REGISTERED NUMBER: 09521268 (England and Wales)

GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

AUDITED

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

HUGH RICE HOLDINGS LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

5

Report of the Independent Auditors

7

Consolidated Income Statement

11

Consolidated Other Comprehensive Income

13

Consolidated Balance Sheet

14

Company Balance Sheet

16

Consolidated Statement of Changes in Equity

17

Company Statement of Changes in Equity

18

Consolidated Cash Flow Statement

19

Notes to the Consolidated Cash Flow Statement

20

Notes to the Consolidated Financial Statements

22

DIRECTORS:

Mrs S Rice

P J Rice

M Rice

J P Rice

Mrs D T Rice

Ms D Rice-Hewitt

REGISTERED OFFICE:

Unit 5-6 St Stephens Shopping Centre

Ferensway

Hull

HU2 8LN

REGISTERED NUMBER:

09521268 (England and Wales)

AUDITORS:

Sowerby

Chartered Accountants and Statutory Auditors

Beckside Court

Annie Reed Road

Beverley

East Yorkshire

HU17 0LF

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

REVIEW OF BUSINESS

The principle activity of the business continues to be that of a holding company investing in subsidiaries whose principle activities are that of an omnichannel fashion and luxury jewellery retailer, manufacturer and service centre.

The Hugh Rice brand originates back to 1971 and over the intervening years branches in Hull, Beverley and Harrogate have all become established along with significant major brand relationships. The business is a multiple industry award winner.

This executive summary provides a concise overview of the statutory accounts for Hugh Rice for the fiscal year ending December 2024. The statutory accounts present a comprehensive picture of the company's financial performance and position, adhering to the relevant accounting standards and regulations.

During the fiscal year, the business achieved £14m of revenue, a 2.5% decrease compared to the previous year. Gross profit margin remained strong at 35% for recurring trade, reflecting effective cost management and pricing strategies. Regarding product mix, the shift has continued away from fine jewellery into watches, with much of the business now being the sale and servicing of luxury Swiss-made timepieces.

During the year, the company closed its Harrogate location by choosing not to renew the lease of the store at end of its tenancy. Rather than renewing the lease, the directors made a strategic decision to realign the company's jewellery and Swiss watch sales operations into its principal location in Hull. This decision reflects the company's ongoing commitment to strengthening its core retail presence while maintaining focus on operational efficiency and customer experience in its most established markets. Early in 2025, after the date of this report, the Directors also chose to close the Beverley location as part of realigning operations to the principle Hull store. The Directors are very pleased with the decisions taken with strong year-to-date trade.

The group ended the year with strong liquidity and cash headroom of £0.07m.

The company uses adjusted EBITDA to reflect the underlying profitability of the group to account for non-recurring costs and continuing operations. EBITDA was £0.6m. The Directors are delighted with the results.

In conclusion, the statutory accounts demonstrate a strong financial performance. The company's financial forecasts show the company is expected to continue to make profit and generate positive cashflows, giving the company the ability to continue to operate for the foreseeable future.

Based on these facts and the current financial position, forecasts and cash flows of the company, the directors have concluded it is appropriate for the financial statements to be prepared on a going concern basis.

The group's key financial performance indicators during the year were as follows:

2024

2023

£

£

Gross profit on continuing operation

4,417,684

4,452,669

Profit (loss) on continuing ordinary activities before taxation, interest, depreciation and government grants

702,275

897,831

PRINCIPAL RISKS AND UNCERTAINTIES

The key business risks and uncertainties affecting the company are common with those of all other retail companies in the UK. Uncertainty remains around operational performance associated with the supply of product from Europe, though minimal disruption has so far been encountered. Uncertainty remains around consumer behaviour and the effect of a cost-of-living crisis upon such behaviour, despite no evidence yet of demand from our target markets slowing. There is no expectation of a return to previous extremely low interest rates.

In managing the business, the directors have established controls to enable them to respond to and mitigate the impact of such risks.

FINANCIAL KEY PERFORMANCE

The management of the company use key performance indicators to measure and monitor the financial well-being of the business. These measures include analysis of sales coverage and growth, variance analysis of sales revenues and margins against targets, along with other key ratios. The company also monitors employee engagement through quarterly interactive surveys.

EMPLOYEES

We pride ourselves on professional development with all new sales colleagues starting with us enrolling on the National association of jewellers JET (Jewellery education and training) programme and colleagues joining in other areas of the business enrolling in courses more specific to their department such as CIPS (chartered institute of procurement and supply) programmes for our members of the procurement team.

We are delighted to count two Fellows of the Gemmological Association (FGA) and a further four Diamond Members of the Gemmological Association (DGA) in various positions throughout the company.

We are very proud to have 2 colleagues within our team of watch makers who have been successful in achieving places with Rolex watch co to further their training in their elite training programmes. The most recent was 1 of only 3 places in the UK.

