REGISTERED NUMBER: 08953688 (England and Wales)

Wepre Holdings Ltd

Group Strategic Report,

Report of the Directors and

Consolidated Financial Statements

for the Year Ended 31 March 2025

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

5

Consolidated Income Statement

8

Consolidated Other Comprehensive Income

10

Consolidated Balance Sheet

11

Company Balance Sheet

12

Consolidated Statement of Changes in Equity

13

Company Statement of Changes in Equity

14

Consolidated Cash Flow Statement

15

Notes to the Consolidated Cash Flow Statement

16

Notes to the Consolidated Financial Statements

17

DIRECTORS:

Mrs S Roberts

Mr I Roberts

SECRETARY:

Mrs S Roberts

REGISTERED OFFICE:

Wepre House

Lon Parcwr Business Park

Ruthin

LL15 1NJ

REGISTERED NUMBER:

08953688 (England and Wales)

AUDITORS:

Salisbury & Company Business Solutions Limited

Statutory Auditors

Chartered Accountants

Irish Square

Upper Denbigh Road

St Asaph

Denbighshire

LL17 0RN

The directors present their strategic report of the company and the group for the year ended 31 March 2025.

The directors are confident in the financial strength of the group.

The group's closing cash reserves as of 31 March 2025 was £2,154,644.

The group balance sheet is extremely strong and shows a net current asset position of £12,717,149 with a total net asset value of £16,278,208.

REVIEW OF BUSINESS

Roberts Estates Limited and Wepre Developments Limited

These two companies owned the group's residential investment properties. In line with our strategic plan, we have continued to dispose of the residential portfolio properties. Virtually all the portfolio has now been disposed of.

The cash position in both companies is extremely strong. Both companies are debt free.

The board of directors is currently considering different options to utilise the cash reserves of both companies.

Roberts Homes Limited

This company operates the construction division of the group.

The company has continued to contribute profit to the group.

The company continues to search for attractive opportunities, either residential or commercial.

Like much of the construction industry, the company has experienced excessive delays in acquiring planning permissions.

The residential market is still subdued in comparison to previous years but if interest rates start to reduce the directors expect the market to strengthen substantially.

The company is well placed to take advantage of improving market conditions.

Currently the company has approximately 120 building plots either in the planning process or being held in its land bank.

There is no external debt within the company.

Pool Park Limited

The total assets of the company were disposed of at a profit prior to the financial year end.

Ty'n Y Mynydd Farm Limited

The group acquired the whole share capital of this company during the financial year. The directors are currently appraising opportunities relating to the development of the land and buildings owned by Ty'n Y Mynydd Farm Limited.

PRINCIPAL RISKS AND UNCERTAINTIES

Credit risk

The directors are satisfied that the credit risk is adequately managed, and the level of bad debt is consistent with the nature of the business. Debtors are reviewed on a regular basis to ensure potential bad debts are dealt with in a timely and appropriate manner.

Recoverability of debtor balances has been discussed by the directors and it is their opinion that these balances do not represent a financial risk to the company.

Interest rate exposure

Group trading is financed solely by its own cash reserves. The group is not exposed to bank interest rate fluctuations.

Liquidity risk

The directors are confident that the group holds sufficient cash reserves to service the group's working capital requirements.

Market risk

The property market and related economic and financial conditions are important factors which could influence the performance of the group's speculative housing division.

FUTURE DEVELOPMENTS

The directors continue to focus on operational profitability to ensure the group balance sheet remains strong.

ON BEHALF OF THE BOARD:

Mr I Roberts - Director

8 December 2025

The directors present their report with the financial statements of the company and the group for the year ended 31 March 2025.

DIVIDENDS

An interim dividend of 1.07 pound per share was paid on 31 March 2025. Total distribution of dividend for the year ended 31 March 2025 will be £90,000.

DIRECTORS

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

Mrs S Roberts

Mr I Roberts

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;

-	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, Salisbury & Company Business Solutions Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mr I Roberts - Director

8 December 2025

Opinion

We have audited the financial statements of Wepre Holdings Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the group's and of the parent company affairs as at 31 March 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 four, 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:

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. Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatement in the financial statements may not be detected, even though the audit is properly planned in accordance with ISA (UK).

We obtained an understanding of the legal and regulatory frameworks applicable to the group and the industry in which it operates through our general commercial and sector experience and discussions with management. We determined that the following laws and regulations were most significant: The Companies Act 2006, FRS 102 the 'Financial Reporting Standards applicable in the UK and Republic of Ireland' and relevant UK tax legislation. In addition, we concluded that there are certain laws and regulations that may have an effect on the determination of the amounts and disclosures within the financial statements such as Health and Safety laws and regulations.

