REGISTERED NUMBER: 08704999 (England and Wales)

GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 APRIL 2025

FOR

ROL CRUISE HOLDINGS LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

7

Report of the Independent Auditors

11

Consolidated Statement of Comprehensive Income

15

Consolidated Statement of Financial Position

16

Company Statement of Financial Position

17

Consolidated Statement of Changes in Equity

18

Company Statement of Changes in Equity

19

Consolidated Statement of Cash Flows

20

Notes to the Consolidated Statement of Cash Flows

21

Notes to the Consolidated Financial Statements

22

Directors:

J R Dickinson

M R Childs

R C Barker

G C Cairns

S P Wikevand

N L Pether

P M H Beadles

M P H Beadles

Secretary:

M R Childs

Registered office:

C/O Birkett Long LLP

1 Amphora Place

Sheepen Road

Colchester

Essex

CO3 3WG

Registered number:

08704999 (England and Wales)

Senior statutory auditor:

Steven Collins FCCA

Auditors:

Baverstocks Limited

Statutory Auditor

Chartered Certified Accountants

Dickens House

Guithavon Street

Witham

Essex

CM8 1BJ

The directors present their strategic report of the company and the group for the year ended 30 April 2025.

Introduction

The directors present the Group's strategic report together with the audited financial statements for the year ended 30 April 2025, together with the comparative period for the year ended 30 April 2024.

The principal activity of the Group continued to be that of cruise specialists, both as agents and tour

operators, to the consumer market.

Review of business

The Group has reported a strong set of financial results, capitalising on the growth in the cruise sector where, aside from some travel disruption because of conflicts in Ukraine and Palestine, destinations across the world are generally open for in-bound tourism.

The most recent cruise industry report from Mintel, revealed a total of 2.48m cruise holidays were taken in the UK and Ireland in the calendar year 2024, an increase of circa 0.2m, or 8.9%, against the prior year 2.28m. The Mediterranean remains the number one destination for cruise travellers at 35%, followed by Northern Europe at 27%, the Caribbean at 13%, and the rest of the world at 25%. Mintel's report forecasts passenger growth of 4% in 2025, and 17% in the next five years.

The Group has continued in its investment programme, both in terms of staff training and technology, geared towards client retention, where customer satisfaction remains as the cornerstone of the Group's success and has been pivotal in the recovery from the pandemic. The Group's ethos in providing superlative levels of customer service can be evidenced through Feefo, Google and Trust Pilot with ratings of 4.8/5 - 4.9/5 (2024: 4.7/5). The Group's Feefo rating is also classified as platinum due to the consistency of the rating.

Throughout the year, the in-house development team have further enhanced the bespoke front and back-office systems, with a particular focus on the contact relationship management (CRM) software. This has enabled the Group to further enhance its client retention with the highest level of repeat bookers being recorded in the year under review.

The Group has a unique business model, where it is often regarded as the marketing arm for many cruise lines, working closely with them in the creation of dynamic marketing initiatives where the Group has considerable expertise and a proven track record. The strength of those relationships is borne out of the exceptional commercial terms that the Group has achieved over time, aligned with the Group's key focus on improving the financial yields for the cruise lines, both in terms of value and forward occupancy.

Principal risks and uncertainties

The Group is reliant on information technology and has a dedicated IT team to service the daily needs of the business, as well as further enhancing the front and back-office systems and associated reporting. This has enabled the Group to maximise the efficiency of the operational procedures and will continue to be a key focus for the business in the coming years. A fully documented disaster recovery plan is in place, including off- site data backup.

The principal risks faced by the business are as follows:

Credit risk

The Group's credit risk is primarily only attributable to customer receivables for future departures, and therefore has no concentration of credit risk. The financial statements incorporate a provision for cancellations arising from future departures, and this is reviewed periodically by the Directors.

Cash flow risk

The Group has comprehensive daily financial reporting in place. Cashflow, as well as profitability, is reviewed daily against both forecast and prior periods. Any adverse variances are highlighted for management review.

