IRIS Accounts Production v25.1.4.42 15359426 Board of Directors 27.12.24 18.12.23 27.12.24 27.12.24 food distribution and vehicle sales and maintenance. true true true false true true false false false false false false false false true false Ordinary 0 iso4217:GBP iso4217:USD iso4217:EUR xbrli:shares xbrli:pure utr:tonnes utr:kWh 15359426 2023-12-17 15359426 2024-12-27 15359426 2023-12-18 2024-12-27 15359426 2023-12-17 15359426 ns15:EnglandWales 2023-12-18 2024-12-27 15359426 ns14:PoundSterling 2023-12-18 2024-12-27 15359426 ns10:Director1 2023-12-18 2024-12-27 15359426 ns10:Consolidated 2024-12-27 15359426 ns10:ConsolidatedGroupCompanyAccounts 2023-12-18 2024-12-27 15359426 ns10:PrivateLimitedCompanyLtd 2023-12-18 2024-12-27 15359426 ns10:Consolidated ns10:FRS102 2023-12-18 2024-12-27 15359426 ns10:Consolidated ns10:Audited 2023-12-18 2024-12-27 15359426 ns10:LargeCompaniesRegimeForDirectorsReport 2023-12-18 2024-12-27 15359426 ns10:LargeCompaniesRegimeForAccounts 2023-12-18 2024-12-27 15359426 ns10:Consolidated ns10:LargeCompaniesRegimeForDirectorsReport 2023-12-18 2024-12-27 15359426 ns10:Consolidated ns10:LargeCompaniesRegimeForAccounts 2023-12-18 2024-12-27 15359426 ns10:FullAccounts 2023-12-18 2024-12-27 15359426 ns5:Subsidiary1 2023-12-18 2024-12-27 15359426 ns5:Subsidiary2 2023-12-18 2024-12-27 15359426 ns5:Subsidiary3 2023-12-18 2024-12-27 15359426 ns5:Subsidiary4 2023-12-18 2024-12-27 15359426 ns5:Subsidiary5 2023-12-18 2024-12-27 15359426 1 2023-12-18 2024-12-27 15359426 ns10:OrdinaryShareClass1 2023-12-18 2024-12-27 15359426 ns10:Consolidated 2023-12-18 2024-12-27 15359426 ns10:Director2 2023-12-18 2024-12-27 15359426 ns10:Director3 2023-12-18 2024-12-27 15359426 ns10:Director4 2023-12-18 2024-12-27 15359426 ns10:RegisteredOffice 2023-12-18 2024-12-27 15359426 ns5:ShareCapital 2024-12-27 15359426 ns5:FurtherSpecificReserve1ComponentTotalEquity 2024-12-27 15359426 ns5:ShareCapital 2023-12-18 2024-12-27 15359426 ns5:RetainedEarningsAccumulatedLosses 2023-12-18 2024-12-27 15359426 ns5:FurtherSpecificReserve1ComponentTotalEquity 2023-12-18 2024-12-27 15359426 ns5:RetainedEarningsAccumulatedLosses 2024-12-27 15359426 ns5:NetGoodwill 2023-12-18 2024-12-27 15359426 ns5:IntangibleAssetsOtherThanGoodwill 2023-12-18 2024-12-27 15359426 ns5:LandBuildings ns5:OwnedOrFreeholdAssets 2023-12-18 2024-12-27 15359426 ns5:LongLeaseholdAssets ns5:LandBuildings 2023-12-18 2024-12-27 15359426 ns5:LeaseholdImprovements 2023-12-18 2024-12-27 15359426 ns5:PlantMachinery 2023-12-18 2024-12-27 15359426 ns5:FurnitureFittings 2023-12-18 2024-12-27 15359426 ns5:MotorVehicles 2023-12-18 2024-12-27 15359426 ns5:ComputerEquipment 2023-12-18 2024-12-27 15359426 ns5:AdditionsToInvestments 2024-12-27 15359426 ns5:CostValuation 2024-12-27 15359426 1 ns5:Subsidiary1 2023-12-18 2024-12-27 15359426 ns5:Subsidiary1 2024-12-27 15359426 ns5:Subsidiary2 3 2023-12-18 2024-12-27 15359426 ns5:Subsidiary2 2024-12-27 15359426 5 ns5:Subsidiary3 2023-12-18 2024-12-27 15359426 ns5:Subsidiary3 2024-12-27 15359426 7 ns5:Subsidiary4 2023-12-18 2024-12-27 15359426 ns5:Subsidiary4 2024-12-27 15359426 ns5:Subsidiary5 9 2023-12-18 2024-12-27 15359426 ns5:Subsidiary5 2024-12-27 15359426 ns10:OrdinaryShareClass1 2024-12-27

