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Registration number: 11041037

VLT Holdings Limited
Annual Report and Financial Statements
for the Year Ended 31 January 2025

VLT Holdings Limited

Contents

Strategic Report | 1
Director's Report | 2
Statement of Director's Responsibilities | 3
Independent Auditor's Report | 4 to 6
Profit and Loss Account and Statement of Retained Earnings | 7
Balance Sheet | 8
Notes to the Financial Statements | 9 to 13

VLT Holdings Limited

Strategic Report for the Year Ended 31 January 2025

The director presents his strategic report for the year ended 31 January 2025.

Principal activity

The principal activity of the company is intermediate holding company.

Fair review of the business

During the period the company received £315,938 (2024: £361,769) of dividends from its subsidiary company. Net assets grew to £191,379 (2024: £165,315).

Principal risks and uncertainties

The board recognised the general, commercial and financial risks that need to be managed.
We aim to ensure our business is as resilient as it can be to general risks such as economic conditions, political, regulatory and legislative changes by supporting internal policies and procedures with external professional advice.

Approved and authorised by the director on 23 October 2025

......................................... A D Land Director

VLT Holdings Limited

Director's Report for the Year Ended 31 January 2025

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

Directors of the company

The directors who held office during the year were as follows:

A D Land

C L Jack (resigned 8 January 2025)

Disclosure of information to the auditors

The director has taken 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 company's auditors are aware of that information. The director confirms that there is no relevant information that he knows of and of which he knows the auditors are unaware.

Approved and authorised by the director on 23 October 2025

......................................... A D Land Director

VLT Holdings Limited

Statement of Director's Responsibilities

The director acknowledges his responsibilities for preparing the Annual Report 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 of the profit or loss of the company for that period. In preparing these financial statements, the director is required to:

• | select suitable accounting policies and apply them consistently;

• | make judgements and accounting estimates that are reasonable and prudent;

• | state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

• | 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 transactions and disclose with reasonable accuracy at any time the financial position of the company 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

VLT Holdings Limited

Independent Auditor's Report to the Members of VLT Holdings Limited

Opinion

We have audited the financial statements of VLT Holdings Limited (the 'company') for the year ended 31 January 2025, which comprise the Profit and Loss Account and Statement of Retained Earnings, Balance Sheet, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

• | give a true and fair view of the state of the company's affairs as at 31 January 2025 and of its profit for the year then ended;
• | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
• | have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

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

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the 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 company's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were 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 included in the annual report, other than the financial statements and our auditor’s report 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

Opinion on other matter prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

• | the information given in the Strategic Report and Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• | the Strategic Report and Director's Report have been prepared in accordance with applicable legal requirements.

VLT Holdings Limited

Independent Auditor's Report to the Members of VLT Holdings Limited

Matters on which we are required to report by exception

In the light of our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Director's Report.

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

• | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
• | the financial statements are not in agreement with the accounting records and returns; or
• | certain disclosures of directors' remuneration specified by law are not made; or
• | we have not received all the information and explanations we require for our audit.

Responsibilities of the director

As explained more fully in the Statement of Director's Responsibilities [set out on page 3], 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 is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Auditor Responsibilities for the audit of the financial statements

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
In planning and designing our audit tests, we identify and assess the risks of material misstatement within the financial statements, whether due to fraud or error. Our assessment of these risks includes consideration of the nature of the industry and sector, the control environment and the business performance along with the results of our enquiries of management, about their own identification and assessment of the risks of irregularities. We are also required to perform specific procedures to respond to the risk of management override.
Following this assessment we considered the opportunities and incentives that may exist within the company for fraud and identified the greatest potential for fraud in evaluating the assets of the company.
We also obtained an understanding of the legal and regulatory frameworks that the company operates in, through discussions with directors and other management, and from our commercial knowledge and experience of the sector in which the company operates, to enable us to identify the key laws and regulations applicable to the company. We focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation, data protection, anti-bribery, employment, environmental and health and safety legislation.

VLT Holdings Limited

Independent Auditor's Report to the Members of VLT Holdings Limited

We then performed audit procedures after consideration of the above risks which included the following:

• | Verifying the existence fixed assets and reviewing depreciation policies to ensure the valuation of assets is accurate;
• | enquiring of management concerning actual and potential litigation and claims;
• | reviewing correspondence with HMRC, and the company’s legal advisors;
• | performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
• | reading minutes of meetings of those charged with governance; and;
• | in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments, assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

All engagement team members were informed of the relevant laws and regulations and potential fraud risks at the planning stage and reminded to remain alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify such items.
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

Use of our report

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

......................................
Mark Wilcock FCA (Senior Statutory Auditor)
For and on behalf of Watson Buckle Limited
Statutory Auditor & Chartered Accountants
Bradford

23 October 2025

VLT Holdings Limited

Profit and Loss Account and Statement of Retained Earnings for the Year Ended 31 January 2025

| Note | 2025 £ | 2024 £
Turnover |  | - | -
Administrative expenses |  | (936) | (283)
Operating loss |  | (936) | (283)
Income from shares in group undertakings |  | 315,938 | 361,769
Interest payable and similar charges | 3 | - | (488)
Profit before tax |  | 315,002 | 360,998
Profit for the financial year |  | 315,002 | 360,998
Retained earnings brought forward |  | 165,115 | 143,886
Dividends paid |  | (288,938) | (339,769)
Retained earnings carried forward |  | 191,179 | 165,115