At the outturn of the year cash-at-bank was £27.2m, broadly in line with the prior year. Of the £27.2m, a total of £11.1m was held in escrow in accordance with the Group's ATOL licensing conditions which require 70% of all customer monies collected to be placed in escrow until departure.

Travel industry disruption risk

The occurrence of one or more natural disasters, such as hurricanes or earthquakes, and geo-political events, such as civil unrest, could adversely affect our business performance. These events, should they arise, would have a direct impact on our supply partners and cruise lines who may be forced to make last-minute changes to their itineraries or possibly full re-deployments.

The Group has a team of experienced staff to deal with those potential scenarios, to minimise both the disruption caused to its' clients and the cost to the business. During Covid-19, the Group adapted rapidly to the demands upon it following the initial suspension in international cruising in March 2020 and was successful in transferring a significant number of customers to later departures in 2022, 2023 and 2024.

Section 172(1) statement

Large companies must publish a statement setting out how their Directors have complied with Section 172(1) of the Companies Act 2006. This requires Directors to act in the way they consider would most likely promote the success of the Group for the benefit of its members as a whole, and in doing so have regard (amongst other matters) to:

-

the likely consequences of any decisions in the long term.

-

the interests of the Group's employees.

-

the need to foster the Group's business relationships with suppliers, customers and others.

-

the impact of the Group's operations on the community and environment.

-

the desirability of the Group maintaining a reputation for high standards of business conduct; and,

-

the need to act fairly between members of the Group

The following disclosure describes how the Directors have had regard to the matters set out in Section 172(1)(a) to (f) and forms the Directors' statement under section 414CZA of The Companies Act 2006.

The Directors consider, both individually and collectively, that we have acted in the way we consider, in good faith, would be most likely to promote the success of the Group for the benefit of its members as a whole (having regard to the stakeholders and matters set out in section 172(1)(a-f) of the Companies Act 2006) in the decisions taken during the year ended 30 April 2025.

Decision-making at the Board

The Board consists of experienced Directors who bring considerable experience and perspective to the decision­ making process. The responsibilities of the Board are set out in the Group's Articles of Association. The Board meets on a regular basis and all matters in which the Board is required to reach a decision are presented at Board meetings. Supporting papers setting out to the Directors the relevant key facts are also provided. The papers also describe any potential short-term and long-term impacts and risks for the Group its clients, employees, shareholders and other stakeholders including suppliers, the community and environment, and how these are to be managed.

Employees

The Directors consider its employees to be a primary stakeholder in the business and strive to retain and motivate all employees as well as attracting high quality new talent. The culture is to be supportive and actively recognise efforts, ensuring employees feel they are making an impact doing fulfilling work, as well as encouraging people to grow and develop. The Group has a strong focus on employee engagement and HR strategy and seek to develop a workplace that employees enjoy being a part of. The wellbeing of employees is very important, and integrating work and family life, as well as taking care of oneself and giving back to the community are all encouraged.

Diversity and equal opportunity are of great importance to the Group where we believe it's the only way to ensure everyone can reach their full potential. We are proud of our inclusive culture and the part it plays in attracting and retaining a talented workforce with real passion for delivering extraordinary service.

Clients

Our clients are at the heart of what we do. The Group's ethos in providing superlative levels of customer service can be evidenced through Feefo, Google and Trust Pilot with ratings of 4.8/5 - 4.9/5 (2024: 4.7/5). The Group's Feefo rating is also classified as platinum due to the consistency of the rating. Our travel consultants have many years of travel industry experience, and we support the enhancement of their knowledge through tailored training courses working in conjunction with our cruise line partners. Our clients' experiences are closely monitored through feedback, and we have dedicated customer support and care teams to ensure the highest levels of customer satisfaction are maintained.

Environment

We work hard to reduce the carbon footprint of our business. The Group continues to prioritise sustainability in all activities and processes. The Group uses solar energy to assist in the offsetting of its carbon footprint and in the year under review has installed electric vehicle charging points for its employees and visitors. The Group has adopted a tree planting initiative where one tree is planted for each travel booking made.

