Company Registration No. 2787267 (England and Wales)
GMR CAPITAL LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
GMR CAPITAL LIMITED
COMPANY INFORMATION
Directors
Sir Gerald Ronson CBE
(Chairman)
Mr A I Goldman
(Deputy Chairman)
Ms L D Althasen
(Non Executive Director)
Mr A R Bloom
(Non Executive Director)
Dame Gail Ronson
(Non Executive Director)
Ms N J Ronson Allalouf
(Non Executive Director)
Mr A Wagerman
(Non Executive Director)
Mr M S Zilkha
(Non Executive Director)
Secretary
Ms T A Moloney
Company number
2787267
Registered office
Acre House
11-15 William Road
London
United Kingdom
NW1 3ER
Independent Auditors
PricewaterhouseCoopers LLP
40 Clarendon Road
Watford
Hertfordshire
United Kingdom
WD17 1JJ
Bankers
Barclays Bank Plc
1 Churchill Place
London
United Kingdom
E14 5HP
National Westminster Bank Plc (NatWest)
250 Bishopsgate
London
United Kingdom
EC2M 4AA
GMR CAPITAL LIMITED
CONTENTS
Page
Strategic report
1 - 2
S172 statement
3 - 4
Directors' report
5 - 6
Independent Auditors' report
7 - 9
Group profit and loss account
10
Group statement of comprehensive income
11
Group balance sheet
12 - 13
Company balance sheet
14
Group statement of changes in equity
15
Company statement of changes in equity
16
Group statement of cash flows
17
Notes to the financial statements
18 - 43
GMR CAPITAL LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 1 -

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

Principal activities

The principal activities of the group are the development, operating and investment in roadside retail and convenience stores.

Review of business

The group achieve d another successful year, with p re-tax profit s of £98,352,000. N et worth grew by £309,894,000 to £1,401,645,000.

During the year 267 freehold and leasehold properties have been revalued by the external valuer, Colliers International Property Consultants Limited. Their market value amounted to £1,509,793,000. The increase in valuation of £318,291,000 has been included in the financial statements. An additional deferred tax liability of £79,173,000 has been recognised as a result of the increase in valuation.

The consolidated profit for the financial year after taxation of £72,168,000 (20 24: £68,176,000) has been taken to reserves. Total comprehensive income for the year was £3 09,894,000 (20 24: £97,150,000).

Principal risks and uncertainties

The ongoing energy transition, specifically the shift from internal combustion engine (ICE) vehicles, remains the main risk to the long-term business model. Current consumer uncertainty regarding Electric Vehicles (EVs) and the growing adoption of hybrid vehicles have slowed progress; however, this only delays, rather than eliminates, the necessity for change.

The group remains committed to installing ultra-fast EV charging hubs, with six sites currently in operation and an additional six hubs scheduled for completion within the next nine months. Plans are in place to continue this rollout across the network. Progress has been constrained by delays in connecting to the high-powered grid.

Close collaboration continues with oil company partners as they develop low-carbon fuels and enhance existing products.

Customer spending has been restricted due to inflationary pressures and financial uncertainty. Promotional campaigns with retail partners have been extended to assist customers.

Future outlook

The future proofing of our network to accommodate the shift in refuelling habits continues; by leveraging the data and operational experience gained from our initial charging hubs, we have refined our EV strategy.

Our focus remains on Ultra-Fast charging, ensuring that our sites remain the preferred choice for time-sensitive customers. We are well-positioned to scale this offer as consumer demand for EV and hybrid infrastructure grows.

Our strategy to transform sites into high-quality convenience and "food-to-go" destinations continues at pace:

- Retail Expansion: We now operate 4 3 Greggs franchises, and we will continue to extend existing site footprints to accommodate larger convenience stores and additional food partnerships.

- Valeting Technology: Following the installation of 50 new jet washes and the completion of our touch-screen car wash systems, we are now focused on leveraging our new central monitoring capabilities. This allows for real-time uptime management and data-driven maintenance, maximising revenue from our valeting estate.

The group remains committed to reducing its environmental footprint while lowering overheads. The final phase of our refrigeration upgrade program me will be completed within the next nine months. By replacing legacy units with modern, energy-efficient equipment across all sites, we expect to see a continued reduction in carbon emissions.

Key performance indicators (KPIs)

The group uses KPIs to manage the business, the most significant of which is the evaluation of fuel volumes and margins on a site by site basis.

GMR CAPITAL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 2 -
S172

S172 s tatement is presented on pages 3 - 4.

On behalf of the board

Sir Gerald Ronson CBE
Chairman
27 January 2026
GMR CAPITAL LIMITED
S172 STATEMENT
- 3 -

Directors are required to explain how they consider the interests of key stakeholders and the broader matters set out in section 172(1) (A) to (F) of the Companies Act 2006 ('S172') when performing their duty to promote the success of the company and the group. This includes considering the interest of other stakeholders which will have an impact on the long-term success of the company and the group.

The section 172 statement explains who the company’s and the group's stakeholder groups are, their material issues and how the directors of GMR Capital Limited (GMR) engage with them on the principal decisions taken by the company and the group during the financial year. The S172 statement focuses on matters of strategic importance to GMR, and the level of information disclosed is consistent with the size and the complexity of the business.