We assessed the susceptibility of the group's financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included:

- Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations or fraud;

- Obtaining an understanding of the internal controls that management have in place to prevent and detect fraud;

- Challenging assumptions and judgements made by management in its significant accounting estimates;

- Reviewing the financial statement disclosures and assessing the appropriateness of the accounting policies used;

- Identifying and testing journal entries, in particular manual or unusual entries;

- Obtaining third party confirmations of all the companies banking arrangements;

- Performing analytical procedures to identify any unusual or unexpected relationships;

- Conclude on the appropriateness of the directors' use of the going concern basis of accounting.

The assessment of the appropriateness of the collective competence and capabilities of the engagement team included consideration of the engagements team's knowledge of the industry in which the client operates in and understanding of, and practical experience with, audit engagements of a similar nature and complexity through appropriate training and participation.

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment.

Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.

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

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.

Jeremy Salisbury (Senior Statutory Auditor)

for and on behalf of Salisbury & Company Business Solutions Limited

Statutory Auditors

Chartered Accountants

Irish Square

Upper Denbigh Road

St Asaph

Denbighshire

LL17 0RN

8 December 2025

TURNOVER

3

632,473

-

632,473

Cost of sales

(553,938

)

-

(553,938

)

GROSS PROFIT

78,535

-

78,535

Administrative expenses

(644,818

)

-

(644,818

)

(566,283

)

-

(566,283

)

Other operating income

412,465

-

412,465

OPERATING LOSS

5

(153,818

)

-

(153,818

)

Interest receivable and similar income

245,274

-

245,274

Gain/loss on revaluation of assets

(13,000

)

-

(13,000

)

PROFIT BEFORE TAXATION

78,456

-

78,456

Tax on profit

7

(32,225

)

-

(32,225

)

PROFIT FOR THE FINANCIAL YEAR

46,231

-

46,231

Profit attributable to:

Owners of the parent

46,231

TURNOVER

3

2,052,259

7,599,877

9,652,136

Cost of sales

(1,775,821

)

(5,901,640

)

(7,677,461

)

GROSS PROFIT

276,438

1,698,237

1,974,675

Administrative expenses

(656,497

)

(946,730

)

(1,603,227

)

(380,059

)

751,507

371,448

Other operating income

92,374

34,249

126,623

OPERATING (LOSS)/PROFIT

5

(287,685

)

785,756

498,071

Interest receivable and similar income

120,950

-

120,950

Gain/loss on revaluation of assets

105,050

-

105,050

Interest payable and similar expenses

6

(5,969

)

(777

)

(6,746

)

(LOSS)/PROFIT BEFORE TAXATION

(67,654

)

784,979

717,325

Tax on (loss)/profit

7

(87,071

)

(209,820

)

(296,891

)

(LOSS)/PROFIT FOR THE FINANCIAL YEAR

(154,725

)

575,159

420,434

(Loss)/profit attributable to:

Owners of the parent

420,434

PROFIT FOR THE YEAR

46,231

420,434

OTHER COMPREHENSIVE INCOME

Disposal of Robert Homes (North Wales)

-

(4,389,366

)

Profit and loss account

89,465

(1,154,015

)

Revaluation reserve

5,000

-

Fair value reserve

(94,465

)

-

Income tax relating to components of other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

-

(5,543,381

)

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

46,231

(5,122,947

)

Total comprehensive income attributable to:

Owners of the parent

46,231

(5,122,947

)

FIXED ASSETS

Tangible assets

10

2,220,584

2,310,541

Investments

11

-

-

Investment property

12

1,567,903

1,207,893

3,788,487

3,518,434

CURRENT ASSETS

Stocks

13

7,777,991

6,693,230

Debtors

14

3,497,030

1,747,801

Cash at bank and in hand

2,154,645

5,146,373

13,429,666

13,587,404

CREDITORS

Amounts falling due within one year

15

712,516

535,510

NET CURRENT ASSETS

12,717,150

13,051,894

TOTAL ASSETS LESS CURRENT LIABILITIES

16,505,637

16,570,328

PROVISIONS FOR LIABILITIES

16

227,428

248,350

NET ASSETS

16,278,209

16,321,978

CAPITAL AND RESERVES

Called up share capital

17

2,106

2,106

Share premium

18

15,378,300

15,378,300

Revaluation reserve

18

229,794

224,794

Fair value reserve

18

189,728

284,193

Retained earnings

18

478,281

432,585

SHAREHOLDERS' FUNDS

16,278,209

16,321,978

The financial statements were approved by the Board of Directors and authorised for issue on 8 December 2025 and were signed on its behalf by:

Mr I Roberts - Director

FIXED ASSETS

Tangible assets

10

-

-

Investments

11

2,107

2,104

Investment property

12

-

-

2,107

2,104

CURRENT ASSETS

Cash at bank and in hand

10,778

10,780

CREDITORS

Amounts falling due within one year

15

115,924

97,923

NET CURRENT LIABILITIES

(105,146

)

(87,143

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(103,039

)

(85,039

)

CAPITAL AND RESERVES

Called up share capital

17

2,106

2,106

Retained earnings

(105,145

)

(87,145

)

SHAREHOLDERS' FUNDS

(103,039

)

(85,039

)

Company's profit for the financial year

72,000

305,045

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 8 December 2025 and were signed on its behalf by:

Mr I Roberts - Director

Called up

share

Retained

Share

capital

earnings

premium

£

£

£

Balance at 1 April 2023

2,106

4,521,517

15,378,300

Changes in equity

Dividends

-

(120,000

)

-

Total comprehensive income

-

(3,968,932

)

-

Balance at 31 March 2024

2,106

432,585

15,378,300

Changes in equity

Dividends

-

(90,000

)

-

Total comprehensive income

-

135,696

-

Balance at 31 March 2025

2,106

478,281

15,378,300

Fair

Revaluation

value

Total

reserve

reserve

equity

£

£

£

Balance at 1 April 2023

946,739

716,263

21,564,925

Changes in equity

Dividends

-

-

(120,000

)

Total comprehensive income

(721,945

)

(432,070

)

(5,122,947

)

Balance at 31 March 2024

224,794

284,193

16,321,978

Changes in equity

Dividends

-

-

(90,000

)

Total comprehensive income

5,000

(94,465

)

46,231

Balance at 31 March 2025

229,794

189,728

16,278,209

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 April 2023

2,106

(72,145

)

(70,039

)

Changes in equity

Dividends

-

(320,045

)

(320,045

)

Total comprehensive income

-

305,045

305,045

Balance at 31 March 2024

2,106

(87,145

)

(85,039

)

Changes in equity

Dividends

-

(90,000

)

(90,000

)

Total comprehensive income

-

72,000

72,000

Balance at 31 March 2025

2,106

(105,145

)

(103,039

)

Cash flows from operating activities

Cash generated from operations

1

(2,817,374

)

942,726

Interest paid

-

(6,746

)

Tax paid

(70,585

)

(476,132

)

Net cash from operating activities

(2,887,959

)

459,848

Cash flows from investing activities

Purchase of tangible fixed assets

-

(66,990

)

Purchase of investment property

(678,010

)

-

Sale of intangible fixed assets

-

3

Sale of tangible fixed assets

12,000

1

Sale of fixed asset investments

3,000

192,545

Sale of investment property

305,000

2,077,400

Interest received

245,274

120,950

Net cash from investing activities

(112,736

)

2,323,909

Cash flows from financing activities

Amount introduced by directors

98,967

395

Amount withdrawn by directors

-

(318,787

)

Equity dividends paid

(90,000

)

(120,000

)

Net cash from financing activities

8,967

(438,392

)

(Decrease)/increase in cash and cash equivalents

(2,991,728

)

2,345,365

Cash and cash equivalents at beginning of year

2

5,146,373

2,801,008

Cash and cash equivalents at end of year

2

2,154,645

5,146,373

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

2025

2024

£

£

Profit before taxation

78,456

717,325

Depreciation charges

89,958

245,094

(Profit)/loss on disposal of fixed assets

(15,000

)

7,500

Loss/(gain) on revaluation of fixed assets

13,000

(105,050

)

Amounts owed by related party

(2,385,780

)

(1,700,744

)

-

(200,045

)

Finance costs

-

6,746

Finance income

(245,274

)

(120,950

)

(2,464,640

)

(1,150,124

)

(Increase)/decrease in stocks

(1,084,761

)

1,626,649

Decrease/(increase) in trade and other debtors

731,315

(1,077,506

)

Increase in trade and other creditors

712

1,543,707

Cash generated from operations

(2,817,374

)

942,726

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 March 2025

31/3/25

1/4/24

£

£

Cash and cash equivalents

2,154,645

5,146,373

Year ended 31 March 2024

31/3/24

1/4/23

£

£

Cash and cash equivalents

5,146,373

2,801,008

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1/4/24

Cash flow

At 31/3/25

£

£

£

Net cash

Cash at bank and in hand

5,146,373

(2,991,728

)

2,154,645

5,146,373

(2,991,728

)

2,154,645

Total

5,146,373

(2,991,728

)

2,154,645