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REGISTERED NUMBER: 13526469 (England and Wales)

| Group Strategic Report, Report of the Director and

| Audited Consolidated Financial Statements

| for the Year Ended 31 January 2025

| for

| RODINA HOLDINGS LIMITED

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Contents of the Consolidated Financial Statements

for the year ended 31 JANUARY 2025

Page |

| Company Information | 1 |

| Group Strategic Report | 2 |

| Report of the Director | 5 |

| Report of the Independent Auditors | 6 |

| 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 | 19 |

| RODINA HOLDINGS LIMITED |

Company Information

for the year ended 31 JANUARY 2025

| DIRECTOR: | I Darkin

| SECRETARY: | E Darkin

| REGISTERED OFFICE: | 155 Wellingborough Road

| Rushden

| Northamptonshire

| NN10 9TB

| REGISTERED NUMBER: | 13526469 (England and Wales)

| AUDITORS: | Elsby & Co (Sywell) Ltd

| Statutory Auditors

| 155 Wellingborough Road

| Rushden

| Northamptonshire

| NN10 9TB

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Group Strategic Report

for the year ended 31 JANUARY 2025

The director presents his strategic report of the company and the group for the year ended 31 January 2025.

Rodina Holdings Limited is a group of companies which are effectively managed as one single operating Leisure and Travel business.

The overall group comprises:

- Rodina Holdings Limited,

- One Traveller Limited,

- One Traveller Transport Limited,

- Edwardgracehope Investments Ltd.

The group specialises in providing ATOL & ABTA protected, escorted group holidays. These holidays are provided throughout the UK, Europe and Worldwide, for solo travellers aged over 50, marketed via physical and online brochures, as well as on their website. It is the company's aim to provide a safe and friendly travelling environment for solo travellers, whilst at the same time enabling them to take in the highlights and experiences that a particular destination has to offer.

REVIEW OF BUSINESS

The principal activity of the Rodina Holdings Limited is that of a holding company, the group engage in activities in the travel industry.

The group has seen significant growth in the last financial year, with a 23.07% increase in turnover to £23.4m (2024: £19.0m).

This growth is attributed to the return and further growth of customer confidence, which has been reflected in a stronger forward book position than the previous year. The group has had a steady flow of departures in both the shoulder season and the peak season, contributing to this increase.

The group offers a broad range of holidays across many regions of the globe which helps to mitigate the risk of single destination failure. The group's plans for growth include expanding the range of holidays available to include new destinations that the group does not currently offer and widening the options for its customers. The group is looking at special interest holidays, as an area of focus for the future.

Increased levels of operating activities have resulted in an increase in operating expenses of 21.0% to £20.8m (2024: £17.2m). Included within operating expenses are staffing expenses, the investment in staff has meant that staffing costs have increased by 33.48%

Overall operating profit for the year has increased by 41.8% to £2.6m. (2024: £1.8m).

As a result, the group has had a 41.5% increase in profit before taxation, up to £2.9m. (2024: £2.0m).

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Group Strategic Report

for the year ended 31 JANUARY 2025

PRINCIPAL RISKS AND UNCERTAINTIES

The director continually reviews the possible risks to the group, using a mixture of measures to achieve this. Where possible and relevant, risks to the group are covered by insurance.

Liquidity Risk:

To manage risk, the director sees cash flow management as a key area. Cash flow forecasts are prepared, monitored and continually updated, to reflect current and anticipated turnover. This helps the group ensure that all liabilities can be met when they become due. This also helps with any trade creditor risk as this is managed by ensuring that sufficient funds are available to meet the amounts as and when they fall due. The group has good cash reserves in the bank, which have improved this year by 29.6%. The group's principal financial instruments consist of bank balances, trade creditors and receivables.

Market Risk:

Due to the nature of the European and Worldwide holidays, the group faces external factors which may affect them, including destination disruption, and/or natural disaster. To help manage this risk, the group ensures that its portfolio of holidays is diverse. The group has also expanded its portfolio of rail holidays, as well as cruise holidays, and continue to plan to further expand its range of destinations, to help manage and mitigate this potential risk.

The group is also at risk of geo-political events affecting the industry in which it operates. Events of terrorism and war, such as the wars between Russia and Ukraine, and Israel and Hamas, can have a significant impact upon customer behaviour and may unexpectedly disrupt the travel industry. To help alleviate this risk, the group plans its itineraries with care and offers a geographic spread of destinations within its portfolio. The group reviews, and responds quickly, to all global events to minimise its ongoing exposure.

Competitive Risk:

The group operates in a competitive industry where service and price is important. Conditions which can suddenly affect the holiday costs present a risk, such as exchange rates, as the group provides holidays worldwide. To manage this risk, the company closely monitors foreign exchange rates and reacts accordingly.

NON-FINANCIAL INFORMATION

The group prides itself in providing the best holidays possible, for all mature solo travellers and look ahead to providing many more years of great travel experiences for all its customers. This year the One Traveller Limited has been awarded the top prize at the British Travel Awards in the "Best Small Travel Company for Singles Holidays" category, adding to its previous accolades. One Traveller is also a Which? recommended solo specialist and was the only company in the survey with 5-star service.

The director recognises that its employees are integral to business success, both when working in the UK as well as Overseas. The group offers an employee benefits package to all its employees and is committed to attracting and retaining employees.