When making decisions, each director ensures that he/she acts in the way he/she considers, in good faith, would most likely promote the company's and the group's success for the benefit of its members as a whole, and in doing so have regard (among other matters) to:

S172(1) (A) The likely consequences of any decision in the long term:

The directors understand GMR's business and the evolving environment in which it operates, including the challenges of vehicle electrification, on-line retailing and increasing government regulation.

S 172(1) (B) The interests of GMR’s employees:

GMR’s employees are core to the business and fundamental to its operational success. Significant efforts are made to ensure that GMR remains a responsible employer in terms of pay and benefits, health, safety and workplace environment. The group invests in its employees through external and in-house training and seeks to promote from within wherever possible.

S172(1) (C) The need to foster GMR's business relationships with suppliers, commission operator s, customers and others:

Strong and mutually beneficial relationships with suppliers, commission operators, customers and governments

are fundamental pillars of GMR's operational success. The group seeks to promote and apply certain general principles in such relationships. Promoting these principles effectively is an important factor in the decision to enter into or remain in such relationships. These principles include:

Customers

- Carrying out customer surveys to ensure we are meeting their expectations.

- Holding regular promotions to give customers additional value for money.

- Providing customers the facility to order online.

- Loyalty schemes.

Partners and suppliers

- Tendering to ensure equal opportunities for suppliers and best commercial outcome for the business.

- Health and Safety control programmes to improve safety across the value chain.

- Supporting our commission operators to ensure that both parties benefit from the arrangement.

- Ensuring all suppliers are paid on a timely basis.

Governments and regulators

- Maintaining regular dialogue with government and engaging in policy debates that are of concern to GMR

- and the communities in which it operates.

Society

- Sponsoring charities through the “Pennies” programme.

GMR CAPITAL LIMITED
S172 STATEMENT (CONTINUED)
- 4 -

S172(1) (D) The impact of GMR’s operations on the community and the environment:

GMR is conscious of how its activities can affect both the community and environment at large. The group is committed to ensuring that any negative environmental consequences of its operations are kept to a minimum. It uses sophisticated fuel monitoring systems and is working closely with our retail partners to cut down on waste and reduce the amount of unnecessary packaging.

Whilst it is clear that petrol and diesel will remain the main sources of fuel for a number of years, the move away from hydrocarbon fuels will continue. With this in mind the group has carried out a detailed survey of all its sites to ascertain which ones are suitable for the introduction of EV charging, with the installation of Ultra Rapid EV Chargers now complete on 6 sites and scheduled to roll into a further 6 in the coming year.

Following on from the introduction of LED lighting on our sites the group completed a comprehensive programme of upgrading the refrigeration units. This formed part of a wider package of energy saving initiatives which were recognised through an industry leading award for the Best Energy Saving and CO2 Reduction Initiative.

Food waste is another area of focus. With this in mind the group became involved with the “Too Good to Go”

Project, as a result of which during the financial year:

- Bags Saved: 132,550

- 132 tonnes of food saved from the bin

- CO2e avoided: 357 tonnes

S172(1) (E) The desirability of GMR to maintain a reputation for high standards of business conduct:

The desirability of GMR to maintain its reputation for high standards of business conduct, translates to the board’s intention to behave responsibly and ensure that the business operates in a responsible manner within the highest standards of business conduct and good governance.

Regular communication amongst the board and employees and effective, formally recorded board meetings ensure such standards are maintained. Where appropriate, independent legal advice is obtained to support the decision- making process.

The Audit Committee, which is made up of experienced non-executive directors, plays a key role in the governance of the group. Its broad remit means that all aspects of the business can be scrutinised by it in order to ensure that the group is maintaining the highest standards in the way it operates.

S172(1) (F) The need to act fairly between members of the c ompany and the g roup:

The directors are responsible for choosing the course of action which enables GMR to achieve its long-term strategy, taking into consideration the impact on stakeholders. In doing so, the directors act fairly between the company's and the group's members but are not required to balance the business interest with those of other stakeholders, which can sometimes mean that certain stakeholder interests may not be fully aligned.

GMR CAPITAL LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 5 -

The directors present their annual report and audited consolidated financial statements of the group for the year ended 30 September 2025.

Business review, future developments and the group's risk management policies are discussed in the strategic report on page s 1 - 2.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Sir Gerald Ronson CBE
Mr A I Goldman
Ms L D Althasen
Mr A R Bloom
Dame Gail Ronson
Ms N J Ronson Allalouf
Mr A Wagerman
Mr M S Zilkha
Results and dividends

The results for the year are set out on page 10.

No preference or ordinary dividends were paid (2024: £nil). The directors do not recommend payment of a dividend.

Qualifying third party indemnity provisions

During the year, the company continued to maintain qualifying third party liability insurance for its directors and officers to indemnify the company’s directors and officers against any liability incurred in the course of their office to the extent permitted by law. These provisions remain in force at the reporting date.

Disabled persons

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

Independent Auditors

The auditors, PricewaterhouseCoopers LLP, are deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of disclosure to independent auditors

In the case of each director in office at the date the directors’ report is approved:

- so far as the director is aware, there is no relevant audit information of which the group’s and company’s auditors are unaware; and

- they have taken all the steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the group’s and company’s auditors are aware of that information.

GMR CAPITAL LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 6 -
Statement of directors' responsibilities

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulation.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have prepared the group and the company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”, and applicable law).

