REGISTERED NUMBER: 03662801 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

WINDMILL CARE LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Statement of Comprehensive Income

8

Balance Sheet

9

Statement of Changes in Equity

10

Cash Flow Statement

11

Notes to the Cash Flow Statement

12

Notes to the Financial Statements

14

DIRECTORS:

Mrs R J Trickett

Miss L E Collacott

Mrs S L Ashcroft

REGISTERED OFFICE:

The Meadows

Cranleigh Court Road

Yate

Bristol

BS37 5DW

REGISTERED NUMBER:

03662801 (England and Wales)

AUDITORS:

Burnside

Chartered Accountants

and Statutory Auditor

61 Queen Square

Bristol

BS1 4JZ

The directors present their strategic report for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of providing residential care facilities for the elderly.

REVIEW OF BUSINESS

The company's turnover increased this year, with turnover for 2024 up to £6,544,974, a increase of £612,510 (10.3%).

The company continued to generate and retain strong profit levels from this increased level of trading activity as in the prior year, and the net asset position of the company continued to be strong, with net assets of £2.6m being retained at the year end after £1.0m dividends were paid (2023 - £2.5m net assets).

Both of the residential homes operated have maintained good occupancy levels during the year and continue to have an excellent reputation both in the community and with industry professionals. Both homes have received a 'Good' rating in their last inspections by the CQC, including the latest for Osbourne Court in April 2022.

The underlying cash generated from operations has been strong at £2.1m generated before the receipts from group companies of £1.3 mln (2023 - £1.9m generated), and is expected to remain strong in the year to 31 December 2025.

The directors are satisfied with the performance of the company during the year and with the position at the year end.

FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

The company finances its operations through the generation of cash from operating activities and bank borrowings are utilised to fund capital projects to enhance the property asset base of the company. The company therefore only has interest rate exposure on financial liabilities in relation to a long term loans secured on property. Management monitor the company's exposure to interest rate risk as market interest rates vary and against the value of the asset base of the company and consider the use of appropriate facilities such as interest rate caps to mitigate this risk.

Liquidity risk is managed through forecasting the future cash flow requirements of the business and maintaining sufficient cash at bank balances.

GOING CONCERN

No material uncertainties that cast significant doubt about the ability of the company to continue as a going concern have been identified by the directors.

ON BEHALF OF THE BOARD:

Mrs S L Ashcroft - Director

12 September 2025

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

DIVIDENDS

The total distribution of dividends for the year ended 31 December 2024 will be £1,000,000.

The directors recommend that no final dividend be paid.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report.

Mrs R J Trickett

Miss L E Collacott

Mrs S L Ashcroft

DISCLOSURE IN THE STRATEGIC REPORT

Information regarding the principal activity of the company, the financial risk management objectives and policies of the company and a review of business has been included in the strategic report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the 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). 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 of the profit or loss of the company 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;

-	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 transactions and disclose with reasonable accuracy at any time the financial position of the company 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 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 company's auditors are unaware, and each director has taken all the steps that she ought to have taken as a director in order to make herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Burnside, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mrs S L Ashcroft - Director

12 September 2025

Opinion

We have audited the financial statements of Windmill Care Limited (the 'company') for the year ended 31 December 2024 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, 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 company's affairs as at 31 December 2024 and of its 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 company 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 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 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 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 Strategic Report and the Report of the Directors 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, or returns adequate for our audit have not been received from branches not visited by us; or

-	the 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 three, 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 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 company or to cease operations, or have no realistic alternative but to do so.

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:

An understanding of the legal and regulatory framework applicable to the entity was obtained from management and those charged with governance of the entity, and the audit engagement team was confirmed to have the appropriate competence and capabilities to identify non-compliance with such a framework.

No significant instances of fraud, non-compliance with laws and regulations or other irregularities were communicated to the engagement team by management or those charged with governance, and no particular audit areas or legislation were identified that gave rise to any significant risks of material misstatement in respect of such irregularities.

Due to the size and nature of the entity, its susceptibility to material misstatement resulting from fraud, non-compliance with laws and regulations, or other irregularities is considered to be low, and the audit approach was appropriately planned so as to address this risk.

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.

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.

