Company registration number 11824598 (England and Wales)
FLOUR POWER HOLDCO 2 LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 DECEMBER 2024
FLOUR POWER HOLDCO 2 LIMITED
CONTENTS
Page
Directors' report
1 - 2
Balance sheet
3 - 4
Statement of changes in equity
5
Notes to the financial statements
6 - 12
FLOUR POWER HOLDCO 2 LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 29 DECEMBER 2024
- 1 -
The directors present their annual report and financial statements for the period ended 29 December 2024.
PRINCIPAL ACTIVITIES
The principal activity of the company is that of a holding company.
RESULTS AND DIVIDENDS
The profit for the period, after taxation, amounted to £67,500 (31 March 2024: £90,000).
The directors do not recommend the payment of a dividend.
DIRECTORS
The directors who held office during the period and up to the date of signature of the financial statements were as follows:
Mr M R Scaife
Mr J A Fleming
(Resigned 29 October 2024)
Mr V K Patel
Mr D McMahon
(Appointed 5 November 2025)
STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the annual report 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 of the profit or loss of the company 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; and
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 transactions and disclose with reasonable accuracy at any time the financial position of the company 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The directors are responsible for the maintenance and integrity of the company website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
FLOUR POWER HOLDCO 2 LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 29 DECEMBER 2024
- 2 -
STATEMENT OF DISCLOSURE TO AUDITOR
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
SMALL COMPANIES EXEMPTION
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
On behalf of the board
Mr D McMahon
Director
16 December 2025
FLOUR POWER HOLDCO 2 LIMITED
BALANCE SHEET
AS AT
29 DECEMBER 2024
29 December 2024
- 3 -
29 December 2024
31 March 2024
as restated
Notes
£
£
FIXED ASSETS
Investment property
3
1,800,000
1,250,000
CURRENT ASSETS
-
-
CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
5
(343,654)
(411,154)
NET CURRENT LIABILITIES
(343,654)
(411,154)
TOTAL ASSETS LESS CURRENT LIABILITIES
1,456,346
838,846
PROVISIONS FOR LIABILITIES
Deferred tax liability
6
(231,250)
(93,750)
NET ASSETS
1,225,096
745,096
CAPITAL AND RESERVES
Called up share capital
7
1,000
1,000
Non-distributable profits reserve
8
693,750
281,250
Distributable profit and loss reserves
530,346
462,846
TOTAL EQUITY
1,225,096
745,096
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
FLOUR POWER HOLDCO 2 LIMITED
BALANCE SHEET (CONTINUED)
AS AT
29 DECEMBER 2024
29 December 2024
- 4 -
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
The financial statements were approved by the board of directors and authorised for issue on 16 December 2025 and are signed on its behalf by:
Mr D McMahon
Director
Company registration number 11824598 (England and Wales)
FLOUR POWER HOLDCO 2 LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 29 DECEMBER 2024
- 5 -
Share capital
Non-distri-butable profits
Profit and loss reserves
Total
£
£
£
£
AS RESTATED FOR THE PERIOD ENDED 31 MARCH 2024:
BALANCE AT 1 APRIL 2023
1,000
281,250
372,846
655,096
YEAR ENDED 31 MARCH 2024:
Profit and total comprehensive income
-
-
90,000
90,000
BALANCE AT 31 MARCH 2024
1,000
281,250
462,846
745,096
PERIOD ENDED 29 DECEMBER 2024:
Profit and total comprehensive income
-
412,500
67,500
480,000
BALANCE AT 29 DECEMBER 2024
1,000
693,750
530,346
1,225,096
FLOUR POWER HOLDCO 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 DECEMBER 2024
- 6 -
1
ACCOUNTING POLICIES
Company information
Flour Power Holdco 2 Limited is a private company limited by shares incorporated in England and Wales. The registered office is 146-156 Sarehole Road, Birmingham, B28 8DT.
1.1
Reporting period
These financial statements cover a period of 39 weeks ended 31 December 2024. The comparative figures are for a 52 week period ended 31 March 2024.
1.2
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
1.3
Turnover
The whole turnover is attributable to income received from rental of property.
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the company and the turnover can ben reliably measured. Turnover is a measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
Rental income is credited to the statement of comprehensive income on a straight line basis over the term of the relevant lease. Any amounts paid or payable as a lease incentive are recognised as a reduction to income over the term of the lease on a straight line basis.
1.4
Investment property
Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.
