REGISTERED NUMBER: 04301667 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

BAINSCARE LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

4

Income Statement

7

Other Comprehensive Income

8

Balance Sheet

9

Statement of Changes in Equity

10

Notes to the Financial Statements

11

DIRECTORS:

B S Bains

Mrs K K Bains

REGISTERED OFFICE:

Highdown House

11 Highdown Road

Leamington Spa

Warwickshire

CV31 1XT

REGISTERED NUMBER:

04301667 (England and Wales)

SENIOR STATUTORY AUDITOR:

Mark Ashfield BA FCA

AUDITORS:

HB&O Ltd

Chartered Accountants and Statutory Auditors

Highdown House

11 Highdown Road

Sydenham

Leamington Spa

Warwickshire

CV31 1XT

BANKERS:

Santander

Bridle Road

Bootle

Merseyside

L30 4GB

The directors present their strategic report for the year ended 31 December 2024.

REVIEW OF BUSINESS

We aim to provide a balanced and comprehensive review of the development and performance of our business during the year and its position at the year end. Our review is consistent with the size and nature of the business and is written in the context of the risks and uncertainties it faces.

We consider that the key financial performance indicators are those that communicate the financial performance and strength of the revenue, gross profit, profit before tax, cash reserves and net assets.

During the year, the company has seen a slight incline in occupancy levels, resulting in an increase in turnover to £1,676,731 (2023 - £1,420,746) and reports a gross profit of £866,886 (2023 - £695,427). Continued cost controls and close monitoring of staffing levels has enabled the entity to report a broadly consistent gross profit margin.

Overall, the profit before tax has increased to £554,606 (2023 - £394,644). The company has substantial cash reserves at the year end and the balance sheet remains strong with net assets of £2,438,081 (2023 £1,952,464).

PRINCIPAL RISKS AND UNCERTAINTIES

There continue to be significant challenges in the wider economic environment. Amongst other things, there have been stubborn inflation levels and continued pressures on costs.

The company appears well equipped to manage these challenges due to the strong financial performance of the business and healthy reserves to draw down upon, if necessary. The Board of Directors regularly identify, monitor and ensure appropriate processes are in place to mitigate the potential risks and uncertainties faced by the company.

FUTURE DEVELOPMENTS

In spite of ongoing challenges, the company has still traded very solidly during the year and continues to do so in 2025. The directors remain confident that the company will still be profitable in the forthcoming 12 months and beyond, with control over costs still considered to be a key strategy.

As such, the directors believe the company to be a going concern and have adopted this assumption in preparing the financial statements, having considered any material uncertainties in this regard for a period of at least 12 months from the date of approval of these financial statements.

ON BEHALF OF THE BOARD:

B S Bains - Director

22 December 2025

The directors present their report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of operating a care home for the elderly.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2024.

DIRECTORS

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

B S Bains

Mrs K K Bains

DISCLOSURE IN THE STRATEGIC REPORT

The company's review of business, principal risks and uncertainties and future developments are disclosed within the strategic report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the 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 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;

-	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.

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 company'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 company's auditors are aware of that information.

ON BEHALF OF THE BOARD:

B S Bains - Director

22 December 2025

Opinion

We have audited the financial statements of Bainscare Limited (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity 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 company's affairs as at 31 December 2024 and of its 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 company 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 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 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 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 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, or returns adequate for our audit have not been received from branches not visited by us; or

-	the 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 three, 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 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 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 audit process includes an assessment of the entity's risk environment, through enquiry of and discussion with management, including an assessment of any key laws and regulations with which the company must comply in the ordinary course of its business.

Additionally, the overall risks of irregular transactions occurring are assessed following our observations and confirmation of the design and implementation of management's controls. Whilst we are mindful of these risks, our audit focus is geared towards the risk of material misstatement in the financial statements as a whole.

As such, our procedures cannot guarantee that all transactions have been fully compliant with all relevant laws and regulations, including those regulations relating to fraud, as our procedures are not designed to detect all instances of non-compliance. By definition, the risk of our detection of non-compliance is greater where compliance with a law or regulation is removed from the events and transactions reflected in the financial statements. The risk is also greater regarding irregularities 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.

