) the company contributions to fund the specific pension calculated during the year; and
b) the cost of plan set up, specialist acturial calculations and administration.
The company contributions will be limited to those calculated by the scheme actuary for an appropriate level of annual pension. Once the contributions have been paid by the company to fund a specific pension, the company has no further payment obligations.

Page 18

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

2.Accounting policies (continued)

2.9

Current and deferred taxation

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and

∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Page 19

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

2.Accounting policies (continued)

2.10

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using an apprpriate basis..

Depreciation is provided on the following basis:

				Motor vehicles	-	25%	reducing balance
				Office equipment	-		3 year straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

2.11

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.12

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

2.13

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

2.14

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Page 20

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

2.Accounting policies (continued)

2.15

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

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

2.16

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

3.	Judgments in applying accounting policies and key sources of estimation uncertainty

Preparation of the financial statements requires management to make significant judgments and estimates. The items
in the financial statements where these judgments and estimates have been made include amounts recoverable on
long-term contracts valued at £2,521,179 (Jun 2023 - £3,379,149) and cost of sales accruals valued at £3,512,021
(Jun 2023 - £5,596,484).

	Contract revenue	33,707,713	68,543,629

All turnover arose within the United Kingdom.

Page 21

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

Other operating lease rentals	288,817	222,706
Fees payable to auditor	29,365	13,310
Depreciation	38,310	106,256
Loss on disposal of assets	11,547	130,348
Pension costs	180,475	142,296

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements	4,160	-
Fees payable to the Company's auditors in respect of:
The auditing of accounts of associates of the Company	16,205	13,310
All non-audit services not included above	29,496	19,190

Page 22

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

7.	Employees
	Staff costs, including directors' remuneration, were as follows:

Group 31 October	Group 13 June	Company 31 October	Company 13 June
2024	2023	2024	2023
£	£	£	£


Wages and salaries	3,425,684	5,599,517	89,280	-
Social security costs	414,752	689,427	9,915	-
Cost of defined contribution scheme	180,475	142,296	-	-
	4,020,911	6,431,240	99,195	-

The average monthly number of employees, including the directors, during the period was as follows:

	Group	Group	Company	Company
	Period ended 31 October	Period ended 13 June	Period ended 31 October	Period ended 13 June
	2024	2023	2024	2023
	No.	No.	No.	No.

Directors	2	4	2	-
Direct staff	25	45	-	-
Administration staff	12	8	1	-

	39	57	3	0

Page 23

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

Directors' emoluments	122,066	45,000
Group contributions to defined benefit pension schemes	100,000	-
	222,066	45,000

	During the period retirement benefits were accruing to 2 directors (2023 -NIL) in respect of pension schemes.
	The highest paid director received remuneration of £111,613 (2023 -£NIL).
	The value of the Group's contributions paid to a defined benefit pension scheme in respect of the highest paid director amounted to £50,000 (2023 -£NIL).
	The total accrued pension provision of the highest paid director at 31 October 2024 amounted to £50,000 (2023 -£NIL).

Other interest receivable

116,459

28,761

Other loan interest payable	-	222
Other interest payable	41,048	-
	41,048	222

Page 24

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

Corporation tax
Current tax on profits for the period	48,266	-
Adjustments in respect of previous periods	-	(269,147)

	Deferred tax
	Origination and reversal of timing differences	417,088	(442,043)


		465,354	(711,190)

Profit/(loss) on ordinary activities before tax

102,546

(3,211,833)

Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 19%)	25,637	(610,248)
Effects of:
Expenses not deductible for tax purposes, other than goodwill amortisation and impairment	21,077	14,027
Capital allowances for period less than/(in excess of) depreciation	43,444	(6,921)
Utilisation of tax losses	(27,592)	-
Adjustments to tax charge in respect of prior periods	-	(243,144)
Increase in pension fund prepayment leading to an increase in tax	21,760	1,220
Deferred tax timing difference leading to an increase/(decrease) in the tax charge	417,088	(442,043)
Unrelieved tax losses carried forward	18,973	575,919
Other differences leading to an decrease in the tax charge	(55,033)	-
Total tax charge for the period	465,354	(711,190)

Factors that may affect future tax charges

The group has losses of some £2,987,263 to offset against future trading profits.

Page 25

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

Dividends

311,640

532,940

13.	Tangible fixed assets
	Group

	Motor vehicles	Office equipment	Total
	£	£	£
Cost or valuation
At 14 June 2023	218,302	131,480	349,782
Disposals	(218,302)	-	(218,302)
At 31 October 2024	-	131,480	131,480
Depreciation
At 14 June 2023	67,083	102,778	169,861
Charge for the period on owned assets	15,752	22,558	38,310
Disposals	(82,835)	-	(82,835)
At 31 October 2024	-	125,336	125,336
Net book value
At 31 October 2024	-	6,144	6,144
At 13 June 2023	151,219	28,702	179,921

Page 26

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

13.Tangible fixed assets (continued)

	Company

		Motor vehicles
		£
	Additions	135,467
	Disposals	(135,467)
	At 31 October 2024	-

	Net book value
	At 31 October 2024	-
	At 13 June 2023	-

14.	Fixed asset investments

	Company

		Investments in subsidiary companies
		£
	Cost or valuation
	Additions	325
	At 31 October 2024	325

Page 27

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

Subsidiary undertakings
The following were subsidiary undertakings of the Company:
Name	Registered office	Class of shares	Holding