High standards of business conduct

The Board set out to behave in a responsible manner, operating with the highest standards of business conduct and good governance, ensuring that risks are identified and minimised, and that the business has the resource and ability to continue to provide the highest quality service to its clients even when unexpected situations arise, such as the recent Covid-19 pandemic.

We work closely and collaboratively with our service providers, including cruise lines, airline consolidators, transport services, and suppliers, including our technology partners, developing a partnership approach to foster sound commercial relationships that ultimately benefit our clients.

Future developments

The Group continues to make investments in its digital strategy with a year-on-year growth in post-distribution profit of 10%. This has enabled the Group to improve its cost of acquisition such that FY25 measured 36% as a cost of acquisition when measured against gross profit, compared to 41% in FY24. Further development of the front and back-office systems is envisaged in the year ahead, with associated improvements to the Group's internal reporting through its data warehouse. Many of the Group's key performance indicators are now monitored daily, enabling management to react quickly to market changes, both in terms of commercial opportunity and fluctuations in consumer demand

Further developments of the CRM are also planned in the year-ahead and, with the capture of a client's specific travelling preferences, will enable a more focused and tactical approach of the Group's marketing campaigns resulting in potential reductions in the cost of acquisition.

Key performance indicators

The Group uses key measurements including TTV per passenger and booking and gross margin to measure performance, as well as concentration by supplier. The Group constantly reviews its return on marketing investment across all distribution channels including press, database and digital and is conversant to reacting dynamically to any material changes affecting post-distribution profit. Key areas of the business, including sales and marketing, are assessed each month against specific targets. In addition to the principal revenue measurements, management also regularly assess the rate of booking transfer over cancellation and monitor daily cash performance and liquidity.

The key financial performance indicators for the Group are as follows:

2025

2024

£

£

Total transactional turnover

189,868,586

176,065,258

Turnover

61,912,538

50,269,729

Operating profit

8,878,358

4,799,990

EBITDA

9,007,366

4,981,888

Profit before taxation

8,754,767

5,619,170

Profit after taxation

6,118,821

3,809,011

Shareholders funds

6,304,879

3,293,520

Net current assets

8,310,597

6,698,103

Distribution costs to gross profit

36.6%

41.4%

Average number of employees

143

137

Review of financial performance

In line with the reported growth above, the business experienced strong booking demand throughout the year under review with a 5% increase in total gross transactional turnover, before booking cancellations and amendments. After the deduction of booking cancellations and amendments, and as represented within the financial statements, total gross transactional turnover for the year was £190m, up by £14m, or 8%, against the prior year £176m. It is fair to say, therefore, that the business is now experiencing solid and organic growth from the pre-pandemic period and is best placed to capitalise on the projected growth within the cruise sector which, for the calendar year 2025, is envisaged to see passenger growth in the UK and Ireland of over 4%.

The Group has streamlined and further enhanced its key routes to market with distribution costs, when measured against gross profit, reducing from 41.4% in FY24 to 36.5% in FY25. Operating profit for the year amounted to £8.9m and compares with £4.8m in FY24. The Group continues to optimise its treasury management such that interest receipts reported for the year amounted to £1.1m.

Overall, the Directors are pleased with the results for the year, which provide for pre-tax profits of circa £8.8m, compared with £5.6m in the prior year.

Going concern

The Directors have prepared a cash flow forecast for a period of 12 months from the date of approval of these financial statements. The forecast assumes a relatively modest increase in activity over and above FY25 and indicates that the Business will have adequate financial resources to meet its liabilities as they fall due. Given this position, and the results across the first two months of FY26, the Directors consider it appropriate to prepare the financial statements on a going concern basis.

On behalf of the board:

M R Childs - Director

3 September 2025

The directors present their report with the financial statements of the company and the group for the year ended 30 April 2025.