FINANCIAL RISK MANAGEMENT

The company's operations expose it to the effects of changes in foreign exchange, interest rates, and metal prices. These are monitored to allow scenario planning to mitigate and minimise risk.

ON BEHALF OF THE BOARD:

P J Rice - Director

18 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 a holding company investing in subsidiaries whose principal activities are that of jeweller manufacturers and retailers and watch repairers.

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.

Mrs S Rice

P J Rice

M Rice

J P Rice

Mrs D T Rice

Ms D Rice-Hewitt

The company has made qualifying third party indemnity provisions for the benefit of its directors. These provisions remain in force at the reporting date.

POLITICAL DONATIONS AND EXPENDITURE

Charitable donations of £7,700 have been made in the year with the largest of these donations being to Hey Smile and the British School of Watchmaking.

DISCLOSURE IN THE STRATEGIC REPORT

The group has chosen to set out in the group's strategic report information required to be contained in the director's report. It has done so in respect of future developments and financial risk management.

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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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:

P J Rice - Director

18 December 2025

Opinion

We have audited the financial statements of Hugh Rice Holdings 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 loss for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the 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 pages five and six, 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 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 by, for example, forgery or intentional misrepresentations, or through collusion.

The primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

However, in identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

- the nature of the industry and sector, control environment and business performance;

- we also obtained an understanding of the legal and regulatory frameworks that the company operates in and determined that the most significant are those that relate to the reporting framework, FRS 102, the Companies Act 2006 and the relevant tax laws and regulations in the UK. In addition, we concluded that there are certain significant laws and regulations which may have an effect on the determination of the amounts and disclosures in the financial statements, relating in majority to general health and safety, quality control and employee matters;

- we reviewed results of our enquiries of management about their own identification and assessment of the risks of irregularities; and assessed how the entity identifies, evaluates and complies with laws and regulations and whether management were aware of any instances of non-compliance. We corroborated our enquiries through our review of board minutes and consideration of the results of our audit procedures across the company;

- we also considered how the entity detects and responds to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud, and;

- we considered the controls that the company has established to address risks identified, or that otherwise prevent, deter and detect fraud; and how management monitors those controls

- the internal controls established to mitigate risks of non-compliance with laws and regulations were also investigated.

- we also considered the existence of performance targets and their potential influence on management to manage earnings.

- where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk.

These procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error.

We reviewed financial statement disclosures and performed testing to supporting documentation to assess compliance with applicable laws and regulations.

We also tested the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business. There was a focus on manual journals and journals indicating large or unusual transactions; enquiries of company management; and challenging the assumptions and judgements made by management by reviewing third party evidence wherever possible.

The results of our procedures did not identify any instances or irregularities, including fraud.

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.

Richard Skewis FCCA (Senior Statutory Auditor)

for and on behalf of Sowerby

Chartered Accountants and Statutory Auditors

Beckside Court

Annie Reed Road

Beverley

East Yorkshire

HU17 0LF

18 December 2025

TURNOVER

3

12,798,580

887,995

13,686,575

Cost of sales

(8,380,896

)

(603,752

)

(8,984,648

)

GROSS PROFIT

4,417,684

284,243

4,701,927

Administrative expenses

(4,489,748

)

(504,471

)

(4,994,219

)

OPERATING LOSS

5

(72,064

)

(220,228

)

(292,292

)

Interest payable and similar expenses

6

(484,367

)

-

(484,367

)

LOSS BEFORE TAXATION

(556,431

)

(220,228

)

(776,659

)

Tax on loss

7

(40,304

)

-

(40,304

)

LOSS FOR THE FINANCIAL YEAR

(596,735

)

(220,228

)

(816,963

)

Loss attributable to:

Owners of the parent

(816,963

)

TURNOVER

3

12,497,475

1,550,820

14,048,295

Cost of sales

(8,044,806

)

(998,093

)

(9,042,899

)

GROSS PROFIT

4,452,669

552,727

5,005,396

Administrative expenses

(4,434,361

)

(472,757

)

(4,907,118

)

OPERATING PROFIT

5

18,308

79,970

98,278

Interest payable and similar expenses

6

(479,441

)

-

(479,441

)

(LOSS)/PROFIT BEFORE TAXATION

(461,133

)

79,970

(381,163

)

Tax on (loss)/profit

7

69,493

-

69,493

(LOSS)/PROFIT FOR THE FINANCIAL YEAR

(391,640

)

79,970

(311,670

)

(Loss)/profit attributable to:

Owners of the parent

(311,670

)

LOSS FOR THE YEAR

(816,963

)

(311,670

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(816,963

)

(311,670

)

Total comprehensive income attributable to:

Owners of the parent

(816,963

)

(311,670

)

