REGISTERED NUMBER: 01604821 (England and Wales)

HEATON HOLDINGS LIMITED

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 APRIL 2025

Page

Company Information

1

Report of the Directors

2

Report of the Independent Auditors

3

Consolidated Income Statement

7

Consolidated Balance Sheet

8

Company Balance Sheet

9

Notes to the Consolidated Financial Statements

10

DIRECTORS:

S J H Waring BSc Hons C Eng FICE

Mrs A C H Waring

D G Hosier FCCA

Mrs Z M Mongey BA Hons

D J Waring BA Hons

REGISTERED OFFICE:

Suite 3,

Faretec

Carnac Court, Cams Estate,

Fareham

HANTS.

PO16 8UY

REGISTERED NUMBER:

01604821 (England and Wales)

AUDITORS:

MC Audit Limited

Statutory Auditors

Lake House

2 Port Way

Port Solent

Portsmouth

Hampshire

PO6 4TY

BANKERS:

Lloyds Bank PLC

SME Client Services

2 Bankhead Crossway North

Edinburgh

EH11 4DT

SOLICITORS:

Blake Morgan LLP

New Kings Court

Tollgate

Chander's Ford

Eastleigh

Hampshire

SO53 3LG

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

DIRECTORS

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

S J H Waring BSc Hons C Eng FICE

Mrs A C H Waring

D G Hosier FCCA

Mrs Z M Mongey BA Hons

D J Waring BA Hons

POLITICAL DONATIONS AND EXPENDITURE

During the year political donations of £3,000 (2024: £nil) were made to the Conservative Party.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing 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;

-	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.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

S J H Waring BSc Hons C Eng FICE - Director

25 November 2025

Opinion

We have audited the financial statements of Heaton Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 April 2025 which comprise the Consolidated Income Statement, Consolidated Balance Sheet, Company 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 group's and of the parent company affairs as at 30 April 2025 and of the group's loss 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 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Directors has 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 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; or

-	the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Group Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page two, 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:

From discussions with the directors, information about Heaton Holdings Limited ('the parent company') and its subsidiaries, Heaton Property Investments Limited and Strand Harbour Securities Limited ('the subsidiaries' and collectively with Heaton Holdings Limited, 'the group'), are documented to assess the activity within the organisations. We discussed management's assessment of risk in respect of irregularities, fraud and going concern. We have audited the financial statements of the parent company and its subsidiaries.

Based on these discussions and our own assessments we determined that the key risk areas in the parent company were existence and valuation of investments and management override. The key risk areas of the subsidiaries have been detailed in their respective audit reports.

We set financial statement materiality level in the parent company based on the level of net assets on the balance sheet at the planning stage. As an investment company, the asset position was used to determine the level of materiality.

We set group materiality level based on the net assets on the balance sheet at the planning stage. As a group of investment companies, the asset position was used to determine the level of materiality, ensuring this was greater than any component materiality level.

Substantive audit tests were designed after assessing and testing systems and controls. The systems and controls which have been designed to act as a preventative measure against fraud and error were operating as documented. Substantive tests were applied to a representative sample of the population to identify errors. The testing did not identify any material misstatements for the parent company nor the group.

Audit substantive tests concluded no material errors over the key risk areas of existence and valuation of investments and management override for the parent company. The results for the key risk areas of the subsidiaries have been detailed in their respective audit reports.

The audit considers the parent company and the group is not exposed to material risk of error as a result of assessing laws and regulations that are appropriate to the group.

The directors have assessed there is no going concern risk to the parent company and the group. The audit undertook a review of the group's financial statements, budgets, management accounts and collected representations from the directors and came to the same conclusion as the directors.

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.

Martin Southern BA(Hons) FCA (Senior Statutory Auditor)

for and on behalf of MC Audit Limited

Statutory Auditors

Lake House

2 Port Way

Port Solent

Portsmouth

Hampshire

PO6 4TY

5 December 2025

INCOME

756,817

1,128,188

Cost of sales

18,046

26,301

GROSS PROFIT

738,771

1,101,887

Administrative expenses

857,567

647,195

(118,796

)

454,692

Gain/loss on revaluation of assets

(1,950,549

)

(330,324

)

(2,069,345

)

124,368

Interest payable and similar expenses

-

525

(LOSS)/PROFIT BEFORE TAXATION

(2,069,345

)

123,843

Tax on (loss)/profit

(48,824

)

35,485

(LOSS)/PROFIT FOR THE FINANCIAL YEAR

(2,020,521

)

88,358

(Loss)/profit attributable to:

Owners of the parent

(2,020,521

)