The director understands the challenges in the economy that directly affect the business. The director and the senior management team review key risk factors faced by the group and have a hands-on approach when it comes to day-to-day decision making. Performance is constantly monitored.

The group recognises the importance of strong relationships with suppliers and as such acknowledges the importance of, and ensures it continues to make, timely and full payments to its suppliers. By fostering relationships with suppliers, the group aims to enhance the overall holiday experience for its customers.

The group is committed to minimising its carbon footprint, as part of its overall strategy to continue to improve its sustainability. To help achieve this goal, the group produces ecofriendly brochures with potato starch wrapping, all of which are 100% recyclable. Alongside this, all brochures and newsletters are also available to be viewed online. The group encourages its staff to be more environmentally friendly through its green policies.

The group is also committed to helping charities close to its heart, achieving this via means of practical support and financial donations, encouraging its staff to participate in charitable activities wherever possible.

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Group Strategic Report

for the year ended 31 JANUARY 2025

KEY PERFORMANCE INDICATORS

| Change 2025 |

| 2025 |  | 2024 |  | vs 2024 |

Number of UK holidays |  |  | 31 |  | 47 |  | -34.04% |

Number of European holidays |  |  | 138 |  | 107 |  | 28.97% |

Number of Worldwide holidays |  |  | 58 |  | 53 |  | 9.43% |

Cruises |  |  | 21 |  | 8 |  | 162.50% |

Total number of holidays |  |  | 248 |  | 215 |  | 15.35% |

Number of destinations |  |  | 47 |  | 36 |  | 30.56% |

OUTLOOK AND FUTURE PROSPECTS

Even though there have been various input cost pressures and global uncertainties, the group has remained robust, and consequently, margins per booked passenger have improved.

Moving forwards, the group is looking at expanding its range of holidays to not only help improve the variety of choice available to its customers, but to also help improve the diversity of destination and mitigate potential threats. The director feels that the escorted group holidays for solo travellers over 50, is a resilient and popular product, that will continue to remain strong and further grow over the coming years.

ON BEHALF OF THE BOARD:

I Darkin - Director

17 July 2025

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Report of the Director

for the year ended 31 JANUARY 2025

The director presents his report with the financial statements of the company and the group for the year ended 31 January 2025.

DIVIDENDS

The total distribution of dividends for the period ended 31 January 2025 were £274,000 (2024: £334,000).

After the period end dividends of £474,000 (2024: £224,000) were proposed and paid.

DIRECTOR

I Darkin held office during the whole of the period from 1 February 2024 to the date of this report.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES

The director is responsible for preparing the Group Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is 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 director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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 director is 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 he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, Elsby & Co (Sywell) Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

I Darkin - Director

17 July 2025

Report of the Independent Auditors to the Members of

Rodina Holdings Limited

Opinion

We have audited the financial statements of Rodina Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 January 2025 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 31 January 2025 and of the group's profit for the year then ended;

- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

- | have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

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

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the director's 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 director with respect to going concern are described in the relevant sections of this report.

Other information

The director is responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Director, 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 Director 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 Director have been prepared in accordance with applicable legal requirements.

Report of the Independent Auditors to the Members of

Rodina Holdings 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 Director.

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 director's remuneration specified by law are not made; or

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

Responsibilities of director

As explained more fully in the Statement of Director's Responsibilities set out on page five, the director is 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 director determines 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 director is 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 director either intends to liquidate the group or the parent company or to cease operations, or has no realistic alternative but to do so.

Report of the Independent Auditors to the Members of

Rodina Holdings Limited

Auditors' responsibilities for the audit of the financial statements

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

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

We considered the nature of the company's industry and its control environment, and discussed the Company's policies and procedures relating to fraud and compliance with laws and regulations.

We obtained an understanding of the legal and regulatory frameworks that the company operates in, and identified the key laws and regulations that:

- |  | had a direct effect on the determination of material amounts and disclosures in the financial statements; and |

- |  | do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty. |

We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.

In common with all audits under ISAs ( UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.

In addition to the above, our procedures to respond to the risks identified included the following:

- |  | reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements; |

- |  | performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; |

- |  |

enquiring of management concerning actual and potential litigation and claims, and instances of non-compliance with 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 Report of the Auditors.

Report of the Independent Auditors to the Members of

Rodina Holdings 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.

Carl Elsby ACA (Senior Statutory Auditor)

for and on behalf of Elsby & Co (Sywell) Ltd

Statutory Auditors

155 Wellingborough Road

Rushden

Northamptonshire

NN10 9TB

21 July 2025

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Consolidated

Income Statement

for the year ended 31 JANUARY 2025

| Year Ended | Period |

| 31.1.25 | 1.8.22 to 31.1.24 |

| as restated |

| Notes | £ | £ | £ | £ |

TURNOVER | 4 | 23,415,948 |  | 19,026,489 |  |

Cost of sales | 17,537,631 |  | 14,514,671 |  |

GROSS PROFIT | 5,878,317 |  | 4,511,818 |  |

Administrative expenses | 3,299,701 |  | 2,700,137 |  |

2,578,616 |  | 1,811,681 |  |

Other operating income | 12,500 |  | 15,625 |  |

OPERATING PROFIT | 6 | 2,591,116 |  | 1,827,306 |  |

Income from fixed asset investments | 22,768 |  | 8,207 |  |

Interest receivable and similar income | 180,976 |  | 82,586 |  |

|  |  | 203,744 |  |  |  |  | 90,793 |  |

2,794,860 |  | 1,918,099 |  |

Gain/loss on revaluation of assets | 108,085 |  | 132,859 |  |

PROFIT BEFORE TAXATION | 2,902,945 |  | 2,050,958 |  |

Tax on profit | 8 | 724,998 |  | 483,460 |  |

PROFIT FOR THE FINANCIAL YEAR | 2,177,947 |  | 1,567,498 |  |

Profit attributable to:

Owners of the parent | 2,177,947 |  | 1,567,498 |  |

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Consolidated

Other Comprehensive Income

for the year ended 31 JANUARY 2025

| Period

| 1.8.22

| Year Ended |  | to

| 31.1.25 |  | 31.1.24

| as restated |

| Notes | £ | £ |

PROFIT FOR THE YEAR | 2,177,947 |  | 1,567,498 |  |

OTHER COMPREHENSIVE INCOME |

Revaluation adjustment | (90,000 | ) | 283,521 |  |

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

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX | (90,000 | ) | 283,521 |  |

TOTAL COMPREHENSIVE INCOME FOR THE YEAR | 2,087,947 |  | 1,851,019 |  |

| Note

Prior year adjustment | 11 | (62,474 | ) |

TOTAL COMPREHENSIVE INCOME SINCE LAST ANNUAL REPORT | 2,025,473 |  |

Total comprehensive income attributable to:

Owners of the parent | 2,025,473 |  | 1,851,019 |  |

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Consolidated Balance Sheet

31 JANUARY 2025

| 2025 | 2024 |

| as restated |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Intangible assets | 12 | 5,295 |  | 7,566 |  |

Tangible assets | 13 | 926,549 |  | 267,626 |  |

Investments | 14 | 2,341,760 |  | 2,073,675 |  |

Investment property | 15 | 340,000 |  | 250,000 |  |

3,613,604 |  | 2,598,867 |  |

CURRENT ASSETS

Stocks | 16 | - |  | 22,124 |  |

Debtors | 17 | 2,294,371 |  | 3,032,903 |  |

Investments | 18 | 2,602,577 |  | 1,548,120 |  |

Cash at bank and in hand | 4,147,109 |  | 3,692,622 |  |

9,044,057 |  | 8,295,769 |  |

CREDITORS

Amounts falling due within one year | 19 | 6,919,607 |  | 7,078,360 |  |

NET CURRENT ASSETS | 2,124,450 |  | 1,217,409 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 5,738,054 |  | 3,816,276 |  |

CREDITORS

Amounts falling due after more than one year | 20 | (13,000 | ) | (13,000 | ) |

PROVISIONS FOR LIABILITIES | 21 | (112,404 | ) | (94,573 | ) |

NET ASSETS | 5,612,650 |  | 3,708,703 |  |

CAPITAL AND RESERVES

Called up share capital | 22 | 200 |  | 200 |  |

Share premium | 23 | 29,900 |  | 29,900 |  |

Other reserves | 23 | 2,160,048 |  | 2,160,048 |  |

Fair value reserve | 23 | 91,536 |  | 1,536 |  |

Retained earnings | 23 | 3,330,966 |  | 1,517,019 |  |

SHAREHOLDERS' FUNDS | 5,612,650 |  | 3,708,703 |  |

The financial statements were approved by the director and authorised for issue on 17 July 2025 and were signed by:

I Darkin - Director

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Company Balance Sheet

31 JANUARY 2025

| 2025 | 2024 |

| as restated |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Intangible assets | 12 | - |  | - |  |

Tangible assets | 13 | - |  | - |  |

Investments | 14 | 30,100 |  | 30,100 |  |

Investment property | 15 | - |  | - |  |

30,100 |  | 30,100 |  |

CURRENT ASSETS

Debtors | 17 | 2,024,285 |  | 1,911,464 |  |

Cash at bank | 110,197 |  | 110,590 |  |

2,134,482 |  | 2,022,054 |  |

CREDITORS

Amounts falling due within one year | 19 | 2,000 |  | 1,853 |  |

NET CURRENT ASSETS | 2,132,482 |  | 2,020,201 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 2,162,582 |  | 2,050,301 |  |

CAPITAL AND RESERVES

Called up share capital | 22 | 200 |  | 200 |  |

Share premium | 23 | 29,900 |  | 29,900 |  |

Retained earnings | 23 | 2,132,482 |  | 2,020,201 |  |

SHAREHOLDERS' FUNDS | 2,162,582 |  | 2,050,301 |  |

Company's profit for the financial year | 386,281 |  | 2,294,201 |  |

The financial statements were approved by the director and authorised for issue on 17 July 2025 and were signed by:

I Darkin - Director

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Consolidated Statement of Changes in Equity

for the year ended 31 JANUARY 2025

| Called up |

| share |  | Retained |  | Share

| capital |  | earnings |  | premium

£ | £ | £ |

Balance at 1 August 2022 | 100 |  | - |  | - |  |

Changes in equity

Issue of share capital | 100 |  | - |  | 29,900 |  |

Dividends | - |  | (334,000 | ) | - |  |

Total comprehensive income | - |  | 1,913,493 |  | - |  |

Balance at 31 January 2024 | 200 |  | 1,579,493 |  | 29,900 |  |

Prior year adjustment | - |  | (62,474 | ) | - |  |

As restated | 200 |  | 1,517,019 |  | 29,900 |  |

Changes in equity

Dividends | - |  | (274,000 | ) | - |  |

Total comprehensive income | - |  | 2,087,947 |  | - |  |

Balance at 31 January 2025 | 200 |  | 3,330,966 |  | 29,900 |  |

| Fair |

| Other |  | value |  | Total

| reserves |  | reserve |  | equity

£ | £ | £ |

Balance at 1 August 2022 | - |  | - |  | 100 |  |

Changes in equity

Issue of share capital | - |  | - |  | 30,000 |  |

Dividends | - |  | - |  | (334,000 | ) |

Total comprehensive income | 6,318 |  | (251,963 | ) | 1,667,848 |  |

Arising on acquisition | 2,153,730 |  | 253,499 |  | 2,407,229 |  |

Balance at 31 January 2024 | 2,160,048 |  | 1,536 |  | 3,771,177 |  |

Prior year adjustment | - |  | - |  | (62,474 | ) |

As restated | 2,160,048 |  | 1,536 |  | 3,708,703 |  |

Changes in equity

Dividends | - |  | - |  | (274,000 | ) |

Total comprehensive income | - |  | 90,000 |  | 2,177,947 |  |

Balance at 31 January 2025 | 2,160,048 |  | 91,536 |  | 5,612,650 |  |

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Company Statement of Changes in Equity

for the year ended 31 JANUARY 2025

| Called up |

| share |  | Retained |  | Share |  | Total

| capital |  | earnings |  | premium |  | equity

£ | £ | £ | £ |

Balance at 1 August 2022 | 100 |  | - |  | - |  | 100 |  |

Changes in equity

Issue of share capital | 100 |  | - |  | 29,900 |  | 30,000 |  |

Dividends | - |  | (274,000 | ) | - |  | (274,000 | ) |

Total comprehensive income | - |  | 2,294,201 |  | - |  | 2,294,201 |  |

Balance at 31 January 2024 | 200 |  | 2,020,201 |  | 29,900 |  | 2,050,301 |  |

Changes in equity

Dividends | - |  | (274,000 | ) | - |  | (274,000 | ) |

Total comprehensive income | - |  | 386,281 |  | - |  | 386,281 |  |

Balance at 31 January 2025 | 200 |  | 2,132,482 |  | 29,900 |  | 2,162,582 |  |

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Consolidated Cash Flow Statement

for the year ended 31 JANUARY 2025

| Period

| 1.8.22

| Year Ended |  | to

| 31.1.25 |  | 31.1.24

| as restated |

| Notes | £ | £ |

Cash flows from operating activities

Cash generated from operations | 1 | 3,158,659 |  | 2,947,768 |  |

Tax paid | (594,600 | ) | (393,544 | ) |

Net cash from operating activities | 2,564,059 |  | 2,554,224 |  |

Cash flows from investing activities

Purchase of tangible fixed assets | (984,859 | ) | (198,199 | ) |

Purchase of fixed asset investments | - |  | (3,675,869 | ) |

Sale of fixed asset investments | - |  | 3,159,062 |  |

Cash balances on acquisition | - |  | 3,644,731 |  |

Purchase of current asset investments | (1,054,457 | ) | (1,548,120 | ) |

Interest received | 180,976 |  | 82,586 |  |

Dividends received | 22,768 |  | 8,207 |  |

Net cash from investing activities | (1,835,572 | ) | 1,472,398 |  |

Cash flows from financing activities

Amount withdrawn by directors | - |  | (100 | ) |

Equity dividends paid | (274,000 | ) | (334,000 | ) |

Net cash from financing activities | (274,000 | ) | (334,100 | ) |

Increase in cash and cash equivalents | 454,487 |  | 3,692,522 |  |

Cash and cash equivalents at beginning of year | 2 | 3,692,622 |  | 100 |  |

Cash and cash equivalents at end of year | 2 | 4,147,109 |  | 3,692,622 |  |

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Notes to the Consolidated Cash Flow Statement

for the year ended 31 JANUARY 2025

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

| Period

| 1.8.22

| Year Ended |  | to

| 31.1.25 |  | 31.1.24

| as restated |

£ | £ |

| Profit before taxation | 2,902,945 |  | 2,050,958 |  |

| Depreciation charges | 76,168 |  | 94,545 |  |

| Loss on disposal of fixed assets | 2,039 |  | 18,023 |  |

| Gain on revaluation of fixed assets | (108,085 | ) | (132,859 | ) |

| Finance income | (203,744 | ) | (90,793 | ) |

2,669,323 |  | 1,939,874 |  |

| Decrease/(increase) in stocks | 22,124 |  | (15,674 | ) |

| Decrease/(increase) in trade and other debtors | 742,654 |  | (2,234,369 | ) |

| (Decrease)/increase in trade and other creditors | (275,442 | ) | 3,257,937 |  |

| Cash generated from operations | 3,158,659 |  | 2,947,768 |  |

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 January 2025

| 31.1.25 |  | 1.2.24

£ | £ |

| Cash and cash equivalents | 4,147,109 |  | 3,692,622 |  |

| Period ended 31 January 2024

| 31.1.24 |  | 1.8.22

| as restated |

£ | £ |

| Cash and cash equivalents | 3,692,622 |  | 100 |  |

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Notes to the Consolidated Cash Flow Statement

for the year ended 31 JANUARY 2025

3. | ANALYSIS OF CHANGES IN NET FUNDS

| At 1.2.24 | Cash flow | At 31.1.25

£ | £ | £ |

| Net cash |

| Cash at bank and in hand | 3,692,622 |  | 454,487 |  | 4,147,109 |  |

3,692,622 |  | 454,487 |  | 4,147,109 |  |

| Liquid resources |

| Current asset investments | 1,548,120 |  | 1,054,457 |  | 2,602,577 |  |

1,548,120 |  | 1,054,457 |  | 2,602,577 |  |

| Total | 5,240,742 |  | 1,508,944 |  | 6,749,686 |  |

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Notes to the Consolidated Financial Statements

for the year ended 31 JANUARY 2025

1. | STATUTORY INFORMATION

| Rodina Holdings 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.