Stephen Burnside BA ACA (Senior Statutory Auditor)

for and on behalf of Burnside

Chartered Accountants

and Statutory Auditor

61 Queen Square

Bristol

BS1 4JZ

12 September 2025

TURNOVER

6,544,974

5,932,464

Cost of sales

3,802,888

3,576,422

GROSS PROFIT

2,742,086

2,356,042

Administrative expenses

853,854

760,472

1,888,232

1,595,570

Other operating income

45,330

-

OPERATING PROFIT

4

1,933,562

1,595,570

Interest receivable and similar income

5

26,786

18,599

1,960,348

1,614,169

Interest payable and similar expenses

6

467,579

495,757

PROFIT BEFORE TAXATION

1,492,769

1,118,412

Tax on profit

7

385,856

350,512

PROFIT FOR THE FINANCIAL YEAR

1,106,913

767,900

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,106,913

767,900

FIXED ASSETS

Intangible assets

9

-

-

Tangible assets

10

6,256,846

6,371,614

6,256,846

6,371,614

CURRENT ASSETS

Debtors

11

3,336,613

4,630,552

Cash at bank and in hand

507,669

282,533

3,844,282

4,913,085

CREDITORS

Amounts falling due within one year

12

934,315

1,685,465

NET CURRENT ASSETS

2,909,967

3,227,620

TOTAL ASSETS LESS CURRENT LIABILITIES

9,166,813

9,599,234

CREDITORS

Amounts falling due after more than one year

13

(6,220,695

)

(6,772,454

)

PROVISIONS FOR LIABILITIES

16

(319,374

)

(306,949

)

NET ASSETS

2,626,744

2,519,831

CAPITAL AND RESERVES

Called up share capital

17

1,000

1,000

Retained earnings

2,625,744

2,518,831

SHAREHOLDERS' FUNDS

2,626,744

2,519,831

The financial statements were approved by the Board of Directors and authorised for issue on 12 September 2025 and were signed on its behalf by:

Mrs S L Ashcroft - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2023

1,000

2,450,931

2,451,931

Changes in equity

Dividends

-

(700,000

)

(700,000

)

Total comprehensive income

-

767,900

767,900

Balance at 31 December 2023

1,000

2,518,831

2,519,831

Changes in equity

Dividends

-

(1,000,000

)

(1,000,000

)

Total comprehensive income

-

1,106,913

1,106,913

Balance at 31 December 2024

1,000

2,625,744

2,626,744

Cash flows from operating activities

Cash generated from operations

1

3,371,649

1,356,836

Tax paid

(336,115

)

(101,828

)

Net cash from operating activities

3,035,534

1,255,008

Cash flows from investing activities

Interest received

16,161

3,599

Net cash from investing activities

16,161

3,599

Cash flows from financing activities

Loan repayments in year

(1,358,980

)

(451,350

)

Interest paid

(467,579

)

(495,757

)

Equity dividends paid

(1,000,000

)

(700,000

)

Net cash from financing activities

(2,826,559

)

(1,647,107

)

Increase/(decrease) in cash and cash equivalents

225,136

(388,500

)

Cash and cash equivalents at beginning of year

2

282,533

671,033

Cash and cash equivalents at end of year

2

507,669

282,533

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2024

2023

£

£

Profit before taxation

1,492,769

1,118,412

Depreciation charges

114,768

115,802

Finance costs

467,579

495,757

Finance income

(26,786

)

(18,599

)

2,048,330

1,711,372

Decrease/(increase) in trade and other debtors

1,315,189

(471,423

)

Increase in trade and other creditors

8,130

116,887

Cash generated from operations

3,371,649

1,356,836

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

507,669

282,533

Year ended 31 December 2023

31.12.23

1.1.23

£

£

Cash and cash equivalents

282,533

671,033

3.	ANALYSIS OF CHANGES IN NET DEBT

At 1.1.24

Cash flow

At 31.12.24

£

£

£

Net cash

Cash at bank and in hand

282,533

225,136

507,669

282,533

225,136

507,669

Debt

Debts falling due within 1 year

(1,013,334

)

796,596

(216,738

)

Debts falling due after 1 year

(6,772,454

)

551,759

(6,220,695

)

(7,785,788

)

1,348,355

(6,437,433

)

Total

(7,503,255

)

1,573,491

(5,929,764

)

1.	STATUTORY INFORMATION

Windmill Care 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 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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover

Turnover represents net invoiced sales of services supplied to customers during the year.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of a business on 25 November 1998 has been written off in full.

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.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life.

Freehold property

-

2% on cost

Plant and machinery

-

20% on reducing balance

Fixtures and fittings

-

20% on reducing balance

Motor vehicles

-

25% on reducing balance

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive income except to the extent that it relates to items 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.

Going concern

The company has been profitable for each of the last two years. The company had healthy net current assets and net assets at the Balance Sheet date. The company has remained profitable in the period up to the signing of these financial statements.

In our opinion, the company is a going concern and the period over which we have considered its ability to continue as a going concern is at least 12 months from the date of signing the financial statements.

This assessment is based upon knowledge of occupancy levels and the company's on-going cost base projecting performance, cash generation and the availability of banking and other facilities to meet the needs of the business.

We fully expect that the company will remain a going concern and we will endeavour to ensure that the company has sufficient working capital to meet its requirements for the foreseeable future. We will continue to carefully monitor the situation and have alternative plans in place should the need arise.