Under company law, 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 group and company 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;

- state whether applicable United Kingdom Accounting Standards, comprising FRS 102 have been followed, subject to any material departures disclosed and explained in the financial statements;

- make judgements and accounting estimates that are reasonable and prudent; and

- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.

The directors are responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The directors are also responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006.

On behalf of the board
Sir Gerald Ronson CBE
Chairman
27 January 2026
GMR CAPITAL LIMITED
INDEPENDENT AUDITORS' REPORT
TO THE MEMBERS OF GMR CAPITAL LIMITED
- 7 -
Report on the audit of the financial statements
Opinion

In our opinion, GMR Capital Limited's group financial statements and company financial statements (the "financial statements"):

- give a true and fair view of the state of the group’s and of the company’s affairs as at 30 September 2025 and of the group’s profit and the group’s cash flows for the year then ended;

- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”, and applicable law); and

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

We have audited the financial statements, included within the Annual Report and Financial Statements (the “Annual Report”), which comprise:

- the group balance sheet as at 30 September 2025;

- the company balance sheet as at 30 September 2025;

- the group profit and loss account for the year then ended

- the group statement of comprehensive income for the year then ended;

- the group statement of changes in equity for the year then ended;

- the company statement of changes in equity for the year then ended;

- the group statement of cash flows for the year then ended; and

- the notes to the financial statements, which include a description of the significant accounting policies.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities under ISAs (UK) are further described in the Auditors’ responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independence

We remained independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, which includes the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

Conclusions relating to going concern

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 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.

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.

However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the group's and the company's ability to continue as a going concern.

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

GMR CAPITAL LIMITED
INDEPENDENT AUDITORS' REPORT (CONTINUED)
TO THE MEMBERS OF GMR CAPITAL LIMITED
- 8 -

Reporting on other information

The other information comprises all of the information in the Annual Report other than the financial statements and our auditors’ report thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form of assurance 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 an apparent material inconsistency or material misstatement, we are required to perform procedures to conclude whether there is a material misstatement of the financial statements or a material misstatement of the other information. 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 based on these responsibilities.

With respect to the Strategic report and Directors’ report, we also considered whether the disclosures required by the UK Companies Act 2006 have been included.

Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and matters as described below.

Strategic report and true Directors' report

In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic report and Directors’ report for the year ended 30 September 2025 is consistent with the financial statements and has been prepared in accordance with applicable legal requirements.

In light of the knowledge and understanding of the group and company and their environment obtained in the course of the audit, we did not identify any material misstatements in the Strategic report and Directors’ report.

Responsibilities for the financial statements and the audit
Responsibilities of the directors for the financial statements

As explained more fully in the Statement of directors' responsibilities, the directors are responsible for the preparation of the financial statements in accordance with the applicable framework and for being satisfied that they give a true and fair view. The directors are also responsible for such internal control as they determine is 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 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 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 an auditors’ report 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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

GMR CAPITAL LIMITED
INDEPENDENT AUDITORS' REPORT (CONTINUED)
TO THE MEMBERS OF GMR CAPITAL LIMITED
- 9 -

Based on our understanding of the group and industry, we identified that the principal risks of non-compliance with laws and regulations related to the petroleum licenses, environment protection, food safety and safety at work place, 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, income taxes, indirect taxes and payroll taxes. 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 overstatement of results for the year through manipulation of turnover or the misappropriation of cash that is concealed through posting of fictitious journal entries. Audit procedures performed by the engagement team included:

- inspecting the minutes of meetings of the Board of Directors to determine if there were any discussions involving actual frauds or alleged frauds, or non-compliance with laws and regulations;

- performing inquiries of management to determine if they were aware of any actual frauds, alleged frauds or non-compliance with laws or regulations;

- performing testing of journal entries using a risk based criteria to determine if any unusual journal entries had been posted that would have had the impact of overstating turnover or concealing the misappropriation of cash at bank and in hand;

- obtaining direct balance confirmations from financial institutions with whom the company and group have bank accounts; and

- performing certain procedures on an unpredictable basis.

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 FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors’ report.

Use of this report

This report, including the opinions, has been prepared for and only for the company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

Other required reporting

Companies Act 2006 exception reporting

Under the Companies Act 2006 we are required to report to you if, in our opinion:

- we have not obtained all the information and explanations we require for our audit; or

- adequate accounting records have not been kept by the company, or returns adequate for our audit have not been received from branches not visited by us; or

- certain disclosures of directors’ remuneration specified by law are not made; or

- the company financial statements are not in agreement with the accounting records and returns.

We have no exceptions to report arising from this responsibility.