| The presentational currency of Rodina Holdings Limited is considered to be pounds sterling and the financial statements are rounded to the nearest pound.

| The principal activity of the group during the year was the provision of holiday services.

| Length of reporting period

| The Group accounts for the prior period cover an 18 month period to coincide with the Group reporting period end. This year the Group accounts cover a 12 month period, therefore the two periods are not comparable.

2. | ACCOUNTING POLICIES

| Basis of preparing the financial statements

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

| Turnover

| The Group is a provider of holiday services. Revenue originates solely from customer sales. Revenue is measured at fair value of the consideration received or receivable and is stated net of discounts and value added tax.

| (i) Revenue recognition

| Revenue in respect of tours and related services, is recognised on the date of departure of the tour, at which point the significant risks and rewards have been transferred to the passenger or the third party.

| (ii) Client monies received in advance

| Client monies received at the Statement of Financial Position date relating to tours or holidays departing after the year end are deferred and included with trade and other payables. If the date of the departure is in one year or less they are classified as current liabilities.

| Other income

| Other income includes; income from asset disposals, rental income, dividend income and interest.

| Intangible assets

| Intangible assets are measured at cost less accumulated amortisation and any accumulated impairment losses.

| Amortisation is charged so as to allocate the cost of intangibles less their residual values over their estimated useful lives, using the straight-line method. The intangible assets are amortised over the following useful economic lives:

| - Other intangible assets 10 years

| If there is an indication that there has been a significant change in amortisation rate or residual value of an asset, the amortisation of that asset is revised prospectively to reflect the new expectations.

| If the net fair value of the identifiable assets and liabilities acquired exceeds the cost of a business combination, the excess up to the fair value of non-monetary assets acquired is recognised in the profit or loss in the periods in which the non-monetary assets are recovered. Any excess exceeding fair value of non-monetary assets acquired is recognised in the profit or loss in the periods expected to be benefitted.

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 JANUARY 2025

2. | ACCOUNTING POLICIES - continued

| Tangible fixed assets

| Tangible fixed assets are initially measured at cost or valuation and subsequently at cost or valuation less accumulated depreciation and any impairment losses.

| Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

| Freehold property |  | - |  | 2% on cost |  |

| Improvements to property |  | - |  | 10% on cost |  |

| Fixtures and fittings |  | - |  | 15% on reducing balance |  |

| Motor vehicles |  | - |  | 25% on reducing balance |  |

| Computer equipment |  | - |  | 33% on reducing balance |  |

| Investment property

| Investment property is shown at most recent valuation. Any aggregate surplus or deficit arising from changes in fair value is recognised in profit or loss.

| Stocks

| Stocks relate to tour/holiday brochures. Stocks are stated at the lower of costs and net realisble value, after making due allowance for obsolete and slow moving items

| Financial instruments

| The group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties, investments in non-puttable ordinary shares, short-term instruments from banks and fixed term bank deposits.

| Financial assets that are measured at cost and amortised cost are addressed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Consolidated Statement of Comprehensive Income.

| For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

| Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

| Derivative financial instruments

| Derivative financial instruments are recognised at fair value using a valuation technique with any gains or losses being reported in the profit or loss. Outstanding derivatives at reporting date are included under the appropriate format heading depending on the nature of the derivative.

| Taxation

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

| Current or deferred taxation assets and liabilities are not discounted.

| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 JANUARY 2025

2. | ACCOUNTING POLICIES - continued

| 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.

| Hire purchase and leasing commitments

| Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

| 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.

| Fixed asset investments

| Investments comprise investments in quoted equity instruments which are measured at fair value. Changes in fair value are recognised in the profit or loss. Fair value is estimated by using a valuation technique.

| Cash and cash equivalents

| Cash and cash equivalents include cash in hand and deposits held at call with banks.

| Foreign currency transactions and balance

| In preparing the financial statements of the group, transactions in currencies other than the functional currency of the group are recognised at the spot rate at the dates of the transactions, or at an average rate where this rate approximates the actual rate at the date of the transaction. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Non monetary items that are measured in terms of historical cost in a foreign currency are not translated.

| Exchange differences are recognised in the Statement of Comprehensive Income in the period in which they arise.

| Finance expenses

| Finance expenses recognised in the Statement of Comprehensive Income mainly comprises bank interest and credit card interest.

| Going concern

| The director, having assessed the group's financial position has no reason to believe that a material uncertainty exists that may cast significant doubt about the ability of the group to continue as a going concern. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements.

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 JANUARY 2025

3. | CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

| In the application of the Group's accounting policies, which are described in note 2, management is required to make judgments, estimates and assumptions about the carrying values of assets and liabilities that are not readily separated from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.

