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REGISTERED NUMBER: 13198974 (England and Wales)

Group Strategic Report, Report of the Directors and

Consolidated Financial Statements for the Year Ended 30 April 2025

for

Darby Investments Ltd

Previously known as

First City Nursing & Care Ltd

| Darby Investments Ltd (Registered number: 13198974) |

Contents of the Consolidated Financial Statements

for the Year Ended 30 April 2025

Page |

| Company Information | 1 |

| Group Strategic Report | 2 |

| Report of the Directors | 3 |

| Report of the Independent Auditors | 5 |

| Consolidated Income Statement | 9 |

| Consolidated Other Comprehensive Income | 10 |

| Consolidated Balance Sheet | 11 |

| Company Balance Sheet | 12 |

| Consolidated Statement of Changes in Equity | 13 |

| Company Statement of Changes in Equity | 14 |

| Consolidated Cash Flow Statement | 15 |

| Notes to the Consolidated Cash Flow Statement | 16 |

| Notes to the Consolidated Financial Statements | 18 |

| Darby Investments Ltd |

Company Information

for the Year Ended 30 April 2025

| DIRECTORS: | S J Trowbridge

| L Trowbridge

| REGISTERED OFFICE: | First City House

| Cheney Manor Industrial Estate

| Swindon

| Wiltshire

| SN2 2QG

| REGISTERED NUMBER: | 13198974 (England and Wales)

| AUDITORS: | Morley & Co (UK) Ltd

| Statutory Auditor, Chartered Certified Accountants

| 2 Cricklade Court

| Old Town

| Swindon

| Wiltshire

| SN1 3EY

| Darby Investments Ltd (Registered number: 13198974) |

Group Strategic Report

for the Year Ended 30 April 2025

The directors present their strategic report of the company and the group for the year ended 30 April 2025.

REVIEW OF BUSINESS

The principal interests of the group during the period were to provide domiciliary healthcare services as well as agency services to healthcare establishments. During the period the group has continued to work systemwide in partnership with statutory bodies and in particular local authorities and clinical commissioning groups. The group has continued its role as key systemwide partner within the local health and care ecosystem, including helping to facilitate discharges into the community care sector.

The directors are satisfied with the performance of the group in the 12-month period ended 30 April 2025. This performance has been despite a very challenging environment to the sector, the group and its employees.

PRINCIPAL RISKS AND UNCERTAINTIES

The board along with the management team monitor key risks that the group faces on a continual basis.

The principal risks facing the group relate to the ongoing funding pressures within the adult social care sector, particularly concerning NHS and local authority funding allocations. The sector's sustainability is significantly impacted by inadequate annual funding uplifts to address unavoidable cost increases, including those mandated by the government and driven by inflation. Unlike other sectors, healthcare providers have limited ability to pass on these cost increases to consumers.

Recruitment and retention of healthcare professionals pose significant challenges due to competitive pressures within the labour market.

The group remains at the forefront of innovation within the adult care sector. First City is actively exploring the applications and benefits of Artificial Intelligence. The group is well positioned to thrive in the evolving integrated care systems that will shape the future of the sector.

ON BEHALF OF THE BOARD:

S J Trowbridge - Director

13 January 2026

| Darby Investments Ltd (Registered number: 13198974) |

Report of the Directors

for the Year Ended 30 April 2025

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

CHANGE OF NAME

The group passed a special resolution on 24 October 2025 changing its name from First City Nursing & Care Ltd to Darby Investments Ltd.

DIVIDENDS

The total distribution of dividends for the period ended 30 April 2025 will be £576,762.

EVENTS SINCE THE END OF THE YEAR

Information relating to events since the end of the year is given in the notes to the financial statements.

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 J Trowbridge

L Trowbridge

POLITICAL DONATIONS AND EXPENDITURE

There have been no political donations made in the current or prior year.

ENGAGEMENT WITH EMPLOYEES

The directors promote a company policy of giving full and fair consideration to applications for employment made by disabled persons. Specific training and career development are considered in line with the needs of all employees of the company.

The necessity for, and importance of, good communication with all employees is well recognised and accepted by the directors. For many years, regular meetings with employees' representatives have been held to keep them informed of developments and to receive their suggestions on various matters including health and safety.

The Company recognises the valuable contribution made by its employees to the success of the business. Employees are kept informed of the activities of the Company at regular staff liaison meetings. Staff are encouraged to discuss matters directly with management or bring matters to their attention at the staff liaison meeting. The Company always considers matters relating to employment fairly irrespective of race, age, sex, disability, religious beliefs or sexual orientation. The Company supports the ongoing training and development of its staff.

| Darby Investments Ltd (Registered number: 13198974) |

Report of the Directors

for the Year Ended 30 April 2025

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.

AUDITORS

The auditors, Morley & Co (UK) Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

S J Trowbridge - Director

13 January 2026

Report of the Independent Auditors to the Members of

Darby Investments Ltd

Opinion

We have audited the financial statements of Darby Investments Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 April 2025 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 30 April 2025 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.

Report of the Independent Auditors to the Members of

Darby Investments Ltd

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 four, 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.