REGISTERED NUMBER: 15359426 (England and Wales)

| Group Strategic Report, Report of the Directors and |

| Consolidated Financial Statements |

| for the Period 18 December 2023 to 27 December 2024 |

| for |

| Hopwells Group Limited |

| Hopwells Group Limited (Registered number: 15359426) |

Contents of the Consolidated Financial Statements

for the period 18 December 2023 to 27 December 2024

Page |

| Company Information | 1 |

| Group Strategic Report | 2 |

| Report of the Directors | 5 |

| Report of the Independent Auditors | 7 |

| Consolidated Income Statement | 10 |

| Consolidated Other Comprehensive Income | 11 |

| Consolidated Balance Sheet | 12 |

| Company Balance Sheet | 13 |

| Consolidated Statement of Changes in Equity | 14 |

| Company Statement of Changes in Equity | 15 |

| Consolidated Cash Flow Statement | 16 |

| Notes to the Consolidated Cash Flow Statement | 17 |

| Notes to the Consolidated Financial Statements | 18 |

| Hopwells Group Limited |

Company Information

for the period 18 December 2023 to 27 December 2024

| DIRECTORS: | M P Field

| T C Hopwell

| Mrs L Hopwell

| A T Hopwell

| REGISTERED OFFICE: | Glaisdale Drive

| Bilborough

| Nottingham

| Nottinghamshire

| NG8 4LU

| REGISTERED NUMBER: | 15359426 (England and Wales)

| AUDITORS: | Clayton & Brewill

| Statutory Auditors and

| Chartered Accountants

| Cawley House

| 149-155 Canal Street

| Nottingham

| Nottinghamshire

| NG1 7HR

| Hopwells Group Limited (Registered number: 15359426) |

Group Strategic Report

for the period 18 December 2023 to 27 December 2024

The directors present their strategic report of the company and the group for the period 18 December 2023 to 27 December 2024.

REVIEW OF BUSINESS

The company supplies food primarily into the Schools and Hospitality sectors. 2024 saw a rise in Turnover but with increased competition and pressure on margins the company made a trading loss in the year.

2024 saw ongoing pressure in respect of availability and costs of both commodities and supplies for resale. The sector continues to suffer price pressure from suppliers therefore the company is keeping under review the availability of products and pricing and maintaining a dialogue with key customers in respect of such matters.

The Directors have reviewed the cash requirements of the business in the light of the ongoing trading environment and are confident that the company has sufficient cash resources to enable it to continue to trade for the foreseeable future.

PRINCIPAL RISKS AND UNCERTAINTIES

The directors have assessed the main strategic risks facing the business as:

- The performance of the UK economy and the impact on the hospitality sector of the changes to National Insurance contributions, the minimum wage and the proposed changes to Employment legislation;

- The impact of the War in Ukraine and the Red Sea Shipping issues on pricing and availability of products and commodities; the company is keeping under review product availability and pricing and where possible is sourcing alternative products to cover shortfalls;

- Credit risk, the company continuously monitors customers debt levels against credit referencing data and requires payment in advance or on delivery where appropriate;

- Loss of one or more contracts contract customers; the company continuously monitors performance levels on key contracts and has regular review meetings with these contracts.

KEY PERFORMANCE INDICATORS

The Directors regularly review the company's performance against key performance indicators, the main KPI's are Turnover, profitability, cashflow, service levels.

FUTURE DEVELOPMENTS

In order to ensure the company returns to profitability the directors have taken the difficult decision to contract the geographical footprint serviced and to withdraw from public sector contracts and concentrate on private business. As a result the directors have taken the decision to close a number of outlying depots.

| Hopwells Group Limited (Registered number: 15359426) |

Group Strategic Report

for the period 18 December 2023 to 27 December 2024

SECTION 172(1) STATEMENT

Hopwells Limited is a family owned and managed business. The directors have acted in the way they consider, in good faith, promotes the success of the company for the benefit of its stakeholders as a whole.

BUSINESS RELATIONSHIPS

The directors recognise the need to build strong long-standing relationships with both customers and suppliers is fundamental to the success of the company. The company continues to develop strategies to maintain and expand our customer base and strengthen our supplier relationships.

The company agrees terms of payments with our suppliers on an annual basis in line with normal trade practices and provided a supplier performs in accordance with the agreement abides by such terms.