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

4. | TURNOVER

| The turnover and profit before taxation are attributable to the one principal activity of the group.

| An analysis of turnover by geographical market is given below:

| Period

| 1.8.22

| Year Ended |  | to

| 31.1.25 |  | 31.1.24

| as restated |

£ | £ |

| United Kingdom | 2,343,090 |  | 1,714,315 |  |

| Europe | 9,984,941 |  | 8,769,184 |  |

| United States of America | 1,296,085 |  | 1,936,403 |  |

| South America | 2,796,242 |  | 1,215,125 |  |

| Asia | 4,474,073 |  | 3,558,922 |  |

| Africa | 2,521,517 |  | 1,832,540 |  |

23,415,948 |  | 19,026,489 |  |

5. | EMPLOYEES AND DIRECTORS

| Period

| 1.8.22

| Year Ended |  | to

| 31.1.25 |  | 31.1.24

| as restated |

£ | £ |

| Wages and salaries | 1,221,820 |  | 1,014,324 |  |

| Social security costs | 105,397 |  | 83,407 |  |

| Other pension costs | 143,615 |  | 140,239 |  |

1,470,832 |  | 1,237,970 |  |

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 JANUARY 2025

5. | EMPLOYEES AND DIRECTORS - continued

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

| Period

| 1.8.22

| Year Ended |  | to

| 31.1.25 |  | 31.1.24

| as restated |

| Director | 1 |  | 1 |  |

| Employees | 41 |  | 34 |  |

42 |  | 35 |  |

| The average number of employees by undertakings that were proportionately consolidated during the year was 41 (2024 - 34 ) .

| Period

| 1.8.22

| Year Ended |  | to

| 31.1.25 |  | 31.1.24

| as restated |

£ | £ |

| Director's remuneration | 16,706 |  | 12,594 |  |

| Director's pension contributions to money purchase schemes | 60,000 |  | 60,000 |  |

| Key management personnel

| The total gross remuneration paid to the Key Management Personnel was £218,657 (2024: £206,915).

6. | OPERATING PROFIT

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

| Period

| 1.8.22

| Year Ended |  | to

| 31.1.25 |  | 31.1.24

| as restated |

£ | £ |

| Hire of plant and machinery | 19,133 |  | 12,138 |  |

| Depreciation - owned assets | 73,896 |  | 91,896 |  |

| Loss on disposal of fixed assets | 2,039 |  | 18,023 |  |

| Patents and licences amortisation | 2,271 |  | 2,650 |  |

| Foreign exchange differences | (491 | ) | 1,437 |  |

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 JANUARY 2025

7. | AUDITORS' REMUNERATION

| Period

| 1.8.22

| Year Ended |  | to

| 31.1.25 |  | 31.1.24

| as restated |

£ | £ |

| Fees payable to the company's auditors for the audit of the company's financial statements | 34,403 |  | 31,334 |  |

| Total audit fees | 34,403 |  | 31,334 |  |

8. | TAXATION

| Analysis of the tax charge

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

| Period

| 1.8.22

| Year Ended |  | to

| 31.1.25 |  | 31.1.24

| as restated |

£ | £ |

| Current tax:

| UK corporation tax | 707,167 |  | 512,801 |  |

| Deferred tax | 17,831 |  | (29,341 | ) |

| Tax on profit | 724,998 |  | 483,460 |  |

| UK corporation tax has been charged at 25 % .

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 JANUARY 2025

8. | TAXATION - continued

| Reconciliation of total tax charge included in profit and loss

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

| Period

| 1.8.22

| Year Ended |  | to

| 31.1.25 |  | 31.1.24

| as restated |

£ | £ |

| Profit before tax | 2,902,945 |  | 2,050,958 |  |

| Profit multiplied by the standard rate of corporation tax in the UK of 25 % (2024 - 25 %) | 725,736 |  | 512,740 |  |

| Effects of:

| Expenses not deductible for tax purposes | 4,911 |  | - |  |

| Income not taxable for tax purposes | (5,692 | ) | (2,052 | ) |

| Capital allowances in excess of depreciation | - |  | (42,131 | ) |

| Depreciation in excess of capital allowances | 958 |  | - |  |

| Utilisation of tax losses | (915 | ) | (110 | ) |

| Adjustments to tax charge in respect of previous periods | - |  | 15,013 |  |

| Total tax charge | 724,998 |  | 483,460 |  |

| Tax effects relating to effects of other comprehensive income |

| 2025 |

| Gross |  | Tax |  | Net |

£ | £ | £ |

| Revaluation adjustment | (90,000 | ) | - |  | (90,000 | ) |

| 1.8.22 to 31.1.24 |

| Gross |  | Tax |  | Net |

£ | £ | £ |

| Revaluation adjustment | 283,521 |  | - |  | 283,521 |  |

9. | INDIVIDUAL INCOME STATEMENT

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

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 JANUARY 2025

10. | DIVIDENDS

| Period

| 1.8.22

| Year Ended |  | to

| 31.1.25 |  | 31.1.24

| as restated |

£ | £ |

| Ordinary shares of £1 each

| Interim | 274,000 |  | 334,000 |  |

11. | PRIOR YEAR ADJUSTMENT

| The prepayments were overstated by £62,474 in the year ended 31 January 2024. A prior year adjustment has been included to decrease prepayments and increase Cost of Sales in 2024. This has decreased corporation tax for the 2024 year by £15,619.