Mark Ashfield BA FCA (Senior Statutory Auditor)

for and on behalf of HB&O Ltd

Chartered Accountants and Statutory Auditors

Highdown House

11 Highdown Road

Sydenham

Leamington Spa

Warwickshire

CV31 1XT

22 December 2025

TURNOVER

3

1,676,731

1,420,746

Cost of sales

809,845

725,319

GROSS PROFIT

866,886

695,427

Administrative expenses

331,987

309,383

534,899

386,044

Other operating income

1,000

8,600

OPERATING PROFIT

5

535,899

394,644

Interest receivable and similar income

18,707

-

PROFIT BEFORE TAXATION

554,606

394,644

Tax on profit

6

93,232

8,987

PROFIT FOR THE FINANCIAL YEAR

461,374

385,657

PROFIT FOR THE YEAR

461,374

385,657

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

461,374

385,657

FIXED ASSETS

Tangible assets

7

117,946

121,390

CURRENT ASSETS

Debtors

8

1,862,412

1,224,534

Cash at bank

1,514,516

1,688,040

3,376,928

2,912,574

CREDITORS

Amounts falling due within one year

9

1,057,734

1,057,680

NET CURRENT ASSETS

2,319,194

1,854,894

TOTAL ASSETS LESS CURRENT LIABILITIES

2,437,140

1,976,284

PROVISIONS FOR LIABILITIES

11

23,302

23,820

NET ASSETS

2,413,838

1,952,464

CAPITAL AND RESERVES

Called up share capital

12

100

100

Retained earnings

13

2,413,738

1,952,364

SHAREHOLDERS' FUNDS

2,413,838

1,952,464

The financial statements were approved by the Board of Directors and authorised for issue on 22 December 2025 and were signed on its behalf by:

B S Bains - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2023

100

1,566,707

1,566,807

Changes in equity

Total comprehensive income

-

385,657

385,657

Balance at 31 December 2023

100

1,952,364

1,952,464

Changes in equity

Total comprehensive income

-

461,374

461,374

Balance at 31 December 2024

100

2,413,738

2,413,838

1.	STATUTORY INFORMATION

Bainscare 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.

The presentation currency of the financial statements is the Pound Sterling (£).

The company's principal place of business is:-

Westbourne Care Home

9 Bedford Road

Hitchin

Hertfordshire

SG5 2TP

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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The accounts have been prepared in accordance with applicable accounting standards. The principal accounting policies adopted in the preparation of the financial statements are set out below and have remained unchanged from the previous year.

Going concern

The financial statements have been prepared on a going concern basis as there are no material uncertainties about the company's ability to continue its operations.

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows.

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.

Critical accounting judgements and key sources of estimation uncertainty

Accounting judgements and estimates relate primarily to depreciation and asset valuations. The directors do not believe that any accounting judgements or estimates are significant to the reported results of the entity.

Turnover

Turnover represents gross fee income charged to residents during the year.

Tangible fixed assets

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

Long leasehold

-

Straight line over 20 years

Plant and machinery

-

25% on reducing balance

Fixtures and fittings

-

25% on reducing balance

Office equipment

-

25% on reducing balance

Tangible fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

Government grants

Other operating income includes government grants which are recognised in the period in which they become receivable.

Taxation

Taxation for the year 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 year 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.

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.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Financial instruments

Loans and borrowings are initially recognised at the transaction price including transaction costs. Subsequently, they are measured at amortised cost using the effective interest rate method, less impairment.

Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the income statement.

3.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

4.	EMPLOYEES AND DIRECTORS

2024

2023

£

£

Wages and salaries

587,450

530,477

Social security costs

42,934

37,659

Other pension costs

7,177

8,327

637,561

576,463

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

2024

2023

Management, administration and care

33

30

2024

2023

£

£

Directors' remuneration

25,140

25,140

5.	OPERATING PROFIT

The operating profit is stated after charging:

2024

2023

£

£

Hire of plant and machinery

306

-

Other operating leases

100,809

100,747

Depreciation - owned assets

29,599

23,629

Loss on disposal of fixed assets

1,492

-

Auditors' remuneration

4,950

4,650

6.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

2024

2023

£

£

Current tax:

UK corporation tax

93,750

-

Deferred tax

(518

)

8,987

Tax on profit

93,232

8,987

UK corporation tax has been charged at 25% (2023 - 23.50%).