Principal activity

The principal activity of the Group continued to be that of cruise specialists, both as agents and tour operators, to the consumer market.

Dividends

The Directors have recommended dividends for the year of £2,888,144 (2024 - £2,109,633).

Research and development

The Group continues to invest in research and development, particularly in relation to its software applications. The directors recognise that continued investment in research and development is essential to the long-term success and growth of the business.

Events since the end of the year

Information relating to events since the end of the year is given in the notes to the financial statements.

Directors

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

J R Dickinson

M R Childs

R C Barker

G C Cairns

S P Wikevand

Other changes in directors holding office are as follows:

N L Pether - appointed 1 August 2024

P M H Beadles - appointed 30 October 2024

M P H Beadles - appointed 30 October 2024

Statement of Directors' indemnities

The Group has made qualifying third-party indemnity provisions for the benefit of directors and officers of the Group which were made during the year and exist at the date of this report.

Charitable donations

During the year, the Group made charitable donations amounting to £41,113 (2024 - £23,657).

Employment of disabled persons

The Group is committed to a policy of recruitment and promotion on the basis of aptitude and ability without discrimination of any kind. Management actively pursues both the employment of disabled persons whenever a suitable vacancy arises and the continued employment and retraining of employees who become disabled whilst employed by the Group. Particular attention is paid to the training, career development and promotion of employees who are disabled with a view to encouraging them to play an active role in the development of the Group.

Engagement with employees

The Group is committed to engaging employees in the performance and direction of the Group. This has been further reinforced with the sale of the majority of the holding company's shareholding to an Employee Ownership Trust. As at the date of signing the audited financial statements, the EOT held 51% of the entire shareholding of ROL Cruise Holdings Limited.

The unique training and awards scheme continues to show significant benefits for the Group. Staff retention is a key strategy for the business and the awards scheme has further enhanced employee knowledge and expertise. Positive feedback has been received from both clients and suppliers alike, and the Directors are confident that this ongoing initiative will enable the business to retain and develop its status as a recognised cruise specialist within the industry. As with many companies emerging from the Pandemic, staff recruitment and retention are a key challenge and focus for the Business. Staff engagement, motivation and financial rewards are all pivotal in supporting retention and have underpinned the solid performance of the business as it emerged from the aftermath of the Pandemic.

Engagement with suppliers, customers and others

The directors have prioritised fair and transparent dealings, timely payments, and open communication with suppliers. The directors have encouraged customer centricity, responsiveness, and a focus on customer satisfaction. They have assessed potential synergies, evaluated market opportunities, and negotiated mutually beneficial agreements.

The directors decided to appoint new auditors in the year. The move to a local firm, highlights the group's

commitment to supporting local business.

Corporate social responsibility

The Group is committed to operating to the highest ethical standards; this includes all of its dealings with customers, employees, shareholders and other stakeholders.

Streamlined energy and carbon reporting ('secr')

The Group is committed to reducing the energy consumption and carbon impact of its business. The following has been prepared under the SECR requirements:

Energy Source

Scope

FY25

FY24

Methodology

Energy Consumption used to calculate emissions

Gas Heating Fuels (kWH)

1

N/A

N/A

Electricity (kWh)

2

233,025

226,159

Actual consumption from energy supplier and Solar panels

Energy Generated by Solar Panels

Electricity (kWh)

2

23,055

23,188

Based on actual solar panel readings

Net energy usage

Electricity (kWh)

2

209,971

202,971

Based on energy supplier bills

Emissions

Scope 1 - Heating Fuels

1

N/A

N/A

Scope 2 - Purchased Electricity

2

48,953

47,321

Based on energy consumption above using GOV.UK conversion factors

Scope 3 - Business Travel

3

1,558

2,151

Based on Business mileage driven using GOV.UK conversion factors

Total

50,511

49,472

Carbon Offsetting

Tree planting

31,897

8,366

Trees planted through More Trees

tCO2e

51,063

13,755

Estimated tonnes of future CO2 captured

Intensity Ratio (# of employees)

133

137

Total CO2e based on above (tCO2e)

-552

35,717

Total tCO2e / FTE

-4

261

Based on number of Reader Offers Ltd staff

Matters covered in the strategic report

As permitted by paragraph 1A of Schedule 7 to the Large and Medium Sized Companies and Groups (Accounts and Reports) Regulation 2008, certain matters which are required to be disclosed in the Directors' Report have been omitted as they are included in the Strategic Report on pages 2 to 6. These matters relate to the principal activity, financial risk management objectives and policies, exposure to certain risks, future developments in the business and post balance sheet events.

