REGISTERED NUMBER: 11067387 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 APRIL 2025

FOR

ANDOVER CARE LTD

Page

Strategic Report

1

Report of the Directors

2

Report of the Independent Auditors

3

Statement of Comprehensive Income

6

Balance Sheet

7

Statement of Changes in Equity

8

Cash Flow Statement

9

Notes to the Financial Statements

10

The directors present their strategic report for the year ended 30 April 2025.

REVIEW OF BUSINESS

The Andover Nursing Home is a purpose-built nursing home based in Andover, registered to provide accommodation for up to 87 residents.

The business continued to operate with a stable turnover slightly increased from the prior year to £6.78m. Gross profit was slightly reduced compared to the prior year at £3.31m (2024: £3.42m) with a margin of 49%. The net profit after tax was £960k.

PRINCIPAL RISKS AND UNCERTAINTIES

The anticipated challenges for the future include national challenges in recruitment to social care and the national living wage rise in 2026. Residents' fees continued to be reviewed annually to manage budgets.

FINANCIAL RISK MANAGEMENT

The company has a bank loan facility which had a balance of £8.57m at the balance sheet date. The loan has an interest rate of 2.05% over the base rate. The directors maintain cash flow forecasts to ensure the company has sufficient funds to pay both the capital and interest. The directors will continue to monitor the rates for any unforeseen events that may result in future increases.

ON BEHALF OF THE BOARD:

R K Greywall - Director

12 January 2026

The directors present their report with the financial statements of the company for the year ended 30 April 2025.

DIVIDENDS

No dividends will be distributed for the year ended 30 April 2025.

DIRECTORS

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

S S Grewal

S S Grewal

R K Greywall

DISCLOSURE IN THE STRATEGIC REPORT

The company has chosen, in accordance with the Companies Act 2006 s414C(11), to set out in the company's strategic report information required by Schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 to be contained in the directors' 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:

R K Greywall - Director

12 January 2026

Opinion

We have audited the financial statements of Andover Care Ltd (the 'company') for the year ended 30 April 2025 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement 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 30 April 2025 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 two, 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 extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Based on our understanding of the company and industry, we considered the risk of non-compliance with laws and regulations, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the financial statements, such as the Companies Act 2006. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principal risks were related to management override, revenue recognition and accounting estimates. Audit procedures performed included:

-

Review of correspondence and reports from the regulatory body;

-

Enquiring of management whether there were any instances of non-compliance with laws and regulation;

-

Review of legal expenses for evidence of fees relating to non-compliance;

-

Substantive testing on revenue cut off to confirm income earned was recognised in the correct period;

-

Challenging assumptions and judgements made by management in determining significant accounting estimates; and

-

Reviewing non-routine journal entries, bank receipts and bank payments.

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, 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.

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.

Colin Young BA FCA (Senior Statutory Auditor)

for and on behalf of Galloways Accounting

Statutory Auditors

15 West Street

Brighton

East Sussex

BN1 2RL

14 January 2026

TURNOVER

3

6,780,194

6,634,871

Cost of sales

(3,474,244

)

(3,212,876

)

GROSS PROFIT

3,305,950

3,421,995

Administrative expenses

(1,373,449

)

(1,609,000

)

OPERATING PROFIT

5

1,932,501

1,812,995

Interest receivable and similar income

95,461

107,139

2,027,962

1,920,134

Interest payable and similar expenses

6

(613,057

)

(662,530

)

PROFIT BEFORE TAXATION

1,414,905

1,257,604

Tax on profit

7

(456,563

)

(409,738

)

PROFIT FOR THE FINANCIAL YEAR

958,342

847,866

OTHER COMPREHENSIVE INCOME

Revaluation of freehold property

936,635

862,575

Income tax relating to other comprehensive income

(204,348

)

(46,178

)

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

732,287

816,397

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,690,629

1,664,263

FIXED ASSETS

Tangible assets

8

19,413,567

18,905,892

CURRENT ASSETS

Debtors

9

87,601

116,269

Cash at bank

2,772,234

2,860,082

2,859,835

2,976,351

CREDITORS

Amounts falling due within one year

10

1,562,202

2,597,925

NET CURRENT ASSETS

1,297,633

378,426

TOTAL ASSETS LESS CURRENT LIABILITIES

20,711,200

19,284,318

CREDITORS

Amounts falling due after more than one year

11

(8,128,841

)