OUR PEOPLE

As a family owned and managed business the company is committed to being a responsible business. The company's behaviour is based upon our traditional family values and is aligned with the expectations of our people, customers, shareholders, communities and society as a whole. People are at the heart of delivering a quality service both internally and externally. The company has for many years looked to actively develop our own people in order to wherever possible progress our employees through the business.

HEALTH AND SAFETY

The company promoted the health and safety of all its employees as well as suppliers, customers and visitors whilst on our premises. We are committed as a company to prevent injury and ill health and strive towards continual improvement in all our activities..

DISABLED EMPLOYEES

Applications for employment by disabled persons are always fully considered where the requirements of the role can be adequately fulfilled by a disabled person. In the event of a member of staff becoming disabled every effort is made to ensure that their employment with the company continues and that appropriate training is provided . It is the policy of the company that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

EMPLOYEE INVOLVEMENT

The board believed that although successful employee involvement requires support and impetus from management, the key to its effectiveness lies in giving it a local focus. Rather than relying wholly, however, on formal systems and structures, great importance is attached to the managerial style and the quality of direct contact and relationship with employees.

COMMUNITY, CHARITY AND ENVIRONMENT

The company looks to create positive change for the people and communities in which we operate as and when opportunities arise.

The company recognises the importance of its environmental responsibilities.

CULTURE AND VALUES

The directors recognise the importance of having the right corporate culture. The long-term success of the company is dependant on achieving our strategic goals in such a way as to look after the best interests of our shareholders, customers, suppliers, employees and other stakeholders.

SHAREHOLDERS

All shareholders are also directors of the company and through attendance at board meetings are kept informed of the company's progress.

POLITICAL DONATIONS

The company does not make any donations to any political party or organisation.

| Hopwells Group Limited (Registered number: 15359426) |

Group Strategic Report

for the period 18 December 2023 to 27 December 2024

STREAMLINED ENERGY AND CARBON REPORTING

The table below summaries the greenhouse gas emissions for the year ended 31 December 2023. The company has been assessing its greenhouse gas emissions since 2013.

| 2023 |  | 2022 |  |

| kWh |  | kWh |  |

Total Energy Consumption |  | 16,716,890 |  | 14,899,500 |  |

| 2023 |  | 2022 |  |

| tCO2e |  | tCO2e |  |

Scope 1 |  |

Company lorries |  | 3,022,85 |  | 2,220.89 |  |

Refrigerants |  | 639,77 |  | 298.53 |  |

Company car travel |  | 116,31 |  | 79.97 |  |

Van transport |  | 70,45 |  | 29.61 |  |

Natural gas |  | 35.15 |  | 27.11 |  |

| 3,884.53 |  | 2.656.13 |  |

Scope 2 |  |

Electricity generation |  | 732.08 |  | 706.94 |  |

Scope 3 |  |

Electricity transmission & distribution |  | 66.97 |  | 62.56 |  |

Company vehicles off-site charging |  | 0.14 |  | 0.00 |  |

Gross total tonnes of CO2e |  | 4,683.71 |  | 3,425.62 |  |

SECR elements only (excludes refrigerants and electricity transmission and distribution) |  | 3,976.97 |  | 3,064.53 |  |

Tonnes of CO2e per employee |  | 18.66 |  | 13.93 |  |

Tonnes of CO2e per £m turnover |  | 67.88 |  | 69.42 |  |

Carbon offsets |  | - |  | - |  |

Net total of tonnes of CO2e |  | 4,683.71 |  | 3,425.62 |  |

The GHG emissions have been assessed following the ISO 14064-1:2018 standard and has used the 2022 emission conversion factors published by Department for Environment, Food and Rural Affairs (Detra) and the Department for Business, Energy & Industrial Strategy (BEIS). The assessment follows the dual reporting approach for assessing Scope 2 emissions from electricity usage. The operational control approach has been used.

ON BEHALF OF THE BOARD:

T C Hopwell - Director

26 March 2025

| Hopwells Group Limited (Registered number: 15359426) |

Report of the Directors

for the period 18 December 2023 to 27 December 2024

The directors present their report with the financial statements of the company and the group for the period 18 December 2023 to 27 December 2024.

INCORPORATION

The group was incorporated on 18 December 2023 .

DIVIDENDS

No dividends will be distributed for the period ended 27 December 2024.

DIRECTORS

The directors who have held office during the period from 18 December 2023 to the date of this report are as follows:

M P Field - appointed 18 December 2023

T C Hopwell - appointed 18 December 2023

Mrs L Hopwell - appointed 18 December 2023

A T Hopwell - appointed 18 December 2023

All the directors who are eligible offer themselves for election at the forthcoming first Annual General Meeting.