Property rented to a group entity is accounted for at fair value with changes in fair value recognised in profit or loss.
1.5
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
FLOUR POWER HOLDCO 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 DECEMBER 2024
1
ACCOUNTING POLICIES
(Continued)
- 7 -
1.6
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.7
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
FLOUR POWER HOLDCO 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 DECEMBER 2024
1
ACCOUNTING POLICIES
(Continued)
- 8 -
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
2
JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Investment property valuation
Investment properties are valued at fair value at each balance sheet date. Valuation of the properties requires judgements to be made, which include demands for industrial properties, the economic environment and the properties condition.
FLOUR POWER HOLDCO 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 DECEMBER 2024
- 9 -
3
INVESTMENT PROPERTY
2024
£
Fair value
At 1 April 2024
1,250,000
Net gains or losses through fair value adjustments
550,000
At 29 December 2024
1,800,000
The investment property land and buildings were valued at the year end by the directors who have evaluated the investment property's value, considering factors such as the local market, potential uses, location, and condition. Based on their assessment, they conclude that the property's valuation at year-end stands at £1,800,000.
Subsequent to the year end the directors obtained a valuation report by an independent, professionally qualified RICs valuer. The valuation was undertaken in accordance with the Royal Institution of Chartered Surveyors’ Appraisal and Valuation Manual and valued the property at £1,800,000.
If investment properties were stated on an historical cost basis rather than a fair value basis, the amounts would have been included as follows:
2024
2024
£
£
Cost
875,000
875,000
Accumulated depreciation
-
-
Carrying amount
875,000
875,000
4
FINANCIAL INSTRUMENTS
2024
2024
£
£
Measured at amortised cost
343,654
411,154
Financial assets measured at amortised cost comprise amounts owed by group undertakings.
Financial liabilities measured at amortised cost comprise amounts owed to group undertakings.
FLOUR POWER HOLDCO 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 DECEMBER 2024
- 10 -
5
CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2024
2024
£
£
Amounts owed to group undertakings
343,654
411,154
6
DEFERRED TAXATION
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2024
2024
Balances:
£
£
Investment property
231,250
93,750
2024
Movements in the period:
£
Liability at 1 April 2024
93,750
Charge to profit or loss
137,500
Liability at 29 December 2024
231,250
7
SHARE CAPITAL
2024
2024
2024
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
ordinary shares of £1 each
1,000
1,000
1,000
1,000
FLOUR POWER HOLDCO 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 DECEMBER 2024
- 11 -
8
NON-DISTRIBUTABLE PROFITS RESERVE
2024
2024
£
£
At the beginning of the period
281,250
281,250
Revaluation of investment property
412,500
-
At the end of the period
693,750
281,250
9
AUDIT REPORT INFORMATION
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.
The auditor's report is unqualified and includes the following:
Senior Statutory Auditor:
Jonathan Harrhy
Statutory Auditor:
Kilsby & Williams LLP
Date of audit report:
16 December 2025
10
FINANCIAL COMMITMENTS, GUARANTEES AND CONTINGENT LIABILITIES
Causeway Capital Partners 1 LP are a secured creditor by way of a charge over the Group’s tangible fixed assets, current assets, investments and proceeds from any insurance policy claims and rank ahead of any unsecured creditors.
11
ULTIMATE CONTROLLING PARTY
The immediate parent undertaking is Flour Power Group Limited, a company registered in the England and Wales. Flour Power Group Limited is the head of the largest group into which the company’s results are consolidated. A copy of the group accounts can be obtained from Companies House, Crown Way, Cardiff, CF14 3UZ.
The ultimate parent undertaking is Causeway Capital Partners 1 LP a Limited Partnership registered in Ireland. There is no ultimate controlling party.
FLOUR POWER HOLDCO 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 DECEMBER 2024
- 12 -
12
PRIOR PERIOD ADJUSTMENT
RECONCILIATION OF CHANGES IN EQUITY
The prior period adjustments do not give rise to any effect upon equity.
Analysis of the effect upon equity
Revaluation reserve
-
(281,250)
Profit and loss reserves
-
281,250
-
-
Reconciliation of changes in profit for the previous financial period
2024
£
Total adjustments
-
Profit as previously reported
90,000
Profit as adjusted
90,000
NOTES TO RECONCILIATION
RECLASSIFICATION OF RESERVES
The prior period comparatives were restated to move the revaluation reserve relating to the investment property, to non distributable profit reserves. There was no change to the profit and loss account or net assets.
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