Report of the Independent Auditors to the Members of

Darby Investments Ltd

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:

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

a. The nature of the industry and sector, control environment and business performance including the design of the company's remuneration policies, key drivers for directors' remuneration, bonus levels and performance targets;

b. Enquiring of management, including obtaining and reviewing supporting documentation, concerning the company's policies and procedures relating to:

b.i. Identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;

b.ii. Detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

b.iii. The internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations.

b.iv. Obtaining an understanding of the legal and regulatory frameworks that the company operates in, focusing on those laws and regulations that had a direct effect on the financial statements, such as provisions of the UK Companies Act, pensions legislation and tax legislation or that had a fundamental effect on the operations of the company, General Data Protection requirements and Anti-bribery and corruption policy.

In common with all audits under ISAs (UK), we are required to perform specific procedures to respond to the risk of management override. Our procedures to respond to risks identified included the following:

a. Reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

b. Enquiring of management and external legal counsel concerning actual and potential litigation and claims;

c. Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; and

d. Reading minutes of meetings of those charged with governance and correspondence with regulators.

Report of the Independent Auditors to the Members of

Darby Investments Ltd

In addressing the risk of fraud through management override of controls, testing 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.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

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.

Paul King FCCA (Senior Statutory Auditor)

for and on behalf of Morley & Co (UK) Ltd

Statutory Auditor, Chartered Certified Accountants

2 Cricklade Court

Old Town

Swindon

Wiltshire

SN1 3EY

14 January 2026

| Darby Investments Ltd (Registered number: 13198974) |

Consolidated

Income Statement

for the Year Ended 30 April 2025

| 2025 |  | 2024

| as restated |

| Notes | £ | £ |

TURNOVER | 25,754,659 |  | 23,962,768 |  |

Cost of sales | 21,120,069 |  | 19,447,862 |  |

GROSS PROFIT | 4,634,590 |  | 4,514,906 |  |

Administrative expenses | 3,172,624 |  | 3,049,324 |  |

1,461,966 |  | 1,465,582 |  |

Other operating income | 31,779 |  | 28,836 |  |

OPERATING PROFIT | 4 | 1,493,745 |  | 1,494,418 |  |

Interest receivable and similar income | 3,872 |  | - |  |

1,497,617 |  | 1,494,418 |  |

Interest payable and similar expenses | 5 | 24,672 |  | 65,765 |  |

PROFIT BEFORE TAXATION | 1,472,945 |  | 1,428,653 |  |

Tax on profit | 6 | 262,996 |  | 839,570 |  |

PROFIT FOR THE FINANCIAL YEAR | 1,209,949 |  | 589,083 |  |

Profit attributable to:

Owners of the parent | 1,209,949 |  | 589,083 |  |

| Darby Investments Ltd (Registered number: 13198974) |

Consolidated

Other Comprehensive Income

for the Year Ended 30 April 2025

| 2025 |  | 2024

| as restated |

| Notes | £ | £ |

PROFIT FOR THE YEAR | 1,209,949 |  | 589,083 |  |

OTHER COMPREHENSIVE INCOME |

Revaluation of cryptocurrencies | 374,660 |  | 9,581 |  |

Income tax relating to other comprehensive income | (93,664 | ) | (2,395 | ) |

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX | 280,996 |  | 7,186 |  |

TOTAL COMPREHENSIVE INCOME FOR THE YEAR | 1,490,945 |  | 596,269 |  |

| Note

Prior year adjustment | 9 | (197,717 | ) | (139,451 | ) |

TOTAL COMPREHENSIVE INCOME SINCE LAST ANNUAL REPORT | 1,293,228 |  | 456,818 |  |

Total comprehensive income attributable to:

Owners of the parent | 1,293,228 |  | 456,818 |  |

| Darby Investments Ltd (Registered number: 13198974) |

Consolidated Balance Sheet

30 April 2025

| 2025 | 2024 |

| as restated |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Intangible assets | 10 | 3,634,212 |  | 3,021,323 |  |

Tangible assets | 11 | 2,296,975 |  | 2,173,896 |  |

Investments | 12 | - |  | - |  |

Investment property | 13 | 530,189 |  | 530,189 |  |

6,461,376 |  | 5,725,408 |  |

CURRENT ASSETS

Debtors | 14 | 3,007,933 |  | 2,832,571 |  |

Cash at bank and in hand | 1,879,099 |  | 1,844,747 |  |

4,887,032 |  | 4,677,318 |  |

CREDITORS

Amounts falling due within one year | 15 | 4,253,190 |  | 4,152,547 |  |

NET CURRENT ASSETS | 633,842 |  | 524,771 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 7,095,218 |  | 6,250,179 |  |

CREDITORS

Amounts falling due after more than one year | 16 | (1,005,364 | ) | (1,151,605 | ) |

PROVISIONS FOR LIABILITIES | 19 | (77,097 | ) | - |  |

NET ASSETS | 6,012,757 |  | 5,098,574 |  |

CAPITAL AND RESERVES

Called up share capital | 20 | 100 |  | 100 |  |

Retained earnings | 21 | 6,012,657 |  | 5,098,474 |  |

SHAREHOLDERS' FUNDS | 6,012,757 |  | 5,098,574 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 13 January 2026 and were signed on its behalf by:

S J Trowbridge - Director

| Darby Investments Ltd (Registered number: 13198974) |

Company Balance Sheet

30 April 2025

| 2025 | 2024 |

| as restated |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Intangible assets | 10 | 727,099 |  | 113,410 |  |

Tangible assets | 11 | - |  | - |  |

Investments | 12 | 2,907,125 |  | 2,907,125 |  |

Investment property | 13 | - |  | - |  |

3,634,224 |  | 3,020,535 |  |

CURRENT ASSETS

Cash at bank and in hand | 38,387 |  | 38,396 |  |

CREDITORS

Amounts falling due within one year | 15 | 150,154 |  | 177,785 |  |

NET CURRENT LIABILITIES | (111,767 | ) | (139,389 | ) |

TOTAL ASSETS LESS CURRENT LIABILITIES | 3,522,457 |  | 2,881,146 |  |

CREDITORS

Amounts falling due after more than one year | 16 | (438,892 | ) | (558,892 | ) |

PROVISIONS FOR LIABILITIES | 19 | (97,013 | ) | (3,349 | ) |

NET ASSETS | 2,986,552 |  | 2,318,905 |  |

CAPITAL AND RESERVES

Called up share capital | 20 | 100 |  | 100 |  |

Retained earnings | 21 | 2,986,452 |  | 2,318,805 |  |

SHAREHOLDERS' FUNDS | 2,986,552 |  | 2,318,905 |  |

Company's profit for the financial year | 963,413 |  | 570,929 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 13 January 2026 and were signed on its behalf by:

S J Trowbridge - Director

| Darby Investments Ltd (Registered number: 13198974) |

Consolidated Statement of Changes in Equity

for the Year Ended 30 April 2025

| Called up |

| share |  | Retained |  | Total

| capital |  | earnings |  | equity

£ | £ | £ |

Balance at 1 May 2023 | 100 |  | 5,095,896 |  | 5,095,996 |  |

Prior year adjustment | - |  | (139,451 | ) | (139,451 | ) |

As restated | 100 |  | 4,956,445 |  | 4,956,545 |  |

Changes in equity

Dividends | - |  | (454,240 | ) | (454,240 | ) |

Total comprehensive income | - |  | 793,986 |  | 793,986 |  |

Balance at 30 April 2024 | 100 |  | 5,296,191 |  | 5,296,291 |  |

Prior year adjustment | - |  | (197,717 | ) | (197,717 | ) |

As restated | 100 |  | 5,098,474 |  | 5,098,574 |  |

Changes in equity

Dividends | - |  | (576,762 | ) | (576,762 | ) |

Total comprehensive income | - |  | 1,490,945 |  | 1,490,945 |  |

Balance at 30 April 2025 | 100 |  | 6,012,657 |  | 6,012,757 |  |

| Darby Investments Ltd (Registered number: 13198974) |

Company Statement of Changes in Equity

for the Year Ended 30 April 2025

| Called up |

| share |  | Retained |  | Total

| capital |  | earnings |  | equity

£ | £ | £ |

Balance at 1 May 2023 | 100 |  | 2,194,930 |  | 2,195,030 |  |

Changes in equity

Dividends | - |  | (454,240 | ) | (454,240 | ) |

Total comprehensive income | - |  | 578,115 |  | 578,115 |  |

Balance at 30 April 2024 | 100 |  | 2,318,805 |  | 2,318,905 |  |

Changes in equity

Dividends | - |  | (576,762 | ) | (576,762 | ) |

Total comprehensive income | - |  | 1,244,409 |  | 1,244,409 |  |

Balance at 30 April 2025 | 100 |  | 2,986,452 |  | 2,986,552 |  |

| Darby Investments Ltd (Registered number: 13198974) |

Consolidated Cash Flow Statement

for the Year Ended 30 April 2025

| 2025 |  | 2024

| as restated |

| Notes | £ | £ |

Cash flows from operating activities

Cash generated from operations | 1 | 1,531,950 |  | 1,897,258 |  |

Interest paid | (24,672 | ) | (65,765 | ) |

Government grants | 31,779 |  | 28,476 |  |

Tax paid | (385,655 | ) | (717,312 | ) |

Net cash from operating activities | 1,153,402 |  | 1,142,657 |  |

Cash flows from investing activities

Purchase of intangible fixed assets | (239,029 | ) | - |  |

Purchase of tangible fixed assets | (174,860 | ) | (27,122 | ) |

Interest received | 3,872 |  | - |  |

Net cash from investing activities | (410,017 | ) | (27,122 | ) |

Cash flows from financing activities

Loan repayments in year | (188,698 | ) | (195,705 | ) |

Amount withdrawn by directors | (25,684 | ) | (30,000 | ) |

New HP in year | 109,481 |  | - |  |

HP repayments in year | (27,370 | ) | - |  |

Equity dividends paid | (576,762 | ) | (454,240 | ) |

Net cash from financing activities | (709,033 | ) | (679,945 | ) |

Increase in cash and cash equivalents | 34,352 |  | 435,590 |  |

Cash and cash equivalents at beginning of year | 2 | 1,844,747 |  | 1,409,157 |  |