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). 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 or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

| Hopwells Group Limited (Registered number: 15359426) |

Report of the Directors

for the period 18 December 2023 to 27 December 2024

AUDITORS

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

ON BEHALF OF THE BOARD:

T C Hopwell - Director

26 March 2025

Report of the Independent Auditors to the Members of

Hopwells Group Limited

Opinion

We have audited the financial statements of Hopwells Group Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 27 December 2024 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated 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 group's and of the parent company affairs as at 27 December 2024 and of the group's loss 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 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

Hopwells Group 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 five, 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.

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:

- Enquiry of management and those charged with governance around actual and potential litigation and claims;

- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;

- Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias;

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

Hopwells Group 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.

Neil South BA FCA (Senior Statutory Auditor)

for and on behalf of Clayton & Brewill

Statutory Auditors and

Chartered Accountants

Cawley House

149-155 Canal Street

Nottingham

Nottinghamshire

NG1 7HR

31 March 2025

| Hopwells Group Limited (Registered number: 15359426) |

Consolidated

Income Statement

for the period 18 December 2023 to 27 December 2024

| Notes | £ | £ |

| TURNOVER | 3 | 83,918,983 |  |

| Cost of sales | 66,000,266 |  |

| GROSS PROFIT | 17,918,717 |  |

| Distribution costs | 10,397,236 |  |

| Administrative expenses | 14,199,021 |  |

|  |  | 24,596,257 |  |

(6,677,540 | ) |

| Other operating income | 51,677 |  |

| OPERATING LOSS | 5 | (6,625,863 | ) |

| Interest receivable and similar income | 35,147 |  |

(6,590,716 | ) |

| Interest payable and similar expenses | 6 | 226,484 |  |

| LOSS BEFORE TAXATION | (6,817,200 | ) |

| Tax on loss | 7 | (346,254 | ) |

| LOSS FOR THE FINANCIAL PERIOD | (6,470,946 | ) |

| Loss attributable to:

| Owners of the parent | (6,470,946 | ) |

| Hopwells Group Limited (Registered number: 15359426) |

Consolidated

Other Comprehensive Income

for the period 18 December 2023 to 27 December 2024

| Notes | £ |

| LOSS FOR THE PERIOD | (6,470,946 | ) |

| OTHER COMPREHENSIVE INCOME |

| Merger acquisition | 23,061,235 |  |

| Income tax relating to other comprehensive income | - |  |

| OTHER COMPREHENSIVE INCOME FOR THE PERIOD, NET OF INCOME TAX | 23,061,235 |  |

| TOTAL COMPREHENSIVE INCOME FOR THE PERIOD | 16,590,289 |  |

| Total comprehensive income attributable to:

| Owners of the parent | 16,590,289 |  |

| Hopwells Group Limited (Registered number: 15359426) |

Consolidated Balance Sheet

27 December 2024

| Notes | £ | £ |

| FIXED ASSETS

| Intangible assets | 9 | - |  |

| Tangible assets | 10 | 13,724,580 |  |

| Investments | 11 | 48,400 |  |

13,772,980 |  |

| CURRENT ASSETS

| Stocks | 12 | 7,949,154 |  |  |

| Debtors | 13 | 7,147,028 |  |  |

| Cash at bank and in hand | 2,697,655 |  |  |

17,793,837 |  |

| CREDITORS

| Amounts falling due within one year | 14 | 12,356,480 |  |

| NET CURRENT ASSETS | 5,437,357 |  |

| TOTAL ASSETS LESS CURRENT LIABILITIES | 19,210,337 |  |

| CREDITORS

| Amounts falling due after more than one year | 15 | 2,418,928 |  |

| NET ASSETS | 16,791,409 |  |

| CAPITAL AND RESERVES

| Called up share capital | 17 | 201,120 |  |

| Merger reserve | 18 | 23,061,235 |  |

| Retained earnings | 18 | (6,470,946 | ) |

| SHAREHOLDERS' FUNDS | 16,791,409 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 26 March 2025 and were signed on its behalf by:

T C Hopwell - Director

| Hopwells Group Limited (Registered number: 15359426) |

Company Balance Sheet

27 December 2024

| Notes | £ |

| FIXED ASSETS

| Intangible assets | 9 | - |  |

| Tangible assets | 10 | - |  |

| Investments | 11 | 23,262,355 |  |

23,262,355 |  |

| TOTAL ASSETS LESS CURRENT LIABILITIES | 23,262,355 |  |

| CAPITAL AND RESERVES

| Called up share capital | 17 | 201,120 |  |

| Merger reserve | 18 | 23,061,235 |  |

| SHAREHOLDERS' FUNDS | 23,262,355 |  |

| Company's profit for the financial year | - |  |

The financial statements were approved by the Board of Directors and authorised for issue on 26 March 2025 and were signed on its behalf by:

T C Hopwell - Director

| Hopwells Group Limited (Registered number: 15359426) |

Consolidated Statement of Changes in Equity

for the period 18 December 2023 to 27 December 2024

| Called up |

| share |  | Retained |  | Merger |  | Total

| capital |  | earnings |  | reserve |  | equity

£ | £ | £ | £ |

Changes in equity

Issue of share capital | 201,120 |  | - |  | - |  | 201,120 |  |

Total comprehensive income | - |  | (6,470,946 | ) | 23,061,235 |  | 16,590,289 |  |

Balance at 27 December 2024 | 201,120 |  | (6,470,946 | ) | 23,061,235 |  | 16,791,409 |  |

| Hopwells Group Limited (Registered number: 15359426) |

Company Statement of Changes in Equity

for the period 18 December 2023 to 27 December 2024

| Called up |

| share |  | Retained |  | Merger |  | Total

| capital |  | earnings |  | reserve |  | equity

£ | £ | £ | £ |

Changes in equity

Issue of share capital | 201,120 |  | - |  | - |  | 201,120 |  |

Total comprehensive income | - |  | - |  | 23,061,235 |  | 23,061,235 |  |

Balance at 27 December 2024 | 201,120 |  | - |  | 23,061,235 |  | 23,262,355 |  |

| Hopwells Group Limited (Registered number: 15359426) |

Consolidated Cash Flow Statement

for the period 18 December 2023 to 27 December 2024

| Notes | £ |

| Cash flows from operating activities

| Cash generated from operations | 1 | 3,862,903 |  |

| Interest paid | (226,484 | ) |

| Tax paid | (243,340 | ) |

| Net cash from operating activities | 3,393,079 |  |

| Cash flows from investing activities

| Purchase of tangible fixed assets | (2,700,136 | ) |

| Sale of tangible fixed assets | 78,141 |  |

| Acquired on merger | 2,087,262 |  |

| Interest received | 35,147 |  |

| Net cash from investing activities | (499,586 | ) |

| Cash flows from financing activities

| Loan repayments in year | (195,838 | ) |

| Net cash from financing activities | (195,838 | ) |

| Increase in cash and cash equivalents | 2,697,655 |  |

| Cash and cash equivalents at beginning of period | 2 | - |  |

| Cash and cash equivalents at end of period | 2 | 2,697,655 |  |

| Hopwells Group Limited (Registered number: 15359426) |

Notes to the Consolidated Cash Flow Statement

for the period 18 December 2023 to 27 December 2024

1. | RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

£ |

| Loss before taxation | (6,817,200 | ) |

| Depreciation charges | 1,222,840 |  |

| Profit on disposal of fixed assets | (45,480 | ) |

| Impairment of goodwill | 5,000,000 |  |

| Finance costs | 226,484 |  |

| Finance income | (35,147 | ) |

(448,503 | ) |

| Increase in stocks | (391,250 | ) |

| Decrease in trade and other debtors | 2,060,171 |  |

| Increase in trade and other creditors | 2,642,485 |  |

| Cash generated from operations | 3,862,903 |  |

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:

| Period ended 27 December 2024

| 27/12/24 |  | 18/12/23

£ | £ |

| Cash and cash equivalents | 2,697,655 |  | - |  |

3. | ANALYSIS OF CHANGES IN NET DEBT

| At 18/12/23 | Cash flow | At 27/12/24

£ | £ | £ |

| Net cash |

| Cash at bank and in hand | - |  | 2,697,655 |  | 2,697,655 |  |

- |  | 2,697,655 |  | 2,697,655 |  |

| Debt

| Debts falling due within 1 year | - |  | (232,251 | ) | (232,251 | ) |

| Debts falling due after 1 year | - |  | (2,418,928 | ) | (2,418,928 | ) |

- |  | (2,651,179 | ) | (2,651,179 | ) |

| Total | - |  | 46,476 |  | 46,476 |  |

| Hopwells Group Limited (Registered number: 15359426) |

Notes to the Consolidated Financial Statements

for the period 18 December 2023 to 27 December 2024

1. | STATUTORY INFORMATION

| Hopwells Group 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.