88,358

FIXED ASSETS

Tangible assets

6

5,261

329,737

Investments

7

550,000

1,515,272

Investment property

8

1,557,601

570,002

2,112,862

2,415,011

CURRENT ASSETS

Stocks

19,056

7,479

Debtors

9

22,937

56,767

Investments

10

10,534,587

10,820,288

Cash at bank and in hand

1,147,150

3,302,462

11,723,730

14,186,996

CREDITORS

Amounts falling due within one year

11

128,800

678,132

NET CURRENT ASSETS

11,594,930

13,508,864

TOTAL ASSETS LESS CURRENT LIABILITIES

13,707,792

15,923,875

PROVISIONS FOR LIABILITIES

12

178,404

234,255

NET ASSETS

13,529,388

15,689,620

CAPITAL AND RESERVES

Called up share capital

13

139,711

139,711

Other reserves

16,891

16,891

Retained earnings

13,372,786

15,533,018

SHAREHOLDERS' FUNDS

13,529,388

15,689,620

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

The financial statements were approved by the Board of Directors and authorised for issue on 25 November 2025 and were signed on its behalf by:

D G Hosier FCCA - Director

FIXED ASSETS

Tangible assets

6

5,260

329,736

Investments

7

606,434

1,571,706

Investment property

8

1,500,000

570,000

2,111,694

2,471,442

CURRENT ASSETS

Debtors

9

17,613

47,944

Investments

10

10,534,587

10,820,288

Cash at bank and in hand

1,143,931

3,290,343

11,696,131

14,158,575

CREDITORS

Amounts falling due within one year

11

338,930

2,085,672

NET CURRENT ASSETS

11,357,201

12,072,903

TOTAL ASSETS LESS CURRENT LIABILITIES

13,468,895

14,544,345

PROVISIONS FOR LIABILITIES

12

164,004

234,255

NET ASSETS

13,304,891

14,310,090

CAPITAL AND RESERVES

Called up share capital

13

139,711

139,711

Other reserves

16,891

16,891

Retained earnings

13,148,289

14,153,488

SHAREHOLDERS' FUNDS

13,304,891

14,310,090

Company's (loss)/profit for the financial year

(865,488

)

68,559

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

The financial statements were approved by the Board of Directors and authorised for issue on 25 November 2025 and were signed on its behalf by:

D G Hosier FCCA - Director

1.	STATUTORY INFORMATION

Heaton 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.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with the provisions of Section 1A "Small Entities" of 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.

Basis of consolidation

The group accounts consolidate the accounts of Heaton Holdings Limited and all its subsidiary companies.

Income

Income is represented by the amounts derived from the group's various investments and its management charges receivable for the year, excluding value added tax.

Tangible fixed assets

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

Plant and machinery

-

20% on cost

Tangible fixed assets are initially measured at cost.

A review for impairment of fixed assets is carried out if events or changes in circumstances indicate that the carrying amount of the fixed asset many not be recoverable.

Work in progress

Work in progress is valued at the lower of cost and net realisable value.

Financial instruments

The company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable and payable, loans from banks and other third parties and loans to related parties and investments in non-puttable ordinary shares.

Trade and other debtors

Short term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment

Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and on hand, deposits with banks and other short-term highly liquid investments and bank overdrafts. In the balance sheet, bank overdrafts are shown within borrowings or current liabilities.

Trade and other creditors

Short term trade creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method

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.

Deferred tax

Deferred tax is recognised in respect of all timing differences at the balance sheet date, except as otherwise required in the paragraphs below.

Unrelieved 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.

Deferred tax shall not be recognised on permanent differences, other than a business combination where assets (other than goodwill) give rise to an deferred tax asset or liability.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Investment property

These represent properties held by the group for their investment potential. They are included in the balance sheet at market value as determined by the directors. No depreciation is provided in respect of investment properties, and movements in the fair value of investment properties are recognised in the profit and loss account.

Current asset investments

Listed current asset investments are marked to market value at the balance sheet date and the difference between cost and market value is taken to the profit and loss account.

Fixed asset investments

Unlisted investments are measured initially at cost. At the end of each reporting period, the unlisted investments are assessed to determine if there is objective evidence of impairment. If so, an impairment loss is recognised in the profit or loss immediately.

Loan investments are measured initially at cost. At the end of each reporting period, the loan investments are designated at fair value through profit or loss. This policy enables recognition consistency between the loan investments and other debt instruments held by the company.

3.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

568,166

503,498

Social security costs

82,373

63,660

Other pension costs

6,780

3,294

657,319

570,452

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

2025

2024

Management, clerical and administrative

9

9

4.	PROFIT OF PARENT COMPANY

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

5.