(8,579,325

)

PROVISIONS FOR LIABILITIES

15

(863,067

)

(676,330

)

NET ASSETS

11,719,292

10,028,663

CAPITAL AND RESERVES

Called up share capital

16

300

300

Revaluation reserve

17

3,519,882

2,872,774

Retained earnings

17

8,199,110

7,155,589

SHAREHOLDERS' FUNDS

11,719,292

10,028,663

The financial statements were approved by the Board of Directors and authorised for issue on 12 January 2026 and were signed on its behalf by:

R K Greywall - Director

Called up

share

Retained

Revaluation

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 May 2023

300

6,231,918

2,132,182

8,364,400

Changes in equity

Profit for the year

-

847,866

-

847,866

Other comprehensive income

-

75,805

740,592

816,397

Total comprehensive income

-

923,671

740,592

1,664,263

Balance at 30 April 2024

300

7,155,589

2,872,774

10,028,663

Changes in equity

Profit for the year

-

958,342

-

958,342

Other comprehensive income

-

85,179

647,108

732,287

Total comprehensive income

-

1,043,521

647,108

1,690,629

Balance at 30 April 2025

300

8,199,110

3,519,882

11,719,292

Cash flows from operating activities

Cash generated from operations

21

2,314,678

2,440,858

Interest paid

(2,069

)

-

Tax paid

(512,917

)

(449,240

)

Net cash from operating activities

1,799,692

1,991,618

Cash flows from investing activities

Purchase of tangible fixed assets

(76,658

)

(219,163

)

Interest received

95,461

107,139

Net cash from investing activities

18,803

(112,024

)

Cash flows from financing activities

Loan repayments in year

(386,534

)

(387,573

)

Amount withdrawn by directors

(908,821

)

(1,307,457

)

Interest paid

(610,988

)

(662,530

)

Net cash from financing activities

(1,906,343

)

(2,357,560

)

Decrease in cash and cash equivalents

(87,848

)

(477,966

)

Cash and cash equivalents at beginning of year

22

2,860,082

3,338,048

Cash and cash equivalents at end of year

22

2,772,234

2,860,082

1.	Statutory information

Andover Care Limited is a private company, limited by shares, registered in England and Wales. The company's registered number and registered office address are as below:

Registered number: 11067387

Registered office:

Alban Manor

2 Chene Drive

Off Waverley Road

St Albans

Herts AL3 5QP

Principal place of business:

Andover Nursing Home

Weyhill Road

Andover

Hampshire SP10 3AN

The nature of the company's operations and principal activities are the operation of a nursing home.

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

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, other than freehold property which is shown at fair value.

Critical accounting judgements and key sources of estimation uncertainty

The company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results.

The estimates and assumptions that have a significant risk of causing a material adjustment relate to the carrying value of the freehold property. The estimation of fair value of the property is based on existing use of the property, calculated as a weighted average EBITDA multiplied by an industry multiple. The estimate assumes that the weighted average represents EBITDA for the property's existing use for the foreseeable future. In addition, management judgement is required to determine the multiple used in the calculation.

Turnover

Turnover is measured at the fair value of the consideration received or receivable.

Revenue is recognised over the period of a resident's placement on a straight line basis, when the amount of revenue can be reliably measured and it is probable that future economic benefits will flow to the entity.

Tangible fixed assets

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

Freehold property

-

4% on cost

Fixtures and fittings

-

10% on cost

Tangible fixed assets, except freehold property, are stated at cost (or deemed cost) or valuation less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

Freehold property is held under the revaluation model and is carried at fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Revaluations are made with sufficient regularity to ensure that the carrying amount does not differ materially from that which would be determined using fair value at the balance sheet date.

Financial instruments

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 in other administrative expenses.

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. If an arrangement constitutes a finance transaction it is measured at present value.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, 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.

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.

3.

Turnover

An analysis of turnover by category of revenue is given below:

2025

2024

£

£

Rendering of services

6,780,194

6,634,871

4.	Employees and directors

2025

2024

£

£

Wages and salaries

3,011,707

2,902,936

Social security costs

297,953

271,080

Other pension costs

69,041

96,596

3,378,701

3,270,612

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

2025

2024

Management & Administrative

9

9

Caring, Domestic & Nursing

95

99

104

108

2025

2024

£

£

Directors' remuneration

175,787

183,137

Directors' pension contributions to money purchase schemes

8,000

38,000

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

1

1

5.	Operating profit

The operating profit is stated after charging:

2025

2024

£

£

Other operating leases

-

1,092

Depreciation - owned assets

505,618

490,580

Auditors' remuneration

15,900

11,875

6.