Cash and cash equivalents at end of year | 2 | 1,879,099 |  | 1,844,747 |  |

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Cash Flow Statement

for the Year Ended 30 April 2025

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

| 2025 |  | 2024

| as restated |

£ | £ |

| Profit before taxation | 1,472,945 |  | 1,428,653 |  |

| Depreciation charges | 52,581 |  | 34,859 |  |

| Prior year adjustment | - |  | (139,451 | ) |

| Government grants | (31,779 | ) | (28,476 | ) |

| Finance costs | 24,672 |  | 65,765 |  |

| Finance income | (3,872 | ) | - |  |

1,514,547 |  | 1,361,350 |  |

| Increase in trade and other debtors | (156,402 | ) | (35,001 | ) |

| Increase in trade and other creditors | 173,805 |  | 570,909 |  |

| Cash generated from operations | 1,531,950 |  | 1,897,258 |  |

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 30 April 2025

| 30/4/25 |  | 1/5/24

£ | £ |

| Cash and cash equivalents | 1,879,099 |  | 1,844,747 |  |

| Year ended 30 April 2024

| 30/4/24 |  | 1/5/23

| as restated |

£ | £ |

| Cash and cash equivalents | 1,844,747 |  | 1,409,157 |  |

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Cash Flow Statement

for the Year Ended 30 April 2025

3. | ANALYSIS OF CHANGES IN NET FUNDS

| At 1/5/24 | Cash flow | At 30/4/25

£ | £ | £ |

| Net cash |

| Cash at bank and in hand | 1,844,747 |  | 34,352 |  | 1,879,099 |  |

1,844,747 |  | 34,352 |  | 1,879,099 |  |

| Debt

| Finance leases | - |  | (82,111 | ) | (82,111 | ) |

| Debts falling due within 1 year | (189,004 | ) | (3,160 | ) | (192,164 | ) |

| Debts falling due after 1 year | (1,151,605 | ) | 191,858 |  | (959,747 | ) |

(1,340,609 | ) | 106,587 |  | (1,234,022 | ) |

| Total | 504,138 |  | 140,939 |  | 645,077 |  |

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Financial Statements

for the Year Ended 30 April 2025

1. | STATUTORY INFORMATION

| Darby Investments Ltd 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.

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 as modified by the revaluation of certain assets.

| Subsidiaries exempt from audit and accounts preparation

| The following subsidiaries are exempt from the requirements of the UK Companies Act 2006 relating to the audit of the individual accounts by virtue of S480 of the Act:

| S480 - Island Homecare Ltd (company number 13686556)

| Basis of consolidation

| The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the company, these being Darby Wealth Ltd (previously First City Nursing Holdings Ltd), Darby Gate Ltd (previously First City Healthcare Ltd) and First City Nursing Services Ltd. Uniform accounting policies are adopted throughout the Group.

| The subsidiary, Island Homecare Ltd, has been excluded from consolidation under S405 of the Companies Act 2006 as its inclusion is not material for the purpose of giving a true and fair view. This company is dormant with net assets of £nil and profit for the year of £nil.

| 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.

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 April 2025

2. | ACCOUNTING POLICIES - continued

| Significant judgements and estimates

| Estimates and judgements are continually evaluated and are based on historical experience and other factor, including expectations of future events that are believed to be reasonable under the circumstances.

| Critical accounting estimates and assumptions:

| 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 to the carrying amounts of assets and liabilities within the next financial year are addressed below:

| (i) Useful economic life of tangible assets

| The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets.

| Turnover

| Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

| Turnover from the supply of services represents the value of services provided under contracts to the extent that there is a right to consideration and is recorded at the fair value of the consideration received or receivable. Where a contract has only been partially completed at the balance sheet date, turnover represents the fair value of the service provided to date based on the stage of completion of the contract activity at the balance sheet date. Where payments are received from customers in advance of services provided the amounts are recorded as deferred income and included as part of creditors due within one year.

| Intangible assets

| Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

| Computer software is being amortised evenly over its estimated useful life of three years.

| Cyrpto currencies

| Crypto currenices are initially measured at cost. After initial recognition, crypto currenices are measured at their current value based on published market prices. Any aggregate surplus or deficit arising from changes in fair value is recognised in other comprehensive income.

| Tangible fixed assets

| Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

| Plant and machinery | - | 20% on cost

| Fixtures and fittings | - | 20% on cost

| Motor vehicles | - | 20% on cost

| Computer equipment | - | 33% on cost

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 April 2025

2. | ACCOUNTING POLICIES - continued

| Investment property

| Investment property is shown at most recent valuation. Any aggregate surplus or deficit arising from changes in fair value is recognised in profit or loss.

| 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

| Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

| The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability.

| 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.

| Basic financial instruments

| Basic financial instruments, including trade and other receivables and payables, cash and bank balances, bank loans and loans to or from other group companies are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Such assets are subsequently carried at amortised cost using the effective interest method.