| Turnover

| Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

| Turnover is recognised when the risks and rewards of ownership have transferred to the end customer.

| Goodwill

| Goodwill, being the amount paid in connection with the acquisition of a business in 2023, is being amortised evenly over its estimated useful life of twenty years.

| 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 each asset over its estimated useful life.

| Freehold property | - | 2% of cost or valuation

| Long leasehold | - | 2% of cost or valuation

| Improvements to property | - | Straight line over 5 years, Straight line over 3 years, Straight line over 15 years, Straight line over 10 years and Straight line over 11 years

| Plant and machinery | - | 20% on cost, Straight line over 5 years, Straight line over 3 years, Straight line over 4 years, Straight line over 24 years, Straight line over 10 years, Straight line over 30 years and Straight line over 25 years

| Fixtures and fittings | - | 20% on cost and Straight line over 3 years

| Motor vehicles | - | 33% on cost, 25% per annum straight line, 20% on cost and 12.5% on reducing balance

| Computer equipment | - | 20% on cost and Straight line over 3 years

| Depreciation is provided at varying rates on cost in order to write off each asset over its estimated useful life.

| Investments in subsidiaries

| Investments in subsidiary undertakings are recognised at cost.

| Stocks

| Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

| Hopwells Group Limited (Registered number: 15359426) |

Notes to the Consolidated Financial Statements - continued

for the period 18 December 2023 to 27 December 2024

2. | ACCOUNTING POLICIES - continued

| Taxation

| Taxation for the period 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 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 period 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.

| Foreign currencies

| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet 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.

| 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.

3. | TURNOVER

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

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

£ |

| Wholesale food sales | 77,651,356 |  |

| Vehicle sales & repairs | 6,267,627 |  |

83,918,983 |  |

4. | EMPLOYEES AND DIRECTORS

£ |

| Wages and salaries | 11,203,164 |  |

| Social security costs | 1,663 |  |

| Other pension costs | 674,548 |  |

11,879,375 |  |

| Hopwells Group Limited (Registered number: 15359426) |

Notes to the Consolidated Financial Statements - continued

for the period 18 December 2023 to 27 December 2024

4. | EMPLOYEES AND DIRECTORS - continued

| The average number of employees during the period was as follows:

| Administration | 54 |  |

| Sales | 46 |  |

| Delivery and warehouse | 220 |  |

| Vehicle sales and repairs | 32 |  |

352 |  |

| The average number of employees by undertakings that were proportionately consolidated during the period was 352 .

£ |

| Directors' remuneration | 554,136 |  |

| Directors' pension contributions to money purchase schemes | 75,106 |  |

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

| Money purchase schemes | 7 |  |

| Information regarding the highest paid director is as follows:

£ |

| Emoluments etc | 125,517 |  |

| Pension contributions to money purchase schemes | 24,500 |  |

5. | OPERATING LOSS

| The operating loss is stated after charging/(crediting):

£ |

| Depreciation - owned assets | 1,276,375 |  |

| Profit on disposal of fixed assets | (45,480 | ) |

| Auditors' remuneration | 42,973 |  |

6. | INTEREST PAYABLE AND SIMILAR EXPENSES |

£ |

| Bank loan interest | 226,484 |  |

7. | TAXATION

| Analysis of the tax credit

| The tax credit on the loss for the period was as follows:

£ |

| Deferred tax | (346,254 | ) |

| Tax on loss | (346,254 | ) |

| UK corporation tax has been charged at 25 % .

| Hopwells Group Limited (Registered number: 15359426) |

Notes to the Consolidated Financial Statements - continued

for the period 18 December 2023 to 27 December 2024

7. | TAXATION - continued

| Reconciliation of total tax credit included in profit and loss

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

£ |

| Loss before tax | (6,817,200 | ) |

| Loss multiplied by the standard rate of corporation tax in the UK of 25 % | (1,704,300 | ) |

| Effects of:

| Expenses not deductible for tax purposes | 1,191,000 |  |

| Income not taxable for tax purposes | (11,370 | ) |

| Capital allowances in excess of depreciation | (130,830 | ) |

| Tax losses carried forwards | 655,500 |  |

| Deferred tax movement | (346,254 | ) |

| Total tax credit | (346,254 | ) |

| Tax effects relating to effects of other comprehensive income |

| Gross |  | Tax |  | Net |

£ | £ | £ |

| Merger acquisition | 23,061,235 |  | - |  | 23,061,235 |  |

8. | 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.