FIXED ASSETS

Intangible assets

9

4,092,605

4,774,706

Tangible assets

10

131,176

232,714

Investments

11

-

-

4,223,781

5,007,420

CURRENT ASSETS

Stocks

12

4,365,476

5,133,394

Debtors

13

1,336,642

1,398,419

Cash at bank

2,785

3,935

5,704,903

6,535,748

CREDITORS

Amounts falling due within one year

14

4,325,535

4,754,722

NET CURRENT ASSETS

1,379,368

1,781,026

TOTAL ASSETS LESS CURRENT LIABILITIES

5,603,149

6,788,446

CREDITORS

Amounts falling due after more than one year

15

(2,953,574

)

(3,336,908

)

PROVISIONS FOR LIABILITIES

19

(65,000

)

(50,000

)

NET ASSETS

2,584,575

3,401,538

CAPITAL AND RESERVES

Called up share capital

20

13,538

13,538

Capital redemption reserve

21

10,043

10,043

Retained earnings

21

2,560,994

3,377,957

SHAREHOLDERS' FUNDS

2,584,575

3,401,538

The financial statements were approved by the Board of Directors and authorised for issue on 18 December 2025 and were signed on its behalf by:

P J Rice - Director

FIXED ASSETS

Intangible assets

9

-

-

Tangible assets

10

-

-

Investments

11

13,538

13,538

13,538

13,538

CURRENT ASSETS

Cash at bank

1,823,780

1,565,205

NET CURRENT ASSETS

1,823,780

1,565,205

TOTAL ASSETS LESS CURRENT LIABILITIES

1,837,318

1,578,743

CAPITAL AND RESERVES

Called up share capital

20

13,538

13,538

Retained earnings

21

1,823,780

1,565,205

SHAREHOLDERS' FUNDS

1,837,318

1,578,743

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

258,575

(112,735

)

The financial statements were approved by the Board of Directors and authorised for issue on 18 December 2025 and were signed on its behalf by:

P J Rice - Director

Called up

Capital

share

Retained

redemption

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 January 2023

13,538

3,689,627

10,043

3,713,208

Changes in equity

Total comprehensive income

-

(311,670

)

-

(311,670

)

Balance at 31 December 2023

13,538

3,377,957

10,043

3,401,538

Changes in equity

Total comprehensive income

-

(816,963

)

-

(816,963

)

Balance at 31 December 2024

13,538

2,560,994

10,043

2,584,575

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2023

13,538

1,677,940

1,691,478

Changes in equity

Total comprehensive income

-

(112,735

)

(112,735

)

Balance at 31 December 2023

13,538

1,565,205

1,578,743

Changes in equity

Total comprehensive income

-

258,575

258,575

Balance at 31 December 2024

13,538

1,823,780

1,837,318

Cash flows from operating activities

Cash generated from operations

1

1,068,494

1,036,224

Interest paid

(484,367

)

(479,441

)

Tax paid

(27,662

)

-

Net cash from operating activities

556,465

556,783

Cash flows from investing activities

Purchase of tangible fixed assets

-

(114,774

)

Net cash from investing activities

-

(114,774

)

Cash flows from financing activities

Loan repayments in year

(483,333

)

(600,000

)

Amount introduced by directors

9,000

-

Amount withdrawn by directors

-

(3,648

)

Net cash from financing activities

(474,333

)

(603,648

)

Increase/(decrease) in cash and cash equivalents

82,132

(161,639

)

Cash and cash equivalents at beginning of year

2

(1,835,761

)

(1,674,122

)

Cash and cash equivalents at end of year

2

(1,753,629

)

(1,835,761

)

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

2024

2023

£

£

Loss before taxation

(776,659

)

(381,163

)

Depreciation charges

774,339

879,523

Finance costs

484,367

479,441

482,047

977,801

Decrease/(increase) in stocks

767,918

(135,834

)

Decrease in trade and other debtors

16,989

68,861

(Decrease)/increase in trade and other creditors

(198,460

)

125,396

Cash generated from operations

1,068,494

1,036,224

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

2,785

3,935

Bank overdrafts

(1,756,414

)

(1,839,696

)

(1,753,629

)

(1,835,761

)

Year ended 31 December 2023

31/12/23

1/1/23

£

£

Cash and cash equivalents

3,935

385

Bank overdrafts

(1,839,696

)

(1,674,507

)

(1,835,761

)

(1,674,122

)

3.	ANALYSIS OF CHANGES IN NET DEBT

At 1/1/24

Cash flow

At 31/12/24

£

£

£

Net cash

Cash at bank

3,935

(1,150

)

2,785

Bank overdrafts

(1,839,696

)

83,282

(1,756,414

)

(1,835,761

)

82,132

(1,753,629

)

Debt

Debts falling due within 1 year

(600,000

)

99,999

(500,001

)

Debts falling due after 1 year

(3,336,908

)

383,334

(2,953,574

)

(3,936,908

)

483,333

(3,453,575

)

Total

(5,772,669

)

565,465

(5,207,204

)