David Beer (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Watford
28 January 2026
GMR CAPITAL LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 10 -
2025
2024
Note
£'000
£'000
Turnover
3
1,561,257
1,681,982
Cost of sales
(1,375,929)
(1,491,648)
Gross profit
185,328
190,334
Administrative expenses
(100,979)
(108,799)
Other operating income
-
0
345
Loss on foreign currency transactions
(330)
(977)
Profit on revaluation of tangible fixed assets and investments
1,621
555
Write back of fixed asset investments
-
34
Operating profit
4
85,640
81,492
Other non-operating income
7
752
428
Interest receivable and similar income
8
12,686
11,873
Interest payable and similar expenses
9
(726)
(1,017)
Profit before taxation
98,352
92,776
Tax on profit
10
(26,184)
(24,600)
Profit for the financial year
72,168
68,176
Profit for the financial year is all attributable to the owners of the parent company.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

GMR CAPITAL LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 11 -
2025
2024
Note
£'000
£'000
Profit for the financial year
72,168
68,176
Other comprehensive income
Revaluation of tangible fixed assets
316,755
38,336
Actuarial movements on defined benefit pension schemes
24
192
153
Currency translation differences
-
0
94
Tax relating to other comprehensive income
10
(79,221)
(9,609)
Other comprehensive income for the year
237,726
28,974
Total comprehensive income for the year
309,894
97,150
Total comprehensive income for the year is all attributable to the owners of the parent company.
GMR CAPITAL LIMITED
GROUP BALANCE SHEET
AS AT
30 SEPTEMBER 2025
30 September 2025
- 12 -
2025
2024
Note
£'000
£'000
£'000
£'000
Fixed assets
Intangible assets
11
458
408
Tangible assets
12
1,516,990
1,191,518
Investments
13
38,220
23,706
1,555,668
1,215,632
Current assets
Stocks
16
15,443
16,639
Debtors
17
24,231
23,690
Investments
18
272,676
241,680
Cash at bank and in hand
41,948
19,772
354,298
301,781
Creditors: amounts falling due within one year
19
(182,657)
(177,431)
Net current assets
171,641
124,350
Total assets less current liabilities
1,727,309
1,339,982
Provisions for liabilities
22
(326,264)
(248,659)
Defined benefit pension surplus
24
600
428
Net assets
1,401,645
1,091,751
GMR CAPITAL LIMITED
GROUP BALANCE SHEET (CONTINUED)
AS AT
30 SEPTEMBER 2025
30 September 2025
2025
2024
Note
£'000
£'000
£'000
£'000
- 13 -
Capital and reserves
Share capital
26
9,000
9,000
Revaluation reserve
797,273
560,894
Profit and loss reserve
595,372
521,857
Total equity
1,401,645
1,091,751
The accompanying notes on pages 18 - 43 form an integral part of these financial statements.
The financial statements were approved by the board of directors and authorised for issue on 27 January 2026 and are signed on its behalf by:
Sir Gerald Ronson CBE
Chairman
Company Registration No. 2787267
GMR CAPITAL LIMITED
COMPANY BALANCE SHEET
AS AT
30 SEPTEMBER 2025
30 September 2025
- 14 -
2025
2024
Note
£'000
£'000
£'000
£'000
Fixed assets
Investments
13
38,000
38,000
Current assets
Debtors
17
123,415
112,747
Cash at bank and in hand
65
44
123,480
112,791
Creditors: amounts falling due within one year
19
(114,687)
(108,978)
Net current assets
8,793
3,813
Total assets less current liabilities
46,793
41,813
Creditors: amounts falling due after more than one year
20
(15,744)
-
0
Provisions for liabilities
22
(7)
-
0
Defined benefit pension surplus
24
600
428
Net assets
31,642
42,241
Capital and reserves
Share capital
26
9,000
9,000
Profit and loss reserve
22,642
33,241
Total equity
31,642
42,241

As permitted by s408 Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The company’s loss for the year was £10,743,000 (2024: £13,372,000 - profit).

The accompanying notes on pages 18 - 43 form an integral part of these financial statements.
The financial statements were approved by the board of directors and authorised for issue on 27 January 2026 and are signed on its behalf by:
Sir Gerald Ronson CBE
Chairman
Company Registration No. 2787267
GMR CAPITAL LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 15 -
Share capital
Revaluation reserve
Profit and loss reserve
Total
£'000
£'000
£'000
£'000
Balance at 1 October 2023
9,000
532,111
453,490
994,601
Year ended 30 September 2024:
Profit for the year
-
-
68,176
68,176
Other comprehensive income:
Revaluation of tangible fixed assets
-
38,336
-
38,336
Actuarial movements on defined benefit pension schemes
-
-
153
153
Currency translation differences
-
94
-
94
Tax relating to other comprehensive income
-
(9,647)
38
(9,609)
Total comprehensive income for the year
-
28,783
68,367
97,150
Balance at 30 September 2024
9,000
560,894
521,857
1,091,751
Year ended 30 September 2025:
Profit for the year
-
-
72,168
72,168
Other comprehensive income:
Revaluation of tangible fixed assets
-
316,755
-
316,755
Actuarial movements on defined benefit pension schemes
-
-
192
192
Tax relating to other comprehensive income
-
(79,173)
(48)
(79,221)
Total comprehensive income for the year
-
237,582
72,312
309,894
Transfer of realised revaluation gains
-
(1,203)
1,203
-
Balance at 30 September 2025
9,000
797,273
595,372
1,401,645
GMR CAPITAL LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 16 -
Share capital
Profit and loss reserve
Total equity
£'000
£'000
£'000
Balance at 1 October 2023
9,000
19,678
28,678
Year ended 30 September 2024:
Profit for the year
-
13,372
13,372
Other comprehensive income:
Actuarial movements on defined benefit pension schemes
-
153
153
Tax relating to other comprehensive income
-
38
38
Total comprehensive income for the year
-
13,563
13,563
Balance at 30 September 2024
9,000
33,241
42,241
Year ended 30 September 2025:
Loss for the year
-
(10,743)
(10,743)
Other comprehensive income:
Actuarial movements on defined benefit pension schemes
-
192
192
Tax relating to other comprehensive income
-
(48)
(48)
Total comprehensive expense for the year
-
(10,599)
(10,599)
Balance at 30 September 2025
9,000
22,642
31,642
GMR CAPITAL LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 17 -
2025
2024
Note
£'000
£'000
£'000
£'000
Cash flows from operating activities
Cash generated from operations
27
115,383
60,398
Interest paid
(822)
(953)
Corporation tax paid
(28,698)
(20,795)
Net cash inflow from operating activities
85,863
38,650
Investing activities
Purchase of intangible assets
(98)
(4)
Purchase of tangible fixed assets
(29,897)
(25,649)
Proceeds on disposal of tangible fixed assets
1,699
85
Purchase of fixed asset investments
(20,356)
(8,119)
Proceeds on disposal of fixed asset investments
5,789
15,343
Purchase of short term investments
(148,744)
(83,273)
Proceeds on disposal of short term investments
115,345
16,892
Interest received
12,290
11,802
Dividends received
285
247
Net cash used in investing activities
(63,687)
(72,676)
Financing activities
Repayment of borrowings
-
0
(5,000)
Net cash used in financing activities
-
0
(5,000)
Net increase/(decrease) in cash and cash equivalents
22,176
(39,026)
Cash and cash equivalents at beginning of year
19,772
58,798
Cash and cash equivalents at end of year
41,948
19,772