9. | INTANGIBLE FIXED ASSETS

| Group

| Goodwill

£ |

| COST

| At 18 December 2023 | 5,000,000 |  |

| Impairments | (5,000,000 | ) |

| At 27 December 2024 | - |  |

| NET BOOK VALUE

| At 27 December 2024 | - |  |

| At 17 December 2023 | 5,000,000 |  |

| On 29 December 2023 the trade and assets of Ortoncrest Holdings Limited were transferred to the group for a consideration equal to the fair value of the assets transferred.

| As a result of company performance and market conditions, the goodwill held has been fully impaired in the period.

| Hopwells Group Limited (Registered number: 15359426) |

Notes to the Consolidated Financial Statements - continued

for the period 18 December 2023 to 27 December 2024

10. | TANGIBLE FIXED ASSETS

| Group

| Improvements |

| Freehold |  | Long |  | to |  | Plant and

| property |  | leasehold |  | property |  | machinery

£ | £ | £ | £ |

| COST

| At 18 December 2023 | 9,218,889 |  | 603,000 |  | 816,800 |  | 5,545,550 |  |

| Additions | 330,082 |  | - |  | - |  | 1,535,445 |  |

| Disposals | - |  | - |  | (73,604 | ) | (733,769 | ) |

| Reclassification/transfer | (245,902 | ) | - |  | - |  | 245,902 |  |

| At 27 December 2024 | 9,303,069 |  | 603,000 |  | 743,196 |  | 6,593,128 |  |

| DEPRECIATION

| At 18 December 2023 | 319,916 |  | 83,600 |  | 633,385 |  | 4,789,001 |  |

| Charge for period | 109,300 |  | 5,200 |  | 41,553 |  | 541,629 |  |

| Eliminated on disposal | - |  | - |  | (73,604 | ) | (701,769 | ) |

| At 27 December 2024 | 429,216 |  | 88,800 |  | 601,334 |  | 4,628,861 |  |

| NET BOOK VALUE

| At 27 December 2024 | 8,873,853 |  | 514,200 |  | 141,862 |  | 1,964,267 |  |

| At 17 December 2023 | 8,898,973 |  | 519,400 |  | 183,415 |  | 756,549 |  |

| Fixtures |

| and |  | Motor |  | Computer |

| fittings |  | vehicles |  | equipment |  | Totals

£ | £ | £ | £ |

| COST

| At 18 December 2023 | 34,352 |  | 5,957,400 |  | 206,982 |  | 22,382,973 |  |

| Additions | - |  | 771,017 |  | 63,592 |  | 2,700,136 |  |

| Disposals | - |  | (527,623 | ) | - |  | (1,334,996 | ) |

| Reclassification/transfer | - |  | - |  | - |  | - |  |

| At 27 December 2024 | 34,352 |  | 6,200,794 |  | 270,574 |  | 23,748,113 |  |

| DEPRECIATION

| At 18 December 2023 | 29,234 |  | 4,006,145 |  | 188,212 |  | 10,049,493 |  |

| Charge for period | 2,872 |  | 558,354 |  | 17,467 |  | 1,276,375 |  |

| Eliminated on disposal | - |  | (526,962 | ) | - |  | (1,302,335 | ) |

| At 27 December 2024 | 32,106 |  | 4,037,537 |  | 205,679 |  | 10,023,533 |  |

| NET BOOK VALUE

| At 27 December 2024 | 2,246 |  | 2,163,257 |  | 64,895 |  | 13,724,580 |  |

| At 17 December 2023 | 5,118 |  | 1,951,255 |  | 18,770 |  | 12,333,480 |  |

| Hopwells Group Limited (Registered number: 15359426) |

Notes to the Consolidated Financial Statements - continued

for the period 18 December 2023 to 27 December 2024

11. | FIXED ASSET INVESTMENTS

| Group

| Shares in

| group

| undertakings

£ |

| COST

| At 18 December 2023

| and 27 December 2024 | 48,400 |  |

| NET BOOK VALUE

| At 27 December 2024 | 48,400 |  |

| At 17 December 2023 | 48,400 |  |

| Company

| Shares in

| group

| undertakings

£ |

| COST

| Additions | 23,262,355 |  |

| At 27 December 2024 | 23,262,355 |  |

| NET BOOK VALUE

| At 27 December 2024 | 23,262,355 |  |

| The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

| Subsidiaries

| T.P. Hopwell (Birmingham) Ltd

| Registered office: Glaisdale Drive, Bilborough, Nottingham, Nottinghamshire, NG8 4LU