In light of the above, we have reviewed the going concern status of the business for the foreseeable future to the best of our abilities and have concluded that we have a reasonable expectation that the company has more than adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis of accounting in preparing the financial statements.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Financial instruments

Financial assets and liabilities are recognised in the balance sheet when the company becomes party to the contractual provisions of the instrument.

Trade and other debtors and creditors are classified as basic financial instruments and are measured on initial recognition at transaction price. Debtors and creditors are subsequently measured at amortised cost using the effective interest rate method. A provision is established when there is objective evidence that the company not be able to collect all amounts due.

Cash and cash equivalents are classified as basic financial instruments and comprise cash in hand and at bank and bank overdrafts which are an integral part of the company's cash management.

Financial liabilities and equity instruments issued by the company are classified in accordance with the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Equity instruments issued by the company are recorded at the proceeds received, net of any direct issue costs.

Interest bearing bank loans, overdrafts and other loans which meet the criteria of basic financial instruments are initially recorded at the present value of cash payable to the bank, usually being equivalent to the proceeds received net of direct issue costs. These liabilities are subsequently measured at amortised cost, using the effective interest rate method.

Non-basic financial instruments are held at fair value and revalued at each period end. Any gains or losses on the fair value of non-basic financial instruments is recorded through profit and loss.

Employee benefits

Short term employee benefits including holiday pay and annual bonuses are accrued as services are rendered. Contributions to defined pension schemes are charged to the income statement as they become payable in accordance with the rules of the scheme. Differences between contributions payable in the year and those actually paid are shown as either accruals or prepayments in the balance sheet.

Significant judgements and estimates

The preparation of financial statements in conformity with generally accepted accounting practice requires management to make estimates and judgements that affect the reported amounts of assets and liabilities as well as the disclosure of contingent assets and liabilities at the balance sheet date and the reported amounts of revenues and expenses during the year. The key assumptions concerning the future and other key sources of estimation uncertainty at the balance sheet date are discussed below.

Tangible fixed assets

Determining the period over which to depreciate different classes of tangible assets requires management to make an estimate of the useful economic life of these assets. Management are also required to estimate the residual value of property, which will have an effect on the amount of depreciation charged.

3.	EMPLOYEES AND DIRECTORS

2024

2023

£

£

Wages and salaries

2,981,343

2,604,612

Social security costs

219,591

185,619

Other pension costs

103,278

86,855

3,304,212

2,877,086

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

2024

2023

Directors and management

3

3

Residential care staff

153

143

156

146

2024

2023

£

£

Directors' remuneration

56,428

37,492

Directors' pension contributions to money purchase schemes

660

831

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

Money purchase schemes

1

1

4.	OPERATING PROFIT

The operating profit is stated after charging:

2024

2023

£

£

Depreciation - owned assets

114,768

115,802

Auditors' remuneration

7,080

4,810

Other non- audit services

14,828

11,349

5.

INTEREST RECEIVABLE AND SIMILAR INCOME

2024

2023

£

£

Bank interest

17

864

Other interest receivable

26,769

17,735

26,786

18,599

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

2024

2023

£

£

Loan interest

467,579

495,757

7.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

2024

2023

£

£

Current tax:

UK corporation tax

373,431

281,894

Deferred tax

12,425

68,618

Tax on profit

385,856

350,512

UK corporation tax has been charged at 25% (2023 - 23.52%).

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2024

2023

£

£

Profit before tax

1,492,769

1,118,412

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2023 - 23.520%)

373,192

263,051

Effects of:

Depreciation in excess of capital allowances

15,359

14,455

Group relieved losses received

(2,695

)

(1,863

)

Deferred tax at different rates

-

74,869

Total tax charge

385,856

350,512

8.

DIVIDENDS

2024

2023

£

£

Ordinary shares of £1 each

Interim

1,000,000

700,000

9.	INTANGIBLE FIXED ASSETS

Goodwill

£

COST

At 1 January 2024

and 31 December 2024

20,000

AMORTISATION

At 1 January 2024

and 31 December 2024

20,000

NET BOOK VALUE

At 31 December 2024

-

At 31 December 2023

-

10.	TANGIBLE FIXED ASSETS

Fixtures

Freehold

Plant and

and

Motor

property

machinery

fittings

vehicles

Totals

£

£

£

£

£

COST

At 1 January 2024

and 31 December 2024

7,818,949

35,138

265,736

26,262

8,146,085

DEPRECIATION

At 1 January 2024

1,467,871

34,062

246,472

26,066

1,774,471

Charge for year

110,651

215

3,853

49

114,768

At 31 December 2024

1,578,522

34,277

250,325

26,115

1,889,239

NET BOOK VALUE

At 31 December 2024

6,240,427

861

15,411

147

6,256,846

At 31 December 2023

6,351,078

1,076

19,264

196

6,371,614

The freehold properties are subject to a legal charge held by the bank as security for the loan.

11.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Trade debtors

193,712

226,621

Other debtors

3,142,901

4,403,931

3,336,613

4,630,552