DIVIDENDS

2025

2024

£

£

Ordinary shares of £1 each

Interim

139,711

139,711

6.	TANGIBLE FIXED ASSETS

Group

Improvements

Freehold

to

Plant and

property

property

machinery

Totals

£

£

£

£

COST

At 1 May 2024

611,530

11,555

127,511

750,596

Additions

-

-

2,140

2,140

Disposals

-

-

(40,317

)

(40,317

)

Reclassification/transfer

(611,530

)

(11,555

)

(28,793

)

(651,878

)

At 30 April 2025

-

-

60,541

60,541

DEPRECIATION

At 1 May 2024

287,175

11,555

122,129

420,859

Charge for year

-

-

2,261

2,261

Eliminated on disposal

-

-

(40,317

)

(40,317

)

Reclassification/transfer

(287,175

)

(11,555

)

(28,793

)

(327,523

)

At 30 April 2025

-

-

55,280

55,280

NET BOOK VALUE

At 30 April 2025

-

-

5,261

5,261

At 30 April 2024

324,355

-

5,382

329,737

Company

Improvements

Freehold

to

Plant and

property

property

machinery

Totals

£

£

£

£

COST

At 1 May 2024

611,530

11,555

110,221

733,306

Additions

-

-

2,140

2,140

Disposals

-

-

(40,317

)

(40,317

)

Reclassification/transfer

(611,530

)

(11,555

)

(28,793

)

(651,878

)

At 30 April 2025

-

-

43,251

43,251

DEPRECIATION

At 1 May 2024

287,175

11,555

104,840

403,570

Charge for year

-

-

2,261

2,261

Eliminated on disposal

-

-

(40,317

)

(40,317

)

Reclassification/transfer

(287,175

)

(11,555

)

(28,793

)

(327,523

)

At 30 April 2025

-

-

37,991

37,991

NET BOOK VALUE

At 30 April 2025

-

-

5,260

5,260

At 30 April 2024

324,355

-

5,381

329,736

7.	FIXED ASSET INVESTMENTS

Group

Company

2025

2024

2025

2024

£

£

£

£

Shares in group undertakings

-

-

56,434

56,434

Other investments not loans

-

1,515,272

-

1,515,272

Other loans

550,000

-

550,000

-

550,000

1,515,272

606,434

1,571,706

Additional information is as follows:

Group

Other

investments

£

COST OR VALUATION

At 1 May 2024

1,515,272

Revaluations

(954,773

)

Reclassification/transfer

(560,499

)

At 30 April 2025

-

NET BOOK VALUE

At 30 April 2025

-

At 30 April 2024

1,515,272

Cost or valuation at 30 April 2025 is represented by:

Other

investments

£

Valuation in 2025

(887,279

)

Cost

887,279

Company

Shares in

group

Other

undertakings

investments

Totals

£

£

£

COST OR VALUATION

At 1 May 2024

56,434

1,515,272

1,571,706

Revaluations

-

(954,773

)

(954,773

)

Reclassification/transfer

-

(560,499

)

(560,499

)

At 30 April 2025

56,434

-

56,434

NET BOOK VALUE

At 30 April 2025

56,434

-

56,434

At 30 April 2024

56,434

1,515,272

1,571,706

Cost or valuation at 30 April 2025 is represented by:

Shares in

group

Other

undertakings

investments

Totals

£

£

£

Valuation in 2025

-

(887,279

)

(887,279

)

Cost

56,434

887,279

943,713

56,434

-

56,434

Group

Other

loans

£

New in year

569,250

Other movement

(19,250

)

At 30 April 2025

550,000

Company

Other

loans

£

New in year

569,250

Other movement

(19,250

)

At 30 April 2025

550,000

8.	INVESTMENT PROPERTY

Group

Total

£

FAIR VALUE

At 1 May 2024

570,002

Additions

11,512

Revaluations

324,210

Reclassification/transfer

651,877

At 30 April 2025

1,557,601

NET BOOK VALUE

At 30 April 2025

1,557,601

At 30 April 2024

570,002

Fair value at 30 April 2025 is represented by:

£

Valuation in 2025

581,351

Cost

976,250

1,557,601

The investment properties were valued by independent valuers, who hold relevant and recognised MRICS professional qualifications, and have recent experience in the location and class of the investment property valued, at the financial year end. The valuation was based on the market value of investment properties at 30 April 2025.

The freehold lands were valued by directors of the company at the financial year end. The valuation was based on the market value of freehold lands at 30 April 2025.