Corley + Woolley Limited	Suite D, The Business Centre, Faringdon Avenue, Romford, Essex, RM3 8EN	Ordinary A,B & D	100%
Admeliora Construction Limited	1066 London Road, Leigh-on-Sea, Essex, SS9 3NA	Ordinary A	75%
C&W Hospitality Projects Limited	Suite D, The Business Centre, Faringdon Avenue, Romford, Essex, RM3 8EN	Ordinary	100%
C&W Workplace Projects Limited	Suite D, The Business Centre, Faringdon Avenue, Romford, Essex, RM3 8EN	Ordinary	100%

The aggregate of the share capital and reserves as at 31 October 2024 and the profit or loss for the period ended on that date for the subsidiary undertakings were as follows:
Name	Aggregate of share capital and reserves	Profit/(Loss)
	£	£

Corley + Woolley Limited	(650,500)	(629,150)
Admeliora Construction Limited	(364,555)	(364,655)
C&W Hospitality Projects Limited	599,613	599,513
C&W Workplace Projects Limited	100	-

Page 28

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

15.

Debtors

Group 31 October	Group 13 June	Company 31 October	Company 13 June
2024	2023	2024	2023
£	£	£	£

Due after more than one year
Trade debtors	259,301	34,680	-	-
Other debtors	7,000	42,000	7,000	-
	266,301	76,680	7,000	-
Due within one year
Trade debtors	3,279,443	5,355,396	-	-
Amounts owed by group undertakings	-	-	609,111	-
Other debtors	917,352	919,053	220,008	-
Prepayments and accrued income	24,729	63,479	16,679	-
Amounts recoverable on long-term contracts	2,521,179	3,379,149	-	-
Deferred taxation	-	417,088	-	-
	7,009,004	10,210,845	852,798	-

16.	Cash and cash equivalents
		Group 31 October	Group 13 June	Company 31 October	Company 13 June
		2024	2023	2024	2023
		£	£	£	£

	Cash at bank and in hand	3,068,886	3,869,589	160,649	-

Page 29

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

17.	Creditors: Amounts falling due within one year
		Group 31 October	Group 13 June	Company 31 October	Company 13 June
		2024	2023	2024	2023
		£	£	£	£

Trade creditors	903,934	4,449,056	13,858	-
Amounts owed to group undertakings	-	50	100	-
Corporation tax	48,266	-	-	-
Other taxation and social security	1,018,837	1,566,136	20,112	-
Other creditors	5,176,347	36,262	-	-
Accruals and deferred income	2,296,165	5,633,239	140,320	-
	9,443,549	11,684,743	174,390	-

One of the subsidiaries of the group, Corley + Woolley Limited, entered into a voluntary arrangement on 10 July 2024. Included in other creditors for the group is £5,161,672 (2023 - £Nil) in relation to amounts owed under this arrangement. Under the terms of this arrangement, commencing July 2024, the company has made monthly contributions of varying amounts to the supervisors based on 50% of net funds held by the company. The duration of the agreement is 60 months.

18.	Creditors: Amounts falling due after more than one year
		Group 31 October	Group 13 June
		2024	2023
		£	£

	Trade creditors	130,448	1,391,202

Page 30

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

19.	Deferred taxation
	Group

		2024
		£

	At beginning of year	417,088
	Charged to profit or loss	(417,088)
	At end of year	-

		Group 31 October	Group 13 June
		2024	2023
		£	£

Tax losses carried forward

417,088

Allotted, called up and fully paid

3,300 (2023 - Nil) Ordinary A shares of £0.01 each	33	-
550 (2023 - Nil) Ordinary B shares of £0.01 each	6	-
1,100 (2023 - Nil) Ordinary D shares of £0.01 each	11	-

	50	-

The Ordinary A shares of £0.01 each have attached to them full voting, dividend and capital distribution (including on winding up) rights; they do not confer any rights of redemption. The Ordinary B and Ordinary D shares of £0.01 each have equal rights to vote, capital on winding up and rank pari passu with Ordinary A shares except for the independent dividend rights which will be entirely at the discretion of the company.

Page 31

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

21.

Reserves

Share premium account

Includes any premiums received on issue of share capital.

Capital redemption reserve

A statutory, non-distributable reserve into which amounts are transferred following the redemption or purchase of the group's own shares.

Profit and loss account

Includes all current and prior period retained profits and losses.

22.	Pension commitments

The group operates a defined contributions pension scheme. The assets of the scheme are held separately from
those of the company in an independently administered fund. The pension cost charge represents contributions
payable by the company to the fund and amounted to £80,475 (Jun 2023 - £142,296). Contributions totalling £9,340 (Jun 2023 - £30,927) were payable to the fund at the reporting date.
The company also operated a defined benefit small self-administered scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company for a specific pension and amounted to £100,000 (Jun 2023 - £Nil).

23.	Commitments under operating leases
	At 31 October 2024 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
		Group 31 October	Group 13 June	Company 31 October	Company 13 June
		2024	2023	2024	2023
		£	£	£	£

Not later than 1 year

17,500

24.	Transactions with directors

Included within other debtors is a loan to a director of £32,859. Interest has been charged on the loan at the official
rate.

Page 32

WOLCOR HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 OCTOBER 2024

25.	Related party transactions
		31 October
		2024
		£

	Amount owed from connected parties in other debtors	188,116
	Key management personnel remuneration	808,176
		996,292

26.	Controlling party

The ultimate controlling party of the group is J C Corley & M R Woolley.

Page 33