REGISTERED NUMBER: 15239132 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS

FOR THE PERIOD

26 OCTOBER 2023 TO 31 DECEMBER 2024

FOR

WHYNOW HOLDINGS LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

DIRECTORS:

G L B Jagger

F S Brown

E Murzyn

REGISTERED OFFICE:

34-35 Eastcastle Street

London

United Kingdom

W1W 8DW

REGISTERED NUMBER:

15239132 (England and Wales)

ACCOUNTANTS:

Oury Clark Chartered Accountants

Herschel House

58 Herschel Street

Slough

Berkshire

SL1 1PG

FIXED ASSETS

Investments

4

899,999

CURRENT ASSETS

Debtors

5

1,876,181

CREDITORS

Amounts falling due within one year

6

2,500

NET CURRENT ASSETS

1,873,681

TOTAL ASSETS LESS CURRENT LIABILITIES

2,773,680

CREDITORS

Amounts falling due after more than one year

7

1,804,756

NET ASSETS

968,924

CAPITAL AND RESERVES

Called up share capital

8

906,750

Share premium

9

68,250

Other reserves

9

163,214

Retained earnings

9

(169,290

)

SHAREHOLDERS' FUNDS

968,924

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the period ended 31 December 2024.

The members have not required the company to obtain an audit of its financial statements for the period ended 31 December 2024 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 1 December 2025 and were signed on its behalf by:

G L B Jagger - Director

1.	STATUTORY INFORMATION

Whynow 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 Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Preparation of consolidated financial statements

The financial statements contain information about Whynow 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 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Where the company acquires shares in a subsidiary through a share-for-share exchange, the investment is recorded at the nominal value of the shares issued, in accordance with the Companies Act 2006 and FRS 102. The nominal value of the shares issued is credited to share capital, and no share premium or merger relief reserve is recognised.

Taxation

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

Current or deferred taxation assets and liabilities are not discounted.

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

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the period was NIL.

4.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

Additions

899,999

At 31 December 2024

899,999

NET BOOK VALUE

At 31 December 2024

899,999

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

£

Amounts owed by group undertakings

1,876,180

Other debtors

1

1,876,181

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

£

Other creditors & accruals

2,500

7.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

£

Other creditors

1,804,756

8.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

value:

£

130,000

Founder

£1

130,000

776,750

Ordinary-A

£1

776,750

906,750

9.

RESERVES

Retained

Share

Other

earnings

premium

reserves

Totals

£

£

£

£

Deficit for the period

(169,290

)

(169,290

)

Cash share issue

-

68,250

-

68,250

Convertible loans

-

-

163,214

163,214

At 31 December 2024

(169,290

)

68,250

163,214

62,174

10.	RELATED PARTY DISCLOSURES

During the period, the company entered into various loan arrangements with shareholders and related parties. All such transactions were conducted on an arm's length basis, with terms comparable to those that would be offered in the market to unrelated parties.

11.	ULTIMATE CONTROLLING PARTY

The controlling party is G L B Jagger.