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 April 2025

3. | EMPLOYEES AND DIRECTORS

| 2025 |  | 2024

| as restated |

£ | £ |

| Wages and salaries | 7,547,535 |  | 6,869,575 |  |

| Social security costs | 640,299 |  | 547,204 |  |

| Other pension costs | 259,601 |  | 370,709 |  |

8,447,435 |  | 7,787,488 |  |

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

| 2025 |  | 2024

| as restated |

| Employees | 325 |  | 325 |  |

| The average number of employees by undertakings that were proportionately consolidated during the year was 325 (2024 - 325 ) .

| 2025 |  | 2024

| as restated |

£ | £ |

| Directors' remuneration | 12,570 |  | 12,570 |  |

| Directors' pension contributions to money purchase schemes | 52,380 |  | 162,646 |  |

4. | OPERATING PROFIT

| The operating profit is stated after charging:

| 2025 |  | 2024

| as restated |

£ | £ |

| Depreciation - owned assets | 27,831 |  | 28,727 |  |

| Depreciation - assets on hire purchase contracts | 23,950 |  | - |  |

| Computer software amortisation | 800 |  | 6,133 |  |

| Auditors' remuneration | 28,407 |  | 26,812 |  |

5. | INTEREST PAYABLE AND SIMILAR EXPENSES |

| 2025 |  | 2024

| as restated |

£ | £ |

| Bank loan interest | 29,292 |  | 32,285 |  |

| HMRC interest | 23,281 |  | 5,579 |  |

| Loan | (27,901 | ) | 27,901 |  |

24,672 |  | 65,765 |  |

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 April 2025

6. | TAXATION

| Analysis of the tax charge

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

| 2025 |  | 2024

| as restated |

£ | £ |

| Current tax:

| UK corporation tax | 272,839 |  | 408,802 |  |

| Earlier year under/(over) provision | - |  | 431,364 |  |

| Total current tax | 272,839 |  | 840,166 |  |

| Deferred tax | (9,843 | ) | (596 | ) |

| Tax on profit | 262,996 |  | 839,570 |  |

| Tax effects relating to effects of other comprehensive income |

| 2025 |

| Gross |  | Tax |  | Net |

£ | £ | £ |

| Revaluation of cryptocurrencies | 374,660 |  | (93,664 | ) | 280,996 |  |

| 2024 |

| Gross |  | Tax |  | Net |

£ | £ | £ |

| Revaluation of cryptocurrencies | 9,581 |  | (2,395 | ) | 7,186 |  |

7. | INDIVIDUAL INCOME STATEMENT

| As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.

8. | DIVIDENDS

| 2025 |  | 2024

| as restated |

£ | £ |

| Ordinary shares of £1 each |

| Interim | 576,762 |  | 454,240 |  |

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 April 2025

9. | PRIOR YEAR ADJUSTMENT

| The subsidiary, First City Nursing Services Ltd, identified an error in the operation of its workplace pension scheme following the transition to a new provider in 2021. Employee contributions continued to be deducted on a net pay arrangement basis rather than on the relief at source basis required under the new scheme. As a result, employee pension contributions were deducted from gross pay instead of net pay and therefore the employees received undue relief from PAYE on their pay.

| An adjustment has therefore been made to make full provision for the underpaid PAYE which the employer is expected to be required to make good with HMRC. As some of the underpayment relates to prior periods, a prior year adjustment has been made.

| The result of the prior year adjustment was to increase accruals and reduce P&L reserves by £139,451 as at 1st May 2023. The 30th April 2024 trading P&L is also restated to include an additional £52,687 of wages costs plus £5,579 of interest.

10. | INTANGIBLE FIXED ASSETS

| Group

| Crypto |  | Computer |

| Goodwill |  | currencies |  | software |  | Totals

£ | £ | £ | £ |

| COST OR VALUATION

| At 1 May 2024 | 2,907,113 |  | 113,410 |  | 22,766 |  | 3,043,289 |  |

| Additions | - |  | 239,029 |  | - |  | 239,029 |  |

| Revaluations | - |  | 374,660 |  | - |  | 374,660 |  |

| At 30 April 2025 | 2,907,113 |  | 727,099 |  | 22,766 |  | 3,656,978 |  |

| AMORTISATION

| At 1 May 2024 | - |  | - |  | 21,966 |  | 21,966 |  |

| Amortisation for year | - |  | - |  | 800 |  | 800 |  |

| At 30 April 2025 | - |  | - |  | 22,766 |  | 22,766 |  |

| NET BOOK VALUE

| At 30 April 2025 | 2,907,113 |  | 727,099 |  | - |  | 3,634,212 |  |

| At 30 April 2024 | 2,907,113 |  | 113,410 |  | 800 |  | 3,021,323 |  |

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 April 2025

10. | INTANGIBLE FIXED ASSETS - continued

| Group

| Cost or valuation at 30 April 2025 is represented by:

| Crypto |  | Computer |

| Goodwill |  | currencies |  | software |  | Totals

£ | £ | £ | £ |

| Valuation in 2023 | - |  | 3,813 |  | - |  | 3,813 |  |

| Valuation in 2024 | - |  | 9,582 |  | - |  | 9,582 |  |

| Valuation in 2025 | - |  | 374,660 |  | - |  | 374,660 |  |

| Cost | 2,907,113 |  | 339,044 |  | 22,766 |  | 3,268,923 |  |

2,907,113 |  | 727,099 |  | 22,766 |  | 3,656,978 |  |

| Company

| Crypto

| currencies

£ |

| COST OR VALUATION

| At 1 May 2024 | 113,410 |  |

| Additions | 239,029 |  |

| Revaluations | 374,660 |  |

| At 30 April 2025 | 727,099 |  |

| NET BOOK VALUE

| At 30 April 2025 | 727,099 |  |

| At 30 April 2024 | 113,410 |  |

| Cost or valuation at 30 April 2025 is represented by:

| Crypto

| currencies

£ |

| Valuation in 2023 | 3,813 |  |

| Valuation in 2024 | 9,582 |  |

| Valuation in 2025 | 374,660 |  |

| Cost | 339,044 |  |

727,099 |  |

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 April 2025

11. | TANGIBLE FIXED ASSETS

| Group

| Fixtures

| Freehold |  | Plant and |  | and

| property |  | machinery |  | fittings

£ | £ | £ |

| COST

| At 1 May 2024 | 2,135,677 |  | - |  | 146,192 |  |

| Additions | 8,214 |  | 7,040 |  | - |  |

| At 30 April 2025 | 2,143,891 |  | 7,040 |  | 146,192 |  |

| DEPRECIATION

| At 1 May 2024 | - |  | - |  | 141,512 |  |

| Charge for year | - |  | 1,408 |  | 1,170 |  |

| At 30 April 2025 | - |  | 1,408 |  | 142,682 |  |

| NET BOOK VALUE

| At 30 April 2025 | 2,143,891 |  | 5,632 |  | 3,510 |  |

| At 30 April 2024 | 2,135,677 |  | - |  | 4,680 |  |

| Motor |  | Computer |

| vehicles |  | equipment |  | Totals

£ | £ | £ |

| COST

| At 1 May 2024 | 181,355 |  | 194,107 |  | 2,657,331 |  |

| Additions | 142,454 |  | 17,152 |  | 174,860 |  |

| At 30 April 2025 | 323,809 |  | 211,259 |  | 2,832,191 |  |

| DEPRECIATION

| At 1 May 2024 | 159,820 |  | 182,103 |  | 483,435 |  |

| Charge for year | 34,895 |  | 14,308 |  | 51,781 |  |

| At 30 April 2025 | 194,715 |  | 196,411 |  | 535,216 |  |

| NET BOOK VALUE

| At 30 April 2025 | 129,094 |  | 14,848 |  | 2,296,975 |  |

| At 30 April 2024 | 21,535 |  | 12,004 |  | 2,173,896 |  |

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 April 2025

11. | TANGIBLE FIXED ASSETS - continued

| Group

| Fixed assets, included in the above, which are held under hire purchase contracts are as follows:

| Motor

| vehicles

£ |

| COST

| Additions | 142,454 |  |

| At 30 April 2025 | 142,454 |  |

| DEPRECIATION

| Charge for year | 23,950 |  |

| At 30 April 2025 | 23,950 |  |

| NET BOOK VALUE

| At 30 April 2025 | 118,504 |  |

12. | FIXED ASSET INVESTMENTS

| Company

| Shares in

| group

| undertaking

£ |

| COST

| At 1 May 2024

| and 30 April 2025 | 2,907,125 |  |

| NET BOOK VALUE

| At 30 April 2025 | 2,907,125 |  |

| At 30 April 2024 | 2,907,125 |  |

| The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

| Subsidiaries

| Darby Wealth Ltd (previously First City Nursing Holdings Ltd)

| Registered office: First City House, Cheney Manor Industrial Estate, Swindon, SN2 2QG

| Nature of business: holding company

| %

| Class of shares: | holding |

| Ordinary B | 100.00 |

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 April 2025

12. | FIXED ASSET INVESTMENTS - continued

| Darby Gate Ltd (previously First City Healthcare Ltd)

| Registered office: First City House, Cheney Manor Industrial Estate, Swindon, SN2 2QG

| Nature of business: investment property holding company

| %

| Class of shares: | holding |

| Ordinary | 100.00 |

| First City Nursing Services Ltd

| Registered office: First City House, Cheney Manor Industrial Estate, Swindon, SN2 2QG

| Nature of business: healthcare provider

| %

| Class of shares: | holding |

| Ordinary | 100.00 |

| The shares in First City Nursing Services Ltd are held by Darby Wealth Ltd, a wholly owned subsidiary of First City Nursing & Care Ltd.