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.

Auditors

The auditors, Baverstocks Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

On behalf of the board:

M R Childs - Director

3 September 2025

Opinion

We have audited the financial statements of ROL Cruise Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 April 2025 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, 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 30 April 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 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.

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 nine, 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 minutes of meetings of meetings of those charged with governance;

-

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;

-

Enquiry of management and those charged with governance to identify any instances of non-compliance with laws and regulations.

The potential impact of these laws and regulations on the financial statements has been considered.

The Group is subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related companies legislation), distributable profits legislation and taxation legislation. We have assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

The Group is also subject to specific industry laws and regulations such as with ABTA and CAA where the consequence of non compliance could result in the loss of the Company's license to operate and therefore have a material effect on amounts or disclosures in the financial statements. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and other management and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

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

Steven Collins FCCA (Senior Statutory Auditor)

for and on behalf of Baverstocks Limited

Statutory Auditor

Chartered Certified Accountants

Dickens House

Guithavon Street

Witham

Essex

CM8 1BJ

3 September 2025

Turnover

4

61,912,538

50,269,729

Cost of sales

27,290,716

21,606,249

Gross profit

34,621,822

28,663,480

Distribution costs

12,672,969

11,857,071

Administrative expenses

13,070,495

12,006,419

25,743,464

23,863,490

Operating profit

7

8,878,358

4,799,990

Interest receivable and similar income

9

1,107,622

819,180

9,985,980

5,619,170

Gain/loss on revaluation of investments

47,889

-

10,033,869

5,619,170

Interest payable and similar expenses

10

1,279,102

-

Profit before taxation

8,754,767

5,619,170

Tax on profit

11

2,635,946

1,810,159

Profit for the financial year

6,118,821

3,809,011

Other comprehensive income

-

-

Total comprehensive income for the year

6,118,821

3,809,011

Profit attributable to:

Owners of the parent

6,118,821

3,809,011

Total comprehensive income attributable to:

Owners of the parent

6,118,821

3,809,011

Fixed assets

Intangible assets

14

313,075

403,061

Tangible assets

15

87,405

52,911

Investments

16

110,832

62,943

511,312

518,915

Current assets

Debtors

17

119,528,563

113,631,670

Cash in hand

18

27,199,359

27,793,577

146,727,922

141,425,247

Creditors

Amounts falling due within one year

19

138,417,325

134,727,144

Net current assets

8,310,597

6,698,103

Total assets less current liabilities

8,821,909

7,217,018

Provisions for liabilities

21

2,517,030

3,923,498

Net assets

6,304,879

3,293,520

Capital and reserves

Called up share capital

22

85

89

Capital redemption reserve

23

15

11

Share based payment reserve

23

8,116,402

7,638,635

Share purchase reserve

23

(12,666,022

)

(12,666,022

)

EOT share purchase reserve

23

(194,585

)

-

Retained earnings

23

11,048,984

8,320,807

Shareholders' funds

6,304,879

3,293,520

The financial statements were approved by the Board of Directors and authorised for issue on 3 September 2025 and were signed on its behalf by:

M R Childs - Director

Fixed assets

Intangible assets

14

-

-

Tangible assets

15

-

-

Investments

16

20,000,000

20,000,000

20,000,000

20,000,000

Current assets

Cash in hand

18

36,085

2,937

Creditors

Amounts falling due within one year

19

2,252,993

3,002,129

Net current liabilities

(2,216,908

)