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

2024

2023

£

£

Profit before tax

554,606

394,644

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2023 - 23.500%)

138,652

92,741

Effects of:

Expenses not deductible for tax purposes

2,182

4,165

Capital allowances in excess of depreciation

-

(5,300

)

Depreciation in excess of capital allowances

125

-

Deferred tax

(518

)

8,987

Group relief

(47,209

)

(91,606

)

Total tax charge

93,232

8,987

During the year the UK corporation tax rate remained at 25% and is set to remain so for the foreseeable future.

7.	TANGIBLE FIXED ASSETS

Fixtures

Long

Plant and

and

Office

leasehold

machinery

fittings

equipment

Totals

£

£

£

£

£

COST

At 1 January 2024

215,222

245,021

96,691

7,783

564,717

Additions

-

-

27,647

-

27,647

Disposals

-

-

(1,524

)

-

(1,524

)

At 31 December 2024

215,222

245,021

122,814

7,783

590,840

DEPRECIATION

At 1 January 2024

161,350

208,039

67,870

6,068

443,327

Charge for year

10,761

9,246

9,163

429

29,599

Eliminated on disposal

-

-

(32

)

-

(32

)

At 31 December 2024

172,111

217,285

77,001

6,497

472,894

NET BOOK VALUE

At 31 December 2024

43,111

27,736

45,813

1,286

117,946

At 31 December 2023

53,872

36,982

28,821

1,715

121,390

8.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Trade debtors

31,256

28,531

Amounts owed by group undertakings

1,798,952

1,175,952

Other debtors

17,682

9,700

Prepayments and accrued income

14,522

10,351

1,862,412

1,224,534

An impairment loss of £13,349 (2023: £nil) was recognised against trade debtors during the year.

9.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Trade creditors

13,354

8,689

Amounts owed to group undertakings

969,477

899,319

Tax

44,190

(60

)

Social security and other taxes

-

8,904

Other creditors

-

1,801

Directors' current accounts

4,090

104,276

Accruals and deferred income

26,623

34,751

1,057,734

1,057,680

10.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2024

2023

£

£

Within one year

100,000

100,000

11.	PROVISIONS FOR LIABILITIES

2024

2023

£

£

Deferred tax

Accelerated capital allowances

23,302

23,820

Deferred

tax

£

Balance at 1 January 2024

23,820

Credit to income statement

(518

)

Balance at 31 December 2024

23,302

12.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

£

100

Ordinary

£1

100

100

All Ordinary shares rank pari passu with respect to voting rights, the rights to distribution of dividends and the repayment of capital.

13.

RESERVES

Retained

earnings

£

At 1 January 2024

1,952,364

Profit for the year

461,374

At 31 December 2024

2,413,738

Retained earnings

This reserve represents all current and prior year retained profits and losses.

14.	PENSION COMMITMENTS

During the year under review the company made contributions of £7,177 (2023 - £8,327). Included within creditors is a balance due to pension providers of £Nil (2023 - £1,801) representing contributions owed to the funds.

15.	ULTIMATE PARENT COMPANY

HNB Care Limited is regarded by the directors as being the company's ultimate parent company.

HNB Care Limited is the parent company of the largest group which consolidate this company.

These group financial statements are available to the public from the company's registered office or from Companies House at Crown Way, Cardiff, CF14 3UZ.

16.	CONTINGENT LIABILITIES

The company has a debenture on all of its assets, dated 3 March 2020, in favour of Clydesdale Bank Plc.

17.	RELATED PARTY DISCLOSURES

During the year the company was charged £100,000 (2023 - £100,000) by B S Bains and K K Bains, directors, in respect of a property personally owned and used as premises by the company.

Key management

Key management are considered to be the directors, whose remuneration is disclosed in the preceding notes to these financial statements.

18.	CONTROLLING INTERESTS

The company is controlled by HNB Care Limited.