The group invested in short term investments (note 18) which comprise bank deposits and UK Treasury Bills with original maturities of up to 6 months. The UK Treasury Bills are highly liquid investments and are readily convertible to cash at any point in time.

GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 18 -
1
Accounting policies
General information

GMR Capital Limited (“the company”) is a private company limited by shares and domiciled and incorporated in England and Wales. The registered office is Acre House, 11-15 William Road, London, United Kingdom, NW1 3ER.

The group consists of GMR Capital Limited and all of its subsidiaries.

1.1
Statement of compliance

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

1.2
Basis of preparation and summary of significant accounting policies

The financial statements have been prepared on a going concern basis, under the historical cost convention, modified to include the revaluation of freehold properties and to include certain financial instruments at fair value. The principal accounting policies applied in the preparation of these consolidated and separate financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated, and are set out below.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £'000.

As a qualifying entity, t he c ompany has taken advantage of the following exemptions:

- from preparing a statement of cash flows, on the bases that it is a qualifying entity and the consolidated statement of cash flows, included in these financial statements, includes the c ompany cash flows.

As permitted by s408 Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s loss for the year was £10,743,000 (2024: £13,372,000 - profit).

1.3
Basis of consolidation

The consolidated financial statements incorporate those of GMR Capital Limited and all of its subsidiaries (i.e. entities that the g roup controls through its power to govern the financial and operating policies so as to obtain economic benefits). Subsidiaries acquired during the year are consolidated using the purchase method. Their results are incorporated from the date that control passes.

All financial statements are made up to 30 September 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by the g roup.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Entities other than subsidiary undertakings, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates. In the group financial statements, associates are accounted for using the equity method.

1.4
Going concern

A true t the time of approving the financial statements, t he directors have a reasonable expectation that the group and parent company ha ve adequate resources to continue in operational existence for the foreseeable future. Thus t he directors continue to adopt the going concern basis of accounting in preparing the financial statements.

GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 19 -
1.5
Turnover

Turnover represents the sale of goods from retail operations and the services provided from those outlets, and the services provided for char tering the aircraft and yacht. It is recognised in the period for which sales and services are provided and is measured at the fair value of the consideration received or receivable, net of rebates allowed by the g roup and value added taxes.

Government grants are recognised at their fair value where there is a reasonable assurance that the grant will be received and the group will comply with all attached conditions.

Accrued income

Accrued income is recognised on the balance sheet reflecting amounts due to be received in respect of the current financial period.

1.6

Other operating income

Other operating income relates to distributions from property investment funds and is recognised in the profit and loss account during the period to which it relates.

1.7
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date if the fair value can be measured reliably.

Amortisation is included within the administrative expenses in the profit and loss account. It is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Computer software
straight-line over 3 to 5 years
Other intangible assets
straight-line over 3 to 5 years
1.8
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is included within the administrative expenses in the profit and loss account. It is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold land and buildings
not depreciated
Leasehold land and buildings
straight-line over the life of the lease
Plant and machinery
straight-line over 3 to 10 years
Computer hardware
straight-line over 3 to 10 years
Other tangible assets
straight-line over 3 to 30 years

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset and is recognised in the profit and loss account.

GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 20 -

Properties whose fair value can be measured reliably are held under the revaluation model and are carried at a revalued amount, being their fair value at the date of valuation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. The fair value of the land and buildings is usually considered to be their market value.

Revaluation gains and losses are recognised in other comprehensive income and accumulated in equity, except to the extent that a revaluation gain reverses a revaluation loss previously recognised in profit or loss or a revaluation loss exceeds the accumulated revaluation gains recognised in equity; such gains and loss are recognised in profit or loss.

The freehold and leasehold properties (including all assets) are revalued by an external valuer at least every three years. In the intervening periods, the directors review the fair value by applying similar methodology as the external valuer and make necessary adjustments to the financial statements to ensure the value reflected remains appropriate.