13. | INVESTMENT PROPERTY

| Group

| Total

£ |

| FAIR VALUE

| At 1 May 2024

| and 30 April 2025 | 530,189 |  |

| NET BOOK VALUE

| At 30 April 2025 | 530,189 |  |

| At 30 April 2024 | 530,189 |  |

14. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| Group |

2025 | 2024 |

| as restated |

£ | £ |

| Trade debtors | 1,987,937 |  | 1,979,101 |  |

| Other debtors | 49,184 |  | 43,241 |  |

| Directors' current accounts | 120,727 |  | 95,043 |  |

| Deferred tax asset | - |  | 6,724 |  |

| Prepayments and accrued income | 850,085 |  | 708,462 |  |

3,007,933 |  | 2,832,571 |  |

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 April 2025

14. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR - continued

| Deferred tax asset

| Group |  | Company |

2025 | 2024 | 2025 | 2024 |

| as restated |  | as restated |

£ | £ | £ | £ |

| Deferred tax | - |  | 6,724 |  | - |  | - |  |

15. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| Group |  | Company |

2025 | 2024 | 2025 | 2024 |

| as restated |  | as restated |

£ | £ | £ | £ |

| Bank loans and overdrafts (see note 17) | 72,164 |  | 69,004 |  | - |  | - |  |

| Other loans (see note 17) | 120,000 |  | 120,000 |  | 120,000 |  | 120,000 |  |

| Hire purchase contracts (see note 18) | 36,494 |  | - |  | - |  | - |  |

| Trade creditors | 2,183,099 |  | 2,167,684 |  | - |  | - |  |

| Amounts owed to group undertakings | - |  | - |  | 21,286 |  | 21,286 |  |

| Tax | 110,747 |  | 223,563 |  | - |  | - |  |

| Social security and other taxes | 76,243 |  | 58,670 |  | - |  | - |  |

| VAT | 119,678 |  | 122,747 |  | - |  | - |  |

| Other creditors | 80,333 |  | 141,750 |  | - |  | - |  |

| Accruals and deferred income | 1,454,432 |  | 1,249,129 |  | 8,868 |  | 36,499 |  |

4,253,190 |  | 4,152,547 |  | 150,154 |  | 177,785 |  |

16. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |

| Group |  | Company |

2025 | 2024 | 2025 | 2024 |

| as restated |  | as restated |

£ | £ | £ | £ |

| Bank loans (see note 17) | 520,855 |  | 592,713 |  | - |  | - |  |

| Other loans (see note 17) | 438,892 |  | 558,892 |  | 438,892 |  | 558,892 |  |

| Hire purchase contracts (see note 18) | 45,617 |  | - |  | - |  | - |  |

1,005,364 |  | 1,151,605 |  | 438,892 |  | 558,892 |  |

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 April 2025

17. | LOANS

| An analysis of the maturity of loans is given below:

| Group |  | Company |

2025 | 2024 | 2025 | 2024 |

| as restated |  | as restated |

£ | £ | £ | £ |

| Amounts falling due within one year or | on demand: |

| Bank loans | 72,164 |  | 69,004 |  | - |  | - |  |

| Other loans | 120,000 |  | 120,000 |  | 120,000 |  | 120,000 |  |

192,164 |  | 189,004 |  | 120,000 |  | 120,000 |  |

| Amounts falling due between one and | two years: |

| Bank loans - 1-2 years | 75,483 |  | 72,178 |  | - |  | - |  |

| Other loans - 1-2 years | 120,000 |  | 120,000 |  | 120,000 |  | 120,000 |  |

195,483 |  | 192,178 |  | 120,000 |  | 120,000 |  |

| Amounts falling due between two and | five years: |

| Bank loans - 2-5 years | 247,924 |  | 237,069 |  | - |  | - |  |

| Other loans - 2-5 years | 318,892 |  | 360,000 |  | 318,892 |  | 360,000 |  |

566,816 |  | 597,069 |  | 318,892 |  | 360,000 |  |

| Amounts falling due in more than five | years: |

| Repayable by instalments

| Bank loans more 5 yr by instal | 197,448 |  | 283,466 |  | - |  | - |  |

| Other loans more 5yrs instal | - |  | 78,892 |  | - |  | 78,892 |  |

197,448 |  | 362,358 |  | - |  | 78,892 |  |

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 April 2025

18. | LEASING AGREEMENTS

| Minimum lease payments fall due as follows:

| Group

| Hire purchase |

| contracts |

2025 | 2024 |

| as restated |

£ | £ |

| Net obligations repayable:

| Within one year | 36,494 |  | - |  |

| Between one and five years | 45,617 |  | - |  |

82,111 |  | - |  |

19. | PROVISIONS FOR LIABILITIES

| Group |  | Company |

2025 | 2024 | 2025 | 2024 |

| as restated |  | as restated |

£ | £ | £ | £ |

| Deferred tax | 77,097 |  | - |  | 97,013 |  | 3,349 |  |

| Group

| Deferred |

| tax |

£ |

| Balance at 1 May 2024 | (6,724 | ) |

| Provided during year | (9,843 | ) |

| Charge to OCI | 93,664 |  |

| Balance at 30 April 2025 | 77,097 |  |

| Company

| Deferred |

| tax |

£ |

| Balance at 1 May 2024 | 3,349 |  |

| Provided during year | 93,664 |  |

| Balance at 30 April 2025 | 97,013 |  |

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 April 2025

20. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 2025 | 2024 |

| value: |  | as restated |

£ | £ |

| 20 | Ordinary A | £1 | 20 |  | 20 |  |

| 60 | Ordinary B | £1 | 60 |  | 60 |  |

| 11 | Ordinary C | £1 | 11 |  | 11 |  |

| 9 | Ordinary D | £1 | 9 |  | 9 |  |

100 |  | 100 |  |

21. | RESERVES

| Group

| Retained

| earnings

£ |

| At 1 May 2024 | 5,296,191 |  |

| Prior year adjustment | (197,717 | ) |

5,098,474 |  |

| Profit for the year | 1,209,949 |  |

| Dividends | (576,762 | ) |

| Consolidation adjustments | 280,996 |  |

| At 30 April 2025 | 6,012,657 |  |

| Company

| Retained

| earnings

£ |

| At 1 May 2024 | 2,318,805 |  |

| Profit for the year | 963,413 |  |

| Dividends | (576,762 | ) |

| Consolidation adjustments | 280,996 |  |

| At 30 April 2025 | 2,986,452 |  |

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 April 2025

22. | CONTINGENT LIABILITIES

| Bank loans

| First City Nursing Services Ltd has provided a guarantee of £1,100,000 to National Westminster Bank PLC in respect of a loan owed by the subsidiary, Darby Gate Ltd. This guarantee has been enacted by a fixed and floating charge over all of the company's assets.

| The balance on the loan in Darby Gate Ltd at 30th April 2025 was £593,018. This loan was repaid in full on 24th October 2025 and all charges have been released.

| Pension contributions

| The subsidiary, First City Nursing Services Ltd, identified an error in the operation of its workplace pension scheme following the transition to a new provider in 2021. Employee contributions continued to be deducted on a net pay arrangement basis rather than on the relief at source basis required under the new scheme. Employer contributions were made correctly at the statutory rate. As a result, an additional 1% was deducted from employees' salaries and paid directly into employees' pension pots. Employees therefore did not suffer a financial loss, and the Company did not benefit from the deduction. The error was identified and corrected in June 2025. The estimated potential amount involved is £228,000 (plus any related interest and costs).

| Legal advice obtained by the Company indicates that there is uncertainty as to whether this error constitutes an unauthorised deduction from wages and, if so, whether the Company would have any liability to remedy the situation. Any liability would depend on: i) whether the deductions are determined to be unlawful; and ii) whether employees bring claims in respect of the deductions. There is also uncertainty as to whether, in the event of a claim, the Company could recover the excess contributions from employees' pension pots and/or seek redress from the pension provider. No claims have been received to date. The directors consider it possible, but not probable, that any outflow of resources will be required. Accordingly, no provision has been recognised.

23. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

| The following advances and credits to a director subsisted during the years ended 30 April 2025 and 30 April 2024:

2025 | 2024 |

| as restated |

£ | £ |

| S J Trowbridge

| Balance outstanding at start of year | 95,043 |  | 65,043 |  |

| Amounts advanced | 25,684 |  | 80,043 |  |

| Amounts repaid | - |  | (50,043 | ) |

| Amounts written off | - |  | - |  |

| Amounts waived | - |  | - |  |

| Balance outstanding at end of year | 120,727 |  | 95,043 |  |

| Interest is charged at commercial rates on overdrawn balances.

| Darby Investments Ltd (Registered number: 13198974) |

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 April 2025

24. | RELATED PARTY DISCLOSURES

| Transactions entered into, and trading balances outstanding at 30 April 2025, are as follows:

| Total |  |

| £ |  |

| Sales to related parties with common control |  |  | 2,067 |

| Purchases from related parties with common control |  |  | nil |

| Related parties with common control included in debtors |  |  | 10,308 |

| Related parties with common control included in creditors |  |  | nil |

| Terms and conditions of transactions with related parties

| Sales and purchases are made at normal market prices. Outstanding balances are unsecured, interest free and cash settlement is expected under normal trading terms.

| First City Nursing Services Ltd has provided a guarantee of £1,100,000 to National Westminster Bank PLC in respect of a loan owed by the subsidiary, Darby Gate Ltd. This guarantee has been enacted by a fixed and floating charge over all of the company's assets.

| The balance on the loan in Darby Gate Ltd at 30th April 2025 was £593,018. This loan was repaid in full on 24th October 2025 and all charges have been released.

25. | POST BALANCE SHEET EVENTS

| On 24th October 2025 the main trading subsidiary of the group, First City Nursing Services Ltd, was sold.

| The disposal occurred after the reporting date of 30th April 2025 and therefore has not been recognised in the financial statements for the year ended 30th April 2025 in accordance with the requirements of FRS 102 Section 32 (Events After the End of the Reporting Period). The disposal represents a non-adjusting subsequent event, as it relates to conditions that did not exist at the balance sheet date.

| As a result of this, a material gain on disposal is expected to be recognised in the 2026 financial statements however the financial effect of this cannot currently be reliably estimated.

26. | ULTIMATE CONTROLLING PARTY

| The ultimate controlling party is S J Trowbridge.