12. | INTANGIBLE FIXED ASSETS

| Group

| Patents

| and

| licences

£ |

| COST

| At 1 February 2024

| and 31 January 2025 | 22,710 |  |

| AMORTISATION

| At 1 February 2024 | 15,144 |  |

| Amortisation for year | 2,271 |  |

| At 31 January 2025 | 17,415 |  |

| NET BOOK VALUE

| At 31 January 2025 | 5,295 |  |

| At 31 January 2024 | 7,566 |  |

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 JANUARY 2025

13. | TANGIBLE FIXED ASSETS

| Group

| Improvements |  | Fixtures

| Freehold |  | to |  | and

| property |  | property |  | fittings

£ | £ | £ |

| COST

| At 1 February 2024 | - |  | 60,062 |  | 84,746 |  |

| Additions | 948,122 |  | - |  | 9,083 |  |

| Disposals | - |  | - |  | (3,386 | ) |

| Impairments | (250,000 | ) | - |  | - |  |

| At 31 January 2025 | 698,122 |  | 60,062 |  | 90,443 |  |

| DEPRECIATION

| At 1 February 2024 | - |  | 24,025 |  | 48,068 |  |

| Charge for year | - |  | 6,006 |  | 6,864 |  |

| Eliminated on disposal | - |  | - |  | (2,717 | ) |

| At 31 January 2025 | - |  | 30,031 |  | 52,215 |  |

| NET BOOK VALUE

| At 31 January 2025 | 698,122 |  | 30,031 |  | 38,228 |  |

| At 31 January 2024 | - |  | 36,037 |  | 36,678 |  |

| Motor |  | Computer |

| vehicles |  | equipment |  | Totals

£ | £ | £ |

| COST

| At 1 February 2024 | 293,864 |  | 180,025 |  | 618,697 |  |

| Additions | - |  | 27,654 |  | 984,859 |  |

| Disposals | - |  | (51,294 | ) | (54,680 | ) |

| Impairments | - |  | - |  | (250,000 | ) |

| At 31 January 2025 | 293,864 |  | 156,385 |  | 1,298,876 |  |

| DEPRECIATION

| At 1 February 2024 | 138,605 |  | 140,373 |  | 351,071 |  |

| Charge for year | 38,815 |  | 22,211 |  | 73,896 |  |

| Eliminated on disposal | - |  | (49,923 | ) | (52,640 | ) |

| At 31 January 2025 | 177,420 |  | 112,661 |  | 372,327 |  |

| NET BOOK VALUE

| At 31 January 2025 | 116,444 |  | 43,724 |  | 926,549 |  |

| At 31 January 2024 | 155,259 |  | 39,652 |  | 267,626 |  |

| During the year the group purchased a building for an agreed price of £900,000. The director considers that the value of the property at the end of the year is £650,000. An impairment has been made of £250,000 to the building.

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 JANUARY 2025

14. | FIXED ASSET INVESTMENTS

| Group

| Listed

| investments

£ |

| COST OR VALUATION

| At 1 February 2024 | 2,073,675 |  |

| Revaluations | 268,085 |  |

| At 31 January 2025 | 2,341,760 |  |

| NET BOOK VALUE

| At 31 January 2025 | 2,341,760 |  |

| At 31 January 2024 | 2,073,675 |  |

| Cost or valuation at 31 January 2025 is represented by:

| Listed

| investments

£ |

| Valuation in 2024 | 125,846 |  |

| Valuation in 2025 | 268,085 |  |

| Cost | 1,947,829 |  |

2,341,760 |  |

| Company

| Shares in

| group

| undertakings

£ |

| COST

| At 1 February 2024

| and 31 January 2025 | 30,100 |  |

| NET BOOK VALUE

| At 31 January 2025 | 30,100 |  |

| At 31 January 2024 | 30,100 |  |

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

| Subsidiaries

| One Traveller Limited

| Registered office: 155 Wellingborough Road,Rushden, NN10 9TB

| Nature of business: Holiday Tour Company

| %

| Class of shares: | holding |

| Ordinary | 100.00 |

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 JANUARY 2025

14. | FIXED ASSET INVESTMENTS - continued

| One Traveller Transport Limited

| Registered office: 155 Wellingborough Road, Rushden, NN10 9TB

| Nature of business: Transport Services

| %

| Class of shares: | holding |

| Ordinary | 100.00 |

| Shares are held by a subsidiary undertaking, One Traveller Limited.

| Edwardgracehope Investments Limited

| Registered office: 155 Wellingborough Road, Rushden, NN10 9TB

| Nature of business: Investment Company

| %

| Class of shares: | holding |

| Ordinary | 100.00 |

15. | INVESTMENT PROPERTY

| Group

| Total

£ |

| FAIR VALUE

| At 1 February 2024 | 250,000 |  |

| Revaluations | 90,000 |  |

| At 31 January 2025 | 340,000 |  |

| NET BOOK VALUE

| At 31 January 2025 | 340,000 |  |

| At 31 January 2024 | 250,000 |  |

| Fair value at 31 January 2025 is represented by:

£ |

| Valuation in 2025 | 90,000 |  |

| Cost | 250,000 |  |

340,000 |  |

| Investment property was valued on an open market basis on 31 January 2025.