1.9
Fixed asset investments

Equity in vest ments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

Investments in subsidiary companies are held at cost less accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.10
Impairment of fixed assets

At each reporting date, the group reviews the carrying amounts of its tangible and intangible assets for indicators of impairment. If any such indicators exist, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease. If the impairment exceeds the previous revaluation the balance is charged to profit or loss.

Recognised impairment losses are reversed if the reasons for the impairment loss have ceased to apply.

1.11
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell. Stocks are recognised as an expense in the period in which the revenue is recognised.

Cost is determined by using the first-in, first-out (FIFO) method.

At each reporting date stocks are assessed for impairment. If an item of stock is impaired, the identified stock is reduced to its selling price and an impairment charge is recognised in the profit and loss account. Where a reversal of the impairment is required the impairment charge is reversed, up to the original impairment loss, and is recognised as a credit in the profit and loss account.

GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 21 -
1.12
Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and in hand, and cash equivalents.

Cash at bank and in hand comprise cash in hand and demand deposits held with financial institutions that are repayable on demand and available within 24 hours (or one working day) without penalty.

Cash equivalents comprise short-term, highly liquid investments with original maturities of three months or less and that are readily convertible to known amounts of cash with insignificant risk of changes in value.

1.13
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, including trade and other receivables, amounts owed by group undertakings and short-term investments in bank deposits and UK Treasury Bills are recognised at transaction price and subsequently carried at amortised cost using effective interest method.

Other financial assets

Other financial assets, including investments in equity instruments which are not in subsidiaries, associates or joint ventures, are initially measured at transaction price and subsequently carried at fair value with the changes in fair value recognised in profit or loss.

Impairment of financial assets

The group makes a n estimate of the recoverable value of its financial assets. Where necessary an impairment provision is made.

Classification of financial liabilities

Basic financial liabilities, including trade and other creditors, bank loans and amounts owed to group undertakings are recognised at transaction price.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.14
Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary share s are shown as a deduction, net of tax, from the proceeds.

Preference shares

The preference shares carry a cumulative dividend which is payable at the directors discretion. A liability will be recognised when the directors declare a dividend. No dividend has been declared; therefore the g roup does not recognise the liability.

Distributions to equity holders

Dividends and other distributions to the company’s shareholders are recognised as a liability in the financial statements in the period in which the dividends and other distributions are approved.

GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 22 -
1.15
Taxation

Taxation expense for the period comprises current and deferred tax recognised in the reporting period. Tax is recognised in the profit and loss account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case tax is also recognised in other comprehensive income or directly in equity respectively.

Current tax

The tax currently payable is based on the taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes 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 reporting date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax able profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting date 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 is calculated at the tax rates that have been enacted or substantially enacted. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Pillar Two model rules

The entity and the group of which it is part are within the scope of the OECD Pillar Two model rules. Pillar Two legislation was enacted in England, the jurisdiction in which the entity is incorporated, Since the Pillar Two legislation was not effective at the reporting date, the group has no related current tax exposure. The group applies the exception to recognising and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes, as provided in the amendments to Section 29 issued in July 2023.

Under the legislation, the group is liable to pay a top-up tax for the difference between the GloBE effective tax rate for each jurisdiction and the 15% minimum rate. All entities within the group have an effective tax rate that exceeds 15% therefore it is expected that Pillar Two will not have an impact on the group.

1.16
Provisions

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

Provisions are measured at the transaction value of the expected expenditure.

1.17
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets. The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 23 -
1.18
Retirement benefits

Rontec Watford Limited, one of the company’s subsidiaries, operates a defined contribution scheme. The defined contribution scheme is a Group Personal Pension Scheme with contributions payable charged to the profit and loss account in the year in which they are incurred.

GMR Capital Limited operates a defined benefit scheme. The cost of providing benefits under defined benefit plans is determined separately using the projected unit credit method, and is based on actuarial advice.

The change in the net defined benefit liability arising from employee service during the year is recognised as an employee cost. The cost of benefit changes, settlements and curtailments are recognised as an expense in measuring profit or loss in the period in which they arise.

The net interest element is determined by multiplying the net defined benefit liability by the discount rate, taking into account any changes in the net defined benefit liability during the period as a result of contribution and benefit payments. The net interest is recognised in profit or loss as other finance revenue or cost.

Remeasurement changes comprise actuarial gains and losses, the effect of the asset ceiling and the return on the net defined benefit liability excluding amounts included in net interest. These are recognised immediately in other comprehensive income in the period in which they occur and are not reclassified to profit and loss in subsequent periods.

The net defined benefit pension asset or liability in the balance sheet comprises the the present value of the defined benefit obligation (using a discount rate based on high quality corporate bonds), less the fair value of plan assets out of which the obligations are to be settled directly. Fair value is based on market price information, and in the case of quoted securities is the published bid price. The value of a net pension benefit asset is limited to the amount that may be recovered either through reduced contributions or agreed refunds from the scheme.

1.19
Leases

Operating lease payments are charged to the profit and loss account as they fall due over the term of the lease.

1.20
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting date. Gains and losses arising on translation in the period are included in profit or loss.