VLT Holdings Limited

(Registration number: 11041037)
Balance Sheet as at 31 January 2025

| Note | 2025 £ | 2024 £
Fixed assets |  |  |  |  |
Investment property | 6 |  | 190,685 |  | 164,276
Investments | 7 |  | 2 |  | 2
|  |  | 190,687 |  | 164,278
Current assets |  |  |  |  |
Debtors | 8 | 492 |  | 837 |
Cash at bank and in hand |  | 200 |  | 200 |
|  |  | 692 |  | 1,037
Net assets |  |  | 191,379 |  | 165,315
Capital and reserves |  |  |  |  |
Called up share capital |  | 200 |  | 200 |
Retained earnings |  | 191,179 |  | 165,115 |
Shareholders' funds |  |  | 191,379 |  | 165,315

Approved and authorised by the director on 23 October 2025

......................................... A D Land Director

VLT Holdings Limited

Notes to the Financial Statements for the Year Ended 31 January 2025

1 | General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
Unit 8, Leeds Bradford Airport Estate
Harrogate Road
Yeadon
Leeds
LS19 7WP

These financial statements were authorised for issue by the director on 23 October 2025.

2 | Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements were 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.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

The company's functional and presentation currency is pound sterling.

Exemption from preparing group accounts

The financial statements contain information about VLT Holdings Limited as an individual company and do not contain consolidated financial information as the parent of a group.
The company is exempt under section 400 of the Companies Act 2006 from the requirement to prepare consolidated financial statements as it and its subsidiary undertakings are included by full consolidation in the consolidated financial statements of its parent, Vernon Land Transport Limited.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable in respect of rental income.

Tax

The tax expense for the period comprises tax. Tax is recognised in profit or loss, except that a change attributable to an
item of income or expense recognised as other comprehensive income is also recognised directly in other
comprehensive income.
The current corporation tax charge is calculated on the basis of tax rates and laws that have been enacted or
substantively enacted by the reporting date in the countries where the company operates and generates taxable income.

Investment property

Investment property is carried at fair value, derived from the current market prices for comparable real estate determined annually. Valuations are based on observable market prices, adjusted if necessary for any difference in the nature, location or condition of the specific asset. Changes in fair value are recognised in profit or loss.

VLT Holdings Limited

Notes to the Financial Statements for the Year Ended 31 January 2025

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.
Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

Financial instruments

Financial assets
Basic financial assets, including trade and other receivables, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest for a similar asset. Such assets are subsequently carried at amortised cost using the effective interest method.
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss and any subsequent reversal is recognised in profit or loss.
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.
Financial liabilities
Basic financial liabilities, including trade and other payables, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest for a similar debt instrument.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

3 | Interest payable and similar expenses

| 2025 £ | 2024 £
Interest on bank overdrafts and borrowings | - | 488

VLT Holdings Limited

Notes to the Financial Statements for the Year Ended 31 January 2025

4 | Staff costs

The average number of persons employed by the company (including the director) during the year, analysed by category was as follows:

| 2025 No. | 2024 No.
Administration and support | 2 | 2
| 2 | 2

5 | Taxation

The tax on profit before tax for the year is lower than the standard rate of corporation tax in the UK (2024 - lower than the standard rate of corporation tax in the UK) of 25% (2024 - 19%).
The differences are reconciled below:

| 2025 £ | 2024 £
Profit before tax | 315,002 | 360,998
Corporation tax at standard rate | 78,751 | 68,590
Tax increase arising from group relief | 234 | 146
Tax decrease from effect of dividends from UK companies | (78,985) | (68,736)
Total tax charge/(credit) | - | -

6 | Investment properties

| 2025 £
At 1 February | 164,276
Additions | 26,409
At 31 January | 190,685

There has been no valuation of investment property by an independent valuer.

VLT Holdings Limited

Notes to the Financial Statements for the Year Ended 31 January 2025

7 | Investments

| 2025 £ | 2024 £
Investments in subsidiaries | 2 | 2

Subsidiaries | £
Cost or valuation
At 1 February 2024 | 2
At 31 January 2025 | 2
Carrying amount
At 31 January 2025 | 2
At 31 January 2024 | 2

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking | Registered office | Holding | Proportion of voting rights and shares held
|  |  | 2025 | 2024
Subsidiary undertakings
VLT Logistics Limited | Unit 8 Leeds Bradford Airport Estate Harrogate Road Leeds LS19 7WP England | Ordinary | 100% | 100%

8 | Debtors

Current | 2025 £ | 2024 £
Amounts owed by related parties | 492 | 837
| 492 | 837

9 | Cash and cash equivalents

| 2025 £ | 2024 £
Cash on hand | 200 | 200

VLT Holdings Limited

Notes to the Financial Statements for the Year Ended 31 January 2025

10 | Share capital

Allotted, called up and fully paid shares

| 2025 | 2024
| No. | £ | No. | £
Ordinary shares of £1 each | 200 | 200 | 200 | 200

11 | Parent and ultimate parent undertaking

The company's immediate parent is Vernon Land Transport Limited, incorporated in England & Wales.
These financial statements are available upon request from Companies House, Crown Way, Cardiff