16. | STOCKS

| Group |

2025 | 2024 |

| as restated |

£ | £ |

| Raw materials and consumables | - |  | 22,124 |  |

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 JANUARY 2025

17. | DEBTORS

| Group |  | Company |

2025 | 2024 | 2025 | 2024 |

| as restated |  | as restated |

£ | £ | £ | £ |

| Amounts falling due within one year: |

| Amounts owed by group undertakings | - |  | - |  | 112,821 |  | - |  |

| Tax | 87 |  | - |  | - |  | - |  |

| VAT | 27,123 |  | 23,088 |  | - |  | - |  |

| Prepayments | 2,217,161 |  | 2,959,815 |  | - |  | - |  |

2,244,371 |  | 2,982,903 |  | 112,821 |  | - |  |

| Amounts falling due after more than one | year: |

| Amounts owed by group undertakings | - |  | - |  | 1,911,464 |  | 1,911,464 |  |

| Other debtors | 50,000 |  | 50,000 |  | - |  | - |  |

50,000 |  | 50,000 |  | 1,911,464 |  | 1,911,464 |  |

| Aggregate amounts | 2,294,371 |  | 3,032,903 |  | 2,024,285 |  | 1,911,464 |  |

18. | CURRENT ASSET INVESTMENTS

| Group |

2025 | 2024 |

| as restated |

£ | £ |

| Fixed term bank deposit | 2,602,577 |  | 1,548,120 |  |

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

| Group |  | Company |

2025 | 2024 | 2025 | 2024 |

| as restated |  | as restated |

£ | £ | £ | £ |

| Payments on account | 6,179,926 |  | 6,559,622 |  | - |  | - |  |

| Trade creditors | 126,860 |  | 218,686 |  | - |  | - |  |

| Amounts owed to group undertakings | - |  | - |  | - |  | 194 |  |

| Tax | 231,911 |  | 119,257 |  | - |  | 759 |  |

| Social security and other taxes | 23,961 |  | 21,505 |  | - |  | - |  |

| Other creditors | 266,105 |  | 127,877 |  | - |  | - |  |

| Pension | 4,644 |  | - |  | - |  | - |  |

| Directors' current accounts | 1,488 |  | 1,488 |  | - |  | - |  |

| Accrued expenses | 33,000 |  | 29,925 |  | 2,000 |  | 900 |  |

| Derivative contracts | 51,712 |  | - |  | - |  | - |  |

6,919,607 |  | 7,078,360 |  | 2,000 |  | 1,853 |  |

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 JANUARY 2025

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

| Group |

2025 | 2024 |

| as restated |

£ | £ |

| Subordinated loan | 13,000 |  | 13,000 |  |

21. | PROVISIONS FOR LIABILITIES

| Group |

2025 | 2024 |

| as restated |

£ | £ |

| Deferred tax | 112,404 |  | 94,573 |  |

| Group

| Deferred |

| tax |

£ |

| Balance at 1 February 2024 | 94,573 |  |

| Provided during year | 17,831 |  |

| Balance at 31 January 2025 | 112,404 |  |

22. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 2025 | 2024 |

| value: |  | as restated |

£ | £ |

| 200 | Ordinary | £1 | 200 |  | 200 |  |

23. | RESERVES

| Group

| Fair |

| Retained |  | Share |  | Other |  | value |

| earnings |  | premium |  | reserves |  | reserve |  | Totals

£ | £ | £ | £ | £ |

| At 1 February 2024 | 1,579,493 |  | 29,900 |  | 2,160,048 |  | 1,536 |  | 3,770,977 |  |

| Prior year adjustment | (62,474 | ) | (62,474 | ) |

1,517,019 |  | 3,708,503 |  |

| Profit for the year | 2,177,947 |  | 2,177,947 |  |

| Dividends | (274,000 | ) | (274,000 | ) |

| Reserve transfer | (90,000 | ) | - |  | - |  | 90,000 |  | - |  |

| At 31 January 2025 | 3,330,966 |  | 29,900 |  | 2,160,048 |  | 91,536 |  | 5,612,450 |  |

| RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 JANUARY 2025

23. | RESERVES - continued

| Company

| Retained |  | Share |

| earnings |  | premium |  | Totals

£ | £ | £ |

| At 1 February 2024 | 2,020,201 |  | 29,900 |  | 2,050,101 |  |

| Profit for the year | 386,281 |  | 386,281 |  |

| Dividends | (274,000 | ) | (274,000 | ) |

| At 31 January 2025 | 2,132,482 |  | 29,900 |  | 2,162,382 |  |

24. | CAPITAL COMMITMENTS

2025 | 2024 |

| as restated |

£ | £ |

| Contracted but not provided for in the

| financial statements | - |  | 990,000 |  |

| The group entered into a capital commitment at the year ended 31 January 2024 to purchase a property for £1,080,000. The group had paid the initial deposit before the year ended 31 January 2024. There are no capital commitments at 31 January 2025.

25. | OTHER FINANCIAL COMMITMENTS

| The group has entered into contractual commitments regarding financial derivatives. These foreign currency derivative contract have led to a financial liability as at 31 January 2025 with a total estimated fair value of £51,711.65, which is included in creditors.

| The balance shown in the accounts comprises fair value liabilities of £51,711.65 (2024: £0).

26. | ULTIMATE CONTROLLING PARTY

| The controlling party is I Darkin.