Winter Melia Group Limited

	Page
Directors' Report	1
Consolidated Profit and Loss Account	2
Consolidated Balance Sheet	3—4
Company Balance Sheet	5—6
Notes to the Financial Statements	7—12

The directors present their report and the financial statements for the year ended 31 March 2025.

Directors

The directors who held office during the year were as follows:

Mr Philip Melia

Mr Karl Winter

Statement of Directors' Responsibilities

The directors are responsible for preparing the Directors' 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 the group and of the profit or loss of the group for that period. In preparing the financial statements the directors are required to:

select suitable accounting policies and then apply them consistently;
make judgments 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 and 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.

The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Small Company Rules

This report has been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

On behalf of the board

Mr Philip Melia

Director

22/12/2025

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Winter Melia Group Limited

Consolidated Profit and Loss Account

For The Year Ended 31 March 2025

Consolidated Profit and Loss Account

		2025	2024
	Notes	£	£
TURNOVER		1,066,554	1,138,595
Cost of sales		(869,370 )	(473,245 )

GROSS PROFIT		197,184	665,350

Administrative expenses		(490,358 )	(700,941 )
Other operating income		936,115	76,000

OPERATING PROFIT		642,941	40,409
Income from Shares in group undertakings		-	45,999
Interest payable and similar charges		(216,454 )	(324,221 )

PROFIT/(LOSS) BEFORE TAXATION		426,487	(237,813 )
Tax on Profit/(loss)		-	(2,600 )

PROFIT/(LOSS) AFTER TAXATION BEING PROFIT/(LOSS) FOR THE FINANCIAL YEAR ATTRIBUTABLE TO THE OWNERS OF THE PARENT		426,487	(240,413 )

The notes on pages 7 to 12 form part of these financial statements.

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Winter Melia Group Limited

Consolidated Balance Sheet

As At 31 March 2025

Consolidated Balance Sheet

Registered number: 13555673

		2025		2024
	Notes	£	£	£	£
FIXED ASSETS
Tangible Assets	5		1,450,328		5,133,142
Investment Properties	6		1,091,000		1,091,000
Investments	7		202		202

			2,541,530		6,224,344
CURRENT ASSETS
Stocks	8	3,400,000		-
Debtors	9	841,837		1,182,605
Investments	10	-		55,133
Cash at bank and in hand		180,105		5,193

		4,421,942		1,242,931
Creditors: Amounts Falling Due Within One Year	11	(638,535 )		(639,239 )

NET CURRENT ASSETS (LIABILITIES)			3,783,407		603,692

TOTAL ASSETS LESS CURRENT LIABILITIES			6,324,937		6,828,036

Creditors: Amounts Falling Due After More Than One Year	12		(3,203,432 )		(4,007,747 )

PROVISIONS FOR LIABILITIES
Deferred Taxation			(577,271 )		(577,271 )

NET ASSETS			2,544,234		2,243,018

CAPITAL AND RESERVES
Called up share capital	13		200		406
Share premium account			-		55,129
Revaluation reserve	14		225,000		225,000
Profit and Loss Account			2,319,034		1,962,483

SHAREHOLDERS' FUNDS			2,544,234		2,243,018

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Winter Melia Group Limited

Consolidated Balance Sheet (continued)

As At 31 March 2025

For the year ending 31 March 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 in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

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

On behalf of the board

Mr Philip Melia

Director

22/12/2025

The notes on pages 7 to 12 form part of these financial statements.

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Winter Melia Group Limited

Company Balance Sheet

As At 31 March 2025

Company Balance Sheet

Registered number: 13555673

		2025		2024
	Notes	£	£	£	£
FIXED ASSETS
Investments	7		202		202

			202		202
CURRENT ASSETS
Debtors	9	112,230		200
Investments	10	202		-
Cash at bank and in hand		12,029		-

		124,461		200
Creditors: Amounts Falling Due Within One Year	11	(128,457 )		(2,813 )

NET CURRENT ASSETS (LIABILITIES)			(3,996 )		(2,613 )

TOTAL ASSETS LESS CURRENT LIABILITIES			(3,794 )		(2,411 )

Creditors: Amounts Falling Due After More Than One Year	12		(202 )		-

NET LIABILITIES			(3,996 )		(2,411 )

CAPITAL AND RESERVES
Called up share capital	13		200		200
Profit and Loss Account			(4,196 )		(2,611 )

SHAREHOLDERS' FUNDS			(3,996)		(2,411)

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Winter Melia Group Limited

Company Balance Sheet (continued)

As At 31 March 2025

In accordance with section 408(3) of the Companies Act 2006, the company has not presented its own profit and loss account and the related notes. The company's profit for the year was £ 68,351 (2024: £ 44,260 profit).