(2,999,192

)

Total assets less current liabilities

17,783,092

17,000,808

Capital and reserves

Called up share capital

22

85

89

Capital redemption reserve

23

15

11

Share based payment reserve

23

8,116,402

7,638,635

Share purchase reserve

23

(12,666,022

)

(12,666,022

)

EOT share purchase reserve

23

(194,585

)

-

Retained earnings

23

22,527,197

22,028,095

Shareholders' funds

17,783,092

17,000,808

Company's profit for the financial year

3,889,746

2,249,705

The financial statements were approved by the Board of Directors and authorised for issue on 3 September 2025 and were signed on its behalf by:

M R Childs - Director

Called up

Capital

share

Retained

redemption

capital

earnings

reserve

£

£

£

Balance at 1 May 2023

89

6,621,429

11

Profit for the year

-

3,809,011

-

Total comprehensive income

-

3,809,011

-

Dividends

-

(2,109,633

)

-

Balance at 30 April 2024

89

8,320,807

11

Profit for the year

-

6,118,821

-

Total comprehensive income

-

6,118,821

-

Dividends

-

(2,888,144

)

-

Purchase of own shares

(4

)

(502,500

)

4

Total transactions with owners, recognised directly in equity

(4

)

(3,390,644

)

4

Balance at 30 April 2025

85

11,048,984

15

Share

based

Share

EOT share

payment

purchase

purchase

Total

reserve

reserve

reserve

equity

£

£

£

£

Balance at 1 May 2023

7,638,635

(12,666,022

)

-

1,594,142

Profit for the year

-

-

-

3,809,011

Total comprehensive income

-

-

-

3,809,011

Dividends

-

-

-

(2,109,633

)

Balance at 30 April 2024

7,638,635

(12,666,022

)

-

3,293,520

Profit for the year

-

-

-

6,118,821

Total comprehensive income

-

-

-

6,118,821

Dividends

-

-

-

(2,888,144

)

Purchase of own shares

-

-

-

(502,500

)

Share based payment

477,767

-

-

477,767

EOT share purchase reserve

-

-

(194,585

)

(194,585

)

Total transactions with owners, recognised directly in equity

477,767

-

(194,585

)

(3,107,462

)

Balance at 30 April 2025

8,116,402

(12,666,022

)

(194,585

)

6,304,879

Called up

Capital

share

Retained

redemption

capital

earnings

reserve

£

£

£

Balance at 1 May 2023

89

21,888,023

11

Profit for the year

-

2,249,705

-

Total comprehensive income

-

2,249,705

-

Dividends

-

(2,109,633

)

-

Balance at 30 April 2024

89

22,028,095

11

Profit for the year

-

3,889,746

-

Total comprehensive income

-

3,889,746

-

Dividends

-

(2,888,144

)

-

Purchase of own shares

(4

)

(502,500

)

4

Total transactions with owners, recognised directly in equity

(4

)

(3,390,644

)

4

Balance at 30 April 2025

85

22,527,197

15

Share

based

Share

EOT share

payment

purchase

purchase

Total

reserve

reserve

reserve

equity

£

£

£

£

Balance at 1 May 2023

7,638,635

(12,666,022

)

-

16,860,736

Profit for the year

-

-

-

2,249,705

Total comprehensive income

-

-

-

2,249,705

Dividends

-

-

-

(2,109,633

)

Balance at 30 April 2024

7,638,635

(12,666,022

)

-

17,000,808

Profit for the year

-

-

-

3,889,746

Total comprehensive income

-

-

-

3,889,746

Dividends

-

-

-

(2,888,144

)

Purchase of own shares

-

-

-

(502,500

)

Share based payment

477,767

-

-

477,767

EOT share purchase reserve

-

-

(194,585

)

(194,585

)

Total transactions with owners, recognised directly in equity

477,767

-

(194,585

)

(3,107,462

)

Balance at 30 April 2025

8,116,402

(12,666,022

)

(194,585

)

17,783,092