For the financial period ended 30 June 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The members have not required the company to obtain an audit of its financial statements for the period in question in accordance with section 476.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

The company was incorporated on 1 March 2024 and started to trade on 23 September 2024. The financial statements cover the period from 23 September 2024 to 30 June 2025.

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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

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.

The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

Cash and cash equivalents are basic financial assets and consists of cash in hand with maturities of three months or less.

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 profit and loss account.

Loans and borrowings are initially recognised at the transaction price including transaction costs. Subsequently, they are measured at amortised cost using the effective interest method. Loans and borrowings that are receivable within one year are not discounted. If an arrangement constitutes a finance transaction it is measured at present value of future payments discounted at a market rate of interest for a similar loan.

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at the annual general meeting

The company has no employees other than the directors

Subsidiary undertaking

The company acquired 100% of the share capital of Jofson Investments on 23 September 2024 from a director of the company.

The company acquired 100% of the share capital of Jofson Limited on 23 September 2024 from related company Jofson Investments Limited. This investment was subsequently impaired to £nil as the shares were subsequently transferred to a related company Jofson Holdings Limited.

The company acquired 100% of the share capital of Overdale Holdings Limited (formerly Central Investments Limited) on 28 March 2025 from related party Jofson Investments Limited.

The company was incorporated on 1 March 2024 with £1 ordinary A share capital.

On 23 September 2024, 6,254,224 ordinary A shares of £1 each and 2,045,775 ordinary B shares of £1 each were issued and fully paid in consideration for the transfer to the company of 107,000 A ordinary shares of £1 each and 35,000 B ordinary shares of £1 each in Jofson Investments Limited.

On 23 September 2024, 6,254,225 ordinary A shares of £1 each were reclassified as 1,635,141 ordinary A shares of £1 each and 4,619,084 ordinary C shares of £1 each. Additionally, 2,045,775 ordinary B shares of £1 each were reclassified as 534,859 ordinary B shares of £1 each and 1,510,916 ordinary D shares of £1 each.

On 25 September 2024, the paid up share capital of the company was reduced from £8,300,000 to £2,170,000 by cancelling and extinguishing the ordinary C shares of £1 each and ordinary D shares of £1 each. In satisfaction of the reduction of capital and the cancellation of the ordinary C shares of £1 each and ordinary D shares of £1 each, the company has transferred the shares held in Jofson Limited in consideration for which Jofson Holdings Limited shall allot and issue shares to the holding of the ordinary C shares of £1 each and ordinary D shares of £1 each.

The Company has taken advantage of the exemption in FRS 102 paragraph 33.1A from the requirement to disclose transactions with wholly owned members of the group.

At the balance sheet date the controlling party was Mrs R Martin.