| Nature of business: Vehicle sales & repairs

| %

| Class of shares: | holding |

| Ordinary | 100.00 |

| 27/12/24 |

£ |

| Aggregate capital and reserves | 11,173,914 |  |

| Profit for the period | 557,350 |  |

| T.P. Hopwell (Holdings) Ltd

| Registered office: Glaisdale Drive, Bilborough, Nottingham, Nottinghamshire, NG8 4LU

| Nature of business: Holding company

| %

| Class of shares: | holding |

| Ordinary | 100.00 |

| 27/12/24 |

£ |

| Aggregate capital and reserves | 7,526,390 |  |

| Hopwells Group Limited (Registered number: 15359426) |

Notes to the Consolidated Financial Statements - continued

for the period 18 December 2023 to 27 December 2024

11. | FIXED ASSET INVESTMENTS - continued

| Hopwells Ltd

| Registered office: Glaisdale Drive, Bilborough, Notts, NG8 4LU

| Nature of business: Food wholesaler

| %

| Class of shares: | holding |

| Ordinary | 100.00 |

| 27/12/24 |

£ |

| Aggregate capital and reserves | 6,229,207 |  |

| Loss for the period | (7,028,369 | ) |

| Ortoncrest Holdings Ltd

| Registered office: Glaisdale Drive, Bilborough, Nottingham, Nottinghamshire, England, NG8 4LU

| Nature of business: Dormant

| %

| Class of shares: | holding |

| Ordinary | 100.00 |

| 27/12/24 |

£ |

| Aggregate capital and reserves | 202 |  |

| T.I.M. UK Motors Ltd

| Registered office: Hopwells Glaisdale Drive East, Bilborough, Nottingham, United Kingdom, NG8 4LU

| Nature of business: Dormant

| %

| Class of shares: | holding |

| Ordinary | 100.00 |

| 27/12/24 |

£ |

| Aggregate capital and reserves | 65 |  |

12. | STOCKS

| Group |

£ |

| Stocks | 1,583,951 |  |

| Consumables | 96,245 |  |

| Finished goods | 1,436,315 |  |

| Goods for resale | 4,832,643 |  |

7,949,154 |  |

13. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| Group |

£ |

| Trade debtors | 4,884,762 |  |

| Other debtors | 1,875,694 |  |

| Prepayments | 386,572 |  |

7,147,028 |  |

| Hopwells Group Limited (Registered number: 15359426) |

Notes to the Consolidated Financial Statements - continued

for the period 18 December 2023 to 27 December 2024

14. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| Group |

£ |

| Bank loans and overdrafts (see note 16) | 232,251 |  |

| Trade creditors | 7,323,249 |  |

| Tax | 58,855 |  |

| Social security and other taxes | 290,222 |  |

| VAT | 3,251 |  |

| Other creditors | 362,126 |  |

| Accrued expenses | 4,086,526 |  |

12,356,480 |  |

15. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |

| Group |

£ |

| Bank loans (see note 16) | 2,418,928 |  |

16. | LOANS

| An analysis of the maturity of loans is given below:

| Group |

£ |

| Amounts falling due within one year or | on demand: |

| Bank loans | 232,251 |  |

| Amounts falling due between one and | two years: |

| Bank loans - 1-2 years | 250,033 |  |

| Amounts falling due between two and | five years: |

| Bank loans - 2-5 years | 870,933 |  |

| Amounts falling due in more than five | years: |

| Repayable by instalments

| Bank loans more 5 yr by instal | 1,297,962 |  |

17. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal

| value: | £ |

| 201,120 | Ordinary | 1 | 201,120 |  |

| Hopwells Group Limited (Registered number: 15359426) |

Notes to the Consolidated Financial Statements - continued

for the period 18 December 2023 to 27 December 2024

18. | RESERVES

| Group

| Retained |  | Merger |

| earnings |  | reserve |  | Totals

£ | £ | £ |

| Deficit for the period | (6,470,946 | ) | (6,470,946 | ) |

| Merger transfer | - |  | 23,061,235 |  | 23,061,235 |  |

| At 27 December 2024 | (6,470,946 | ) | 23,061,235 |  | 16,590,289 |  |

| Company

| Retained |  | Merger |

| earnings |  | reserve |  | Totals

£ | £ | £ |

| Profit for the period | - | - |

| Merger transfer | - |  | 23,061,235 |  | 23,061,235 |  |

| At 27 December 2024 | - |  | 23,061,235 |  | 23,061,235 |  |

| Hopwells Group Limited acquired 100% share holdings in T.P. Hopwell (Holdings) Limited and T.P. Hopwell (Birmingham) Ltd via share for share transfers in the period. A merger reserve has been created by the transactions.