Interest payable and similar expenses

2025

2024

£

£

Bank loan interest

610,988

661,770

Corporation tax interest

2,069

760

613,057

662,530

7.

Taxation

Analysis of the tax charge

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

2025

2024

£

£

Current tax:

UK corporation tax

474,174

387,104

(Over)/under provision in prior year

-

(8,567

)

Total current tax

474,174

378,537

Deferred tax

(17,611

)

31,201

Tax on profit

456,563

409,738

UK corporation tax has been charged at 25% (2024 - 25%).

Reconciliation of total tax charge included in profit and loss

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

2025

2024

£

£

Profit before tax

1,414,905

1,257,604

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 25%)

353,726

314,401

Effects of:

Expenses not deductible for tax purposes

102,460

106,601

Adjustments to tax charge in respect of previous periods

-

(8,567

)

Taxed at different rates

-

(2,697

)

Adjustments to deferred tax in respect of previous periods

377

-

Total tax charge

456,563

409,738

Tax effects relating to effects of other comprehensive income

2025

Gross

Tax

Net

£

£

£

Revaluation of freehold property

936,635

(204,348

)

732,287

2024

Gross

Tax

Net

£

£

£

Revaluation of freehold property

862,575

(46,178

)

816,397

8.	Tangible fixed assets

Fixtures

Freehold

and

property

fittings

Totals

£

£

£

COST OR VALUATION

At 1 May 2024

18,366,605

985,124

19,351,729

Additions

-

76,658

76,658

Revaluations

533,395

-

533,395

At 30 April 2025

18,900,000

1,061,782

19,961,782

DEPRECIATION

At 1 May 2024

-

445,837

445,837

Charge for year

403,240

102,378

505,618

Revaluation adjustments

(403,240

)

-

(403,240

)

At 30 April 2025

-

548,215

548,215

NET BOOK VALUE

At 30 April 2025

18,900,000

513,567

19,413,567

At 30 April 2024

18,366,605

539,287

18,905,892

The freehold property, with a carrying value of £18,900,000 (2024: £18,366,605) has been pledged as security for the bank loans (see note 14).

The freehold property was valued on 29 September 2022 by an independent valuer and subsequently fair valued by the directors at the balance sheet date. The fair value of the freehold property is based on the existing use of the property since it is a trade related property.

If the freehold property had not been revalued, it would have been included at the purchase cost as follows:

2025

2024

£

£

Cost

15,903,051

15,903,051

Accumulated depreciation

(2,358,952

)

(2,040,891

)

Historic net book value

13,544,099

13,862,160

9.

Debtors: amounts falling due within one year

2025

2024

£

£

Trade debtors

80,615

109,167

Other debtors

300

300

Prepayments and accrued income

6,686

6,802

87,601

116,269

10.

Creditors: amounts falling due within one year

2025

2024

£

£

Bank loans and overdrafts (see note 12)

442,148

378,198

Payments on account

278,010

288,704

Trade creditors

29,375

61,620

Tax

188,348

227,091

Social security and other taxes

81,076

74,039

Other creditors

240,908

356,946

Directors' current accounts

270,904

1,179,725

Accruals and deferred income

31,433

31,602

1,562,202

2,597,925

11.

Creditors: amounts falling due after more than one year

2025

2024

£

£

Bank loans (see note 12)

8,128,841

8,579,325

12.

Loans

An analysis of the maturity of loans is given below:

2025

2024

£

£

Amounts falling due within one year or on demand:

Bank loans

442,148

378,198

Amounts falling due between two and five years:

Bank loans - 2-5 years

8,128,841

8,579,325

The bank loan is repayable by monthly instalments over 5 years at an interest rate of 2.05% over the base rate. Interest charged during the year recognised in the profit and loss account was £610,988 (2024: £661,770).

13.	Leasing agreements

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

2025

2024

£

£

Within one year

2,556

5,112

Between one and five years

-

1,278

2,556

6,390