2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
2
Judgements and key sources of estimation uncertainty
(Continued)
- 24 -
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Property valuation

The property valuation by independent, professional qualified valuers and in the interim period by the directors contains a number of assumptions upon which they have based their valuation of the group’s properties. The assumptions on which the property valuation reports have been based include, but are not limited to, matters such as tenure, current market prices, letting, taxation, town planning, and the condition and repair of buildings and sites – including ground and groundwater contamination. These assumptions are market standards and accord with the Royal Institution of Chartered Surveyors (RICS) Valuation – Global Standards 2017 (incorporating the International Valuation Standards) and the UK national supplement 2018 (“the Red Book"). However, if any assumptions made by the property valuer or directors prove to be inaccurate, this may mean that the value of the group’s properties differs from their valuation, which could have a material effect on the company’s financial position.

Defined benefit pension scheme

The g roup has obligations to pay pension benefits to certain employees. The cost of these benefits and present value of the obligation depend on a number of factors, including; life expectancy, salary increases, asset valuations and the discount rate on corporate bonds. A breakdown of the assumptions used to determine the net pension obligation is shown in note 24.

Recoverability of amounts receivable

The group makes an estimate of the recoverable value of its trade and other receivable s and the amounts owed by group undertakings. When carrying out the assessment directors consider factors including the aging profile of the outstanding amounts, historic experience and performance of debtors' business.

Valuation of fixed assets investments

The group's fixed asset investments in debts, bonds and equities are stated at their open market values which are determined by their closing trade prices on the valuation date.

3
Turnover

Turnover is primarily derived from the forecourt operations of the g roup within the United Kingdom and the services provided to third parties.

2025
2024
£'000
£'000
Turnover analysed by class of business
Sale of goods
1,357,895
1,465,966
Service income
203,362
216,016
1,561,257
1,681,982
GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 25 -
4
Operating profit
2025
2024
£'000
£'000
Operating profit for the year is stated after charging/(crediting):
Depreciation of tangible fixed assets
19,448
17,877
Loss/(profit) on disposal of tangible fixed assets
1,269
(77)
Amortisation of intangible assets
37
60
Operating lease charges
8,392
8,615
5
Auditors' remuneration
2025
2024
Fees payable to the company's auditors and associates:
£'000
£'000
For audit services
Audit of the financial statements of the group
354
358
For other services
All other non-audit services
38
73

The directors have agreed with the company's auditors that the auditors' liability to damages for breach of duty in relation to the audit of the company's financial statements for the year to 30 September 2025 and the financial statements of its subsidiaries whose statutory audits are governed by the same agreement with the auditor s (the ‘subsidiaries’) will be limited to the greater of £5,000,000 or 5 times the auditors' fees for the statutory audits, and that, in any event, the auditors' liability for damages will be limited to that part of any loss suffered by the company and the subsidiaries as is just and equitable having regard to the extent to which the auditor s, the company, the subsidiaries and any third parties are responsible for the loss in question. The shareholders of the company approved this liability limitation agreement, as required by the Companies Act 2006, by a resolution dated 22 July 2025.

6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Administration and central function
69
68
8
7
Field staff
65
65
-
-
Total
134
133
8
7
GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
6
Employees
(Continued)
- 26 -

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Wages and salaries
13,712
11,557
1,834
427
Social security costs
1,839
1,490
269
56
Other pension costs
522
527
-
0
-
0
16,073
13,574
2,103
483

Directors' remuneration

The directors’ remuneration is borne by the company and Rontec Watford Limited, a fellow group undertaking. It amounted to £2,784,000 (2024: £1,347,000) of which £2,174,000 (2024: £749,000) relates to the highest paid director.

7
Other non-operating income
2025
2024
£'000
£'000
Rent received from third parties
752
428
8
Interest receivable and similar income
2025
2024
£'000
£'000
Interest income
Interest on bank deposits
1,503
791
Interest on short term investments
10,898
10,835
12,401
11,626
Income from fixed asset investments
Dividend income
285
247
Total income
12,686
11,873
9
Interest payable and similar expenses
2025
2024
£'000
£'000
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
651
859
Amortisation of loan arrangement fees
75
158
726
1,017
GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 27 -
10
Taxation
2025
2024
£'000
£'000
Current tax
UK corporation tax on profits for the current year
27,278
24,520
Adjustments in respect of prior years
460
-
0
Total UK current tax
27,738
24,520
Foreign current tax on profits for the current year
14
12
Total current tax
27,752
24,532
Deferred tax
Origination and reversal of timing differences
(1,568)
68
Total tax charge for the year
26,184
24,600

Factors affecting income tax for the year

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the UK rate of tax as follows:

2025
2024
£'000
£'000
Profit before taxation
98,352
92,776
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
24,588
23,194
Income not taxable and expenses not deductible for tax purposes
134
47
Deferred tax not recognised
123
733
Adjustments in respect of prior years
460
-
0
Other differences between the tax and accounting treatment of fixed assets
395
76
Foreign tax withheld
14
12
Exempt dividend income receivable
(56)
(62)
Inclusion of taxable income from partnership shares not included in accounts
14
(5)
Actuarial gains on pension schemes charged directly to the OCI
-
0
77
Movement on unrealised capital gains
512
528
Taxation charge for the year
26,184
24,600
GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
10
Taxation
(Continued)
- 28 -

In addition to the amount charged to the profit and loss account, the following amounts relating to tax have been recognised directly in other comprehensive income:

2025
2024
£'000
£'000
Deferred tax arising on:
Revaluation of tangible fixed assets
79,173
9,647
Actuarial differences on pension schemes recognised as other comprehensive income
48
(38)
79,221
9,609
11
Intangible fixed assets
Group
Computer software
Other intangible assets
Total
£'000
£'000
£'000
Cost
At 1 October 2024
1,622
224
1,846
Additions
98
-
0
98
Disposals
-
0
(11)
(11)
At 30 September 2025
1,720
213
1,933
Accumulated amortisation
At 1 October 2024
1,438
-
0
1,438
Amortisation charged for the year
37
-
0
37
At 30 September 2025
1,475
-
0
1,475
Carrying amount
At 30 September 2025
245
213
458
At 30 September 2024
184
224
408
The company had no intangible fixed assets at 30 September 2025 or 30 September 2024.
GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 29 -
12
Tangible fixed assets
Group
Freehold land and buildings
Leasehold land and buildings
Plant and machinery
Computer hardware
Other tangible assets
Total
£'000
£'000
£'000
£'000
£'000
£'000
Cost/valuation
At 1 October 2024
965,172
215,510
122,366
19,233
8,487
1,330,768
Additions
18,861
1,569
9,295
1,509
62
31,296
Disposals
-
0
(1,356)
(983)
(19)
(4,049)
(6,407)
Revaluation
269,174
49,117
-
0
-
0
-
0
318,291
Exchange adjustments
-
0
-
0
-
0
-
0
140
140
At 30 September 2025
1,253,207
264,840
130,678
20,723
4,640
1,674,088
Accumulated depreciation
At 1 October 2024
-
0
49,620
79,023
8,189
2,418
139,250
Depreciation charged in the year
-
0
8,891
9,411
861
285
19,448
Disposals
-
0
(275)
(237)
(19)
(1,069)
(1,600)
At 30 September 2025
-
0
58,236
88,197
9,031
1,634
157,098
Carrying amount
At 30 September 2025
1,253,207
206,604
42,481
11,692
3,006
1,516,990
At 30 September 2024
965,172
165,890
43,343
11,044
6,069
1,191,518
The company had no tangible fixed assets at 30 September 2025 or 30 September 2024.

The carrying value of land and buildings comprises:

Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Freehold
1,253,206
965,171
-
0
-
0
Long leasehold
52,884
37,475
-
0
-
0
Short leasehold
153,720
128,416
-
0
-
0
1,459,810
1,131,062
-
-

A valuation of 2 67 freehold and leasehold properties was carried out at 30 September 2025 by the external valuer, Colliers International Property Consultants Limited, at a market value of £1,509,793,000. The details on which the valuation is based include future incomes, current market prices, tenure and condition of the sites. The increase in valuation of £318,291,000 has been included in the financial statements.

GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 30 -
13
Fixed asset investments
Group
Company
2025
2024
2025
2024
Note
£'000
£'000
£'000
£'000
Investments in subsidiaries
14
-
0
-
0
38,000
38,000
Loans to participating interests
13.1
6,936
6,507
-
0
-
0
Other investments
13.2
31,284
17,199
-
-
38,220
23,706
38,000
38,000

13.1 Movement in loans to participating interests

Group

Loans to participating interests comprise £6,787,000 of Mezzanine facility provided to the Heron Tower Property Unit Trust and a convertible promissory note with Dataminr Inc. for the amount of US$205,000 (£149,000).

13.2 Movement in other investments
Group
Cost
Revaluation
Market value
£'000
£'000
£'000
At 1 October 2024
18,331
(1,132)
17,199
Additions
19,926
-
19,926
Disposals
(5,735)
-
(5,735)
Fair value movement
-
(106)
(106)
At 30 September 2025
32,522
(1,238)
31,284
Other investments comprise:
2025
2024
£'000
£'000
Investment in Hetz Ventures LP
1,667
1,797
Investment in Hetz Ventures II LP
1,674
1,856
Investment in BlueVoyant Inc.
5,284
5,302
Investment in Heron International Limited
458
458
Investment in Dataminr Inc.
2,235
2,239
Corporate and government bonds
3,774
-
Listed and unlisted equities and hedge funds
16,192
5,547
31,284
17,199
GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 31 -
14
Subsidiaries and related undertakings

The company owns shares in the following entities:

Name
Place of
Registered
Principal
Class
% Held
incorporation
address
activity
Acre Aviation Limited
UK
11/15 William Road, London, NW1 3ER
Aircraft Charter
Ordinary shares of £1 each
100
Chase Marine Limited
Isle of Man
18 Athol Street, Douglas, Isle of Man, IM1 1JA
Yacht Charter
Ordinary shares of €1 each
100
Ronson Corporation Limited
UK
11/15 William Road, London, NW1 3ER
Dormant company
Ordinary shares of $1 each
100
Snax 24 Capital Limited
UK
11/15 William Road, London, NW1 3ER
Investment company
Ordinary shares of £1 each
100
Snax 24 Garage Properties Limited
UK
11/15 William Road, London, NW1 3ER
Holding company
Ordinary shares of £0.01 each
100
Snax 24 Investments Limited
UK
11/15 William Road, London, NW1 3ER
Investment company
Ordinary shares of £1 each
100
Snax 24 Overseas Limited
UK
11/15 William Road, London, NW1 3ER
Member of