For the year ending 31 March 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 in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

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

The company has taken advantage of section 444(1) of the Companies Act 2006 and opted not to deliver to the registrar a copy of the company's Profit and Loss Account.

On behalf of the board

Mr Philip Melia

Director

22/12/2025

The notes on pages 7 to 12 form part of these financial statements.

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Winter Melia Group Limited

Notes to the Financial Statements

For The Year Ended 31 March 2025

Notes to the Financial Statements

1. General Information

Winter Melia Group Limited is a private company, limited by shares, incorporated in England & Wales, registered number 13555673 . The registered office is Office 1 Brunswick House, Brunswick Way, Liverpool, Merseyside, L3 4BN.

2. Accounting Policies

2.1. Basis of Preparation of Financial Statements

The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 section 1A Small Entities "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

2.2. Basis Of Consolidation

The group consolidated financial statements include the financial statements of the company and all of its subsidiary undertakings together with the group’s share of the results of associates made up to 31 March 2025.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Where the group owns less than 50% of the voting powers of an entity but controls the entity by virtue of an agreement with other investors which give it control of the financial and operating policies of the entity, it accounts for that entity as a subsidiary.

Where a subsidiary has different accounting policies to the group, adjustments are made to those subsidiary financial statements to apply the group’s accounting policies when preparing the consolidated financial statements.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the group holds a long-term interest and where the group has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate. The results of associates are accounted for using the equity method of accounting.

Any subsidiary undertakings or associates sold or acquired during the year are included up to, or from, the dates of change of control or change of significant influence respectively.

Where control of a subsidiary is lost, the gain or loss is recognised in the consolidated income statement. The cumulative amounts of any exchange differences on translation, recognised in equity, are not included in the gain or loss on disposal and are transferred to retained earnings. The gain or loss also includes amounts included in other comprehensive income that are required to be reclassified to profit or loss but excludes those amounts that are not required to be reclassified.

Where control of a subsidiary is achieved in stages, the initial acquisition that gave the group control is accounted for as a business combination. Thereafter where the group increases its controlling interest in the subsidiary the transaction is treated as a transaction between equity holders. Any difference between the fair value of the consideration paid and the carrying amount of the non-controlling interest acquired is recognised directly in equity. No changes are made to the carrying value of assets, liabilities or provisions for contingent liabilities.

2.3. Business Combinations

Business combinations are accounted for by applying the purchase method.

The cost of a business combination is the fair value of the consideration given, liabilities incurred or assumed and of equity instruments issued plus the costs directly attributable to the business combination. Where control is achieved in stages the cost is the consideration at the date of each transaction.

Contingent consideration is initially recognised at estimated amount where the consideration is probable and can be measured reliably. Where (i) the contingent consideration is not considered probable or cannot be reliably measured but subsequently becomes probable and measurable or (ii) contingent consideration previously measured is adjusted, the amounts are recognised as an adjustment to the cost of the business combination.

On acquisition of a business, fair values are attributed to the identifiable assets, liabilities and contingent liabilities unless the fair value cannot be measured reliably, in which case the value is incorporated in goodwill. Intangible assets are only recognised separately from goodwill where they are separable and arise from contractual or other legal rights. Where the fair value of contingent liabilities cannot be reliably measured they are disclosed on the same basis as other contingent liabilities.

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Winter Melia Group Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

2.4. Turnover

Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the sale of goods and from the rendering of services. Turnover is reduced for estimated customer returns, rebates and other similar allowances.

Sale of goods

Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods has transferred to the buyer. This is usually at the point that the customer has signed for the delivery of the goods.

Rendering of services

Turnover from the rendering of services is recognised by reference to the stage of completion of the contract. The stage of completion of a contract is measured by comparing the costs incurred for work performed to date to the total estimated contract costs. Turnover is only recognised to the extent of recoverable expenses when the outcome of a contract cannot be estimated reliably.

2.5. Intangible Fixed Assets and Amortisation - Other Intangible

Other intangible assets are .... It is amortised to the profit and loss account over its estimated economic life of .... years.

2.6. Tangible Fixed Assets and Depreciation

Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:

Freehold	NA
Leasehold	NA
Plant & Machinery	25% on reducing balance
Motor Vehicles	NA
Fixtures & Fittings	NA
Computer Equipment	NA

2.7. Investment Properties

All investment properties are carried at fair value determined annually and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided for. Changes in fair value are recognised in the profit and loss account.

2.8. Stocks and Work in Progress

Stocks and work in progress are valued at the lower of cost and net realisable value after making due allowance for obsolete and slow-moving stocks. Cost includes all direct costs and an appropriate proportion of fixed and variable overheads. Work-in-progress is reflected in the accounts on a contract by contract basis by recording turnover and related costs as contract activity progresses.

2.9. Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The group's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.

Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period 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 assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors. The measurement of deferred tax liabilities and assets reflect the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Current or deferred tax for the year is recognised in profit or loss, except when they related to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax is also recognised in other comprehensive income or directly in equity respectively.

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Winter Melia Group Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

3. Average Number of Employees

Group

Average number of employees, including directors, during the year was: NIL (2024: )

Company

Average number of employees, including directors, during the year was: NIL (2024: NIL)

4. Intangible Assets

Group

	Other
	£
Cost
As at 1 April 2024	23,200

As at 31 March 2025	23,200

Amortisation
As at 1 April 2024	23,200

As at 31 March 2025	23,200

Net Book Value
As at 31 March 2025	-

As at 1 April 2024	-

Company

The company had no intangible fixed assets as at 31 March 2025 or 31 March 2024.

5. Tangible Assets

Group

	Land & Property
	Freehold	Plant & Machinery	Motor Vehicles	Fixtures & Fittings	Total
	£	£	£	£	£
Cost or Valuation
As at 1 April 2024	5,133,142	437	1,400	-	5,134,979
Additions	-	-	-	454	454
Disposals	(3,619,257 )	-	-	-	(3,619,257 )
Revaluation	(63,885 )	-	-	-	(63,885 )

As at 31 March 2025	1,450,000	437	1,400	454	1,452,291

Depreciation
As at 1 April 2024	-	437	1,400	-	1,837
Provided during the period	-	-	-	126	126

As at 31 March 2025	-	437	1,400	126	1,963

Net Book Value
As at 31 March 2025	1,450,000	-	-	328	1,450,328

As at 1 April 2024	5,133,142	-	-	-	5,133,142

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Winter Melia Group Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

Company

The company had no tangible fixed assets as at 31 March 2025 or 31 March 2024.

6. Investment Property

Group

	2025
	£
Fair Value
As at 1 April 2024 and 31 March 2025	1,091,000

Company

The company had no investment property as at 31 March 2025 or 31 March 2024.

7. Investments

Group

	Unlisted
	£
Cost or Valuation
As at 1 April 2024	202

As at 31 March 2025	202

Provision
As at 1 April 2024	-

As at 31 March 2025	-

Net Book Value
As at 31 March 2025	202

As at 1 April 2024	202

Company

	Unlisted
	£
Cost or Valuation
As at 1 April 2024	202

As at 31 March 2025	202

Provision
As at 1 April 2024	-

As at 31 March 2025	-

Net Book Value
As at 31 March 2025	202

As at 1 April 2024	202

8. Stocks

	2025	2024
	£	£
Stock	3,400,000	-

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Winter Melia Group Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

9. Debtors

	Group		Company
	2025	2024	2025	2024
	£	£	£	£
Due within one year
Trade debtors	-	(212 )	-	-
Other debtors	841,837	1,324,307	112,230	200

	841,837	1,324,095	112,230	200
Due after more than one year
Other debtors	-	(141,490)	-	-

	841,837	1,182,605	112,230	200

10. Current Asset Investments

	Group		Company
	2025	2024	2025	2024
	£	£	£	£
Shares in subsidiaries	-	55,133	202	-

11. Creditors: Amounts Falling Due Within One Year

	Group		Company
	2025	2024	2025	2024
	£	£	£	£
Trade creditors	305,389	55,481	1,188	-
Bank loans and overdrafts	-	405	-	-
Other creditors	268,345	563,760	127,269	2,813
Taxation and social security	64,801	19,593	-	-

	638,535	639,239	128,457	2,813

12. Creditors: Amounts Falling Due After More Than One Year

	Group		Company
	2025	2024	2025	2024
	£	£	£	£
Bank loans	684,872	695,299	-	-
Other creditors	2,518,560	3,312,448	202	-

	3,203,432	4,007,747	202	-

13. Share Capital

	2025	2024
	£	£
Called Up Share Capital not Paid	200	400
Called Up Share Capital has been paid up	-	6

Amount of Allotted, Called Up Share Capital	200	406

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Winter Melia Group Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 March 2025

14. Reserves

	Share Premium	Revaluation reserve	Profit and Loss Account
	£	£	£
As at 1 April 2024	55,129	225,000	1,962,483
Profit for the year and total comprehensive income	-	-	426,487

Dividends paid	-	-	(69,936)
Arising on shares issued during the period	(55,129)	-	-

As at 31 March 2025	-	225,000	2,319,034

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