REGISTERED NUMBER: 07698377 (England and Wales)

GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

HNB CARE LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

4

Consolidated Income Statement

7

Consolidated Other Comprehensive Income

8

Consolidated Balance Sheet

9

Company Balance Sheet

10

Consolidated Statement of Changes in Equity

11

Company Statement of Changes in Equity

12

Consolidated Cash Flow Statement

13

Notes to the Consolidated Cash Flow Statement

14

Notes to the Consolidated Financial Statements

15

DIRECTORS:

B S Bains

Mrs K K Bains

REGISTERED OFFICE:

Highdown House

11 Highdown Road

Leamington Spa

Warwickshire

CV31 1XT

REGISTERED NUMBER:

07698377 (England and Wales)

SENIOR STATUTORY AUDITOR:

Mark Ashfield BA FCA

AUDITORS:

HB&O Ltd

Chartered Accountants and Statutory Auditor

Highdown House

11 Highdown Road

Leamington Spa

Warwickshire

CV31 1XT

The directors present their strategic report of the company and the group for the year ended 31 December 2024.

REVIEW OF BUSINESS

We aim to present 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 group has seen an increase in turnover to £9,928,582 (2023 - £9,477,340) and reports a gross profit of £5,297,275 (2023 - £5,166,577). 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 £3,808,649 (2023 - £3,221,514). The group has substantial cash reserves at the year end and the balance sheet remains strong with net assets of £15,456,835 (2023 - £12,969,973).

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 group 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 group.

FUTURE DEVELOPMENTS

In spite of ongoing challenges, the group has still traded very solidly during the year and continues to do so in 2025. The directors remain confident that the group will remain 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 group 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 and the group for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was that of acting as a holding company. The company's main trading subsidiaries are engaged in the provision of nursing home care.

DIVIDENDS

Dividends of £150,940 (2023 - £150,540) have been 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

CHARITABLE DONATIONS AND EXPENDITURE

During the year the group made charitable donations of £4,422 (2023 - £2,643).

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.

ON BEHALF OF THE BOARD:

B S Bains - Director

22 December 2025

Opinion

We have audited the financial statements of HNB Care Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 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 December 2024 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 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 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:

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 group and 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 Auditor

Highdown House

11 Highdown Road

Leamington Spa

Warwickshire

CV31 1XT

22 December 2025

TURNOVER

3

9,928,582

9,477,340

Cost of sales

4,631,307

4,310,763

GROSS PROFIT

5,297,275

5,166,577

Administrative expenses

1,607,727

1,570,550

3,689,548

3,596,027

Other operating income

1,794

13,614

OPERATING PROFIT

5

3,691,342

3,609,641

Interest receivable and similar income

497,122

6,348

4,188,464

3,615,989

Interest payable and similar expenses

7

379,814

394,475

PROFIT BEFORE TAXATION

3,808,650

3,221,514

Tax on profit

8

1,170,847

987,299

PROFIT FOR THE FINANCIAL YEAR

2,637,803

2,234,215

Profit attributable to:

Owners of the parent

2,637,803

2,234,215

PROFIT FOR THE YEAR

2,637,803

2,234,215

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

2,637,803

2,234,215

Total comprehensive income attributable to:

Owners of the parent

2,637,803

2,234,215

FIXED ASSETS

Intangible assets

11

469,737

797,467

Tangible assets

12

10,739,655

9,024,573

Investments

13

-

-

11,209,392

9,822,040

CURRENT ASSETS

Debtors

14

527,352

800,968

Cash at bank and in hand

10,709,895

9,695,922

11,237,247

10,496,890

CREDITORS

Amounts falling due within one year

15

1,385,452

1,457,287

NET CURRENT ASSETS

9,851,795

9,039,603

TOTAL ASSETS LESS CURRENT LIABILITIES

21,061,187

18,861,643

CREDITORS

Amounts falling due after more than one year

16

(5,261,200

)

(5,616,634

)

PROVISIONS FOR LIABILITIES

20

(343,151

)

(275,036

)

NET ASSETS

15,456,836

12,969,973

CAPITAL AND RESERVES

Called up share capital

21

100

100

Retained earnings

22

15,456,736

12,969,873

SHAREHOLDERS' FUNDS

15,456,836

12,969,973

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

FIXED ASSETS

Intangible assets

11

-

-

Tangible assets

12

-

-

Investments

13

5,865,439

5,865,339

5,865,439

5,865,339

CURRENT ASSETS

Debtors

14

4,885,657

3,434,240

Cash at bank

100,800

304,439

4,986,457

3,738,679

CREDITORS

Amounts falling due within one year

15

5,427,337

3,860,839

NET CURRENT LIABILITIES

(440,880

)

(122,160

)

TOTAL ASSETS LESS CURRENT LIABILITIES

5,424,559

5,743,179

CREDITORS

Amounts falling due after more than one year

16

5,261,200

5,616,634

NET ASSETS

163,359

126,545

CAPITAL AND RESERVES

Called up share capital

21

100

100

Retained earnings

22

163,259

126,445

SHAREHOLDERS' FUNDS

163,359

126,545

Company's profit for the financial year

187,754

163,496

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

10,886,198

10,886,298

Changes in equity

Dividends

-

(150,540

)

(150,540

)

Total comprehensive income

-

2,234,215

2,234,215

Balance at 31 December 2023

100

12,969,873

12,969,973

Changes in equity

Dividends

-

(150,940

)

(150,940

)

Total comprehensive income

-

2,637,803

2,637,803

Balance at 31 December 2024

100

15,456,736

15,456,836

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2023

100

113,489

113,589

Changes in equity

Dividends

-

(150,540

)

(150,540

)

Total comprehensive income

-

163,496

163,496

Balance at 31 December 2023

100

126,445

126,545

Changes in equity

Dividends

-

(150,940

)

(150,940

)

Total comprehensive income

-

187,754

187,754

Balance at 31 December 2024

100

163,259

163,359

Cash flows from operating activities

Cash generated from operations

1

4,302,776

3,445,236

Interest paid

(379,814

)

(394,475

)

Tax paid

(975,994

)

(785,071

)

Net cash from operating activities

2,946,968

2,265,690

Cash flows from investing activities

Purchase of tangible fixed assets

(1,813,670

)

(130,404

)

Interest received

497,122

6,348

Net cash from investing activities

(1,316,548

)

(124,056

)

Cash flows from financing activities

Loan repayments in year

(355,434

)

(345,098

)

Amount introduced by directors

309,636

2,147,444

Amount withdrawn by directors

(419,709

)

(2,122,229

)

Equity dividends paid

(150,940

)

(150,540

)

Net cash from financing activities

(616,447

)

(470,423

)

Increase in cash and cash equivalents

1,013,973

1,671,211

Cash and cash equivalents at beginning of year

2

9,695,922

8,024,711

Cash and cash equivalents at end of year

2

10,709,895

9,695,922

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

2024

2023

£

£

Profit before taxation

3,808,650

3,221,514

Depreciation charges

424,826

410,708

Loss on disposal of fixed assets

1,492

-

Finance costs

379,814

394,475

Finance income

(497,122

)

(6,348

)

4,117,660

4,020,349

Decrease/(increase) in trade and other debtors

273,616

(606,308

)

(Decrease)/increase in trade and other creditors

(88,500

)

31,195

Cash generated from operations

4,302,776

3,445,236

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 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

10,709,895

9,695,922

Year ended 31 December 2023

31.12.23

1.1.23

£

£

Cash and cash equivalents

9,695,922

8,024,711

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.24

Cash flow

At 31.12.24

£

£

£

Net cash

Cash at bank and in hand

9,695,922

1,013,973

10,709,895

9,695,922

1,013,973

10,709,895

Debt

Debts falling due within 1 year

(348,000

)

-

(348,000

)

Debts falling due after 1 year

(5,616,634

)

355,434

(5,261,200

)

(5,964,634

)

355,434

(5,609,200

)

Total

3,731,288

1,369,407

5,100,695

1.	STATUTORY INFORMATION

HNB Care 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.

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

The company's principal place of business is:-

The Finches

Southam Road

Radford Semele

Leamington Spa

Warwickshire

United Kingdom

CV31 1TZ

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.

Basis of consolidation

The consolidated financial statements incorporate those of HNB Care Limited and all of its subsidiary undertakings, under the acquisition method of accounting. All financial statements are made up to 31 December 2024.

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.

Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

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.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of businesses, is being amortised evenly over its estimated useful life of ten years.

Tangible fixed assets

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

Freehold buildings

-

nil

Short leasehold

-

2% on cost

Long leasehold

-

Straight line over 20 years

Plant & machinery

-

25% on reducing balance and 20% on reducing balance

Fixtures & fittings

-

25% on reducing balance and 7.5% on reducing balance

Motor vehicles

-

25% on reducing balance

Computer equipment

-

33% on cost, 25% on reducing balance and Straight line over 3 years

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.

It is the policy of the group to maintain its freehold property in a good condition with the cost of repairs and maintenance being charged to the profit and loss account. In the opinion of the directors the residual value of the property is approximately equal to its carrying value. As such, the directors consider that any such depreciation would be immaterial and this is further supported by way of an annual impairment review.

Government grants

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

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 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 group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. Differences between contributions payable in the year and contributions actually paid are shown as either accruals or prepayments in the balance sheet.

Investments

Investments are stated at historic cost less provision for any diminution in value.

Financial instruments

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

3.

TURNOVER

Turnover represents gross free income charged to residents during the year. All turnover derived from activities in the United Kingdom.

4.	EMPLOYEES AND DIRECTORS

2024

2023

£

£

Wages and salaries

3,351,293

3,095,132

Social security costs

266,426

234,762

Other pension costs

63,285

60,707

3,681,004

3,390,601

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

2024

2023

Directors

2

2

Management, administration and care

157

155

159

157

The group operates defined contribution pension schemes. The assets of the schemes are held separately from those of the group in independently administered funds. The pensions cost charge represents contributions payable by the group during the year and amounts to £63,285 (2023 - £60,707). Included within other creditors are pension liabilities totalling £7,321 (2023 - £11,817).

2024

2023

£

£

Directors' remuneration

25,140

25,140

5.	OPERATING PROFIT

The operating profit is stated after charging:

2024

2023

£

£

Other operating leases

100,809

100,747

Depreciation - owned assets

97,096

82,976

Loss on disposal of fixed assets

1,492

-

Goodwill amortisation

327,730

327,731

Auditors remuneration

19,800

17,490

Operating leases - other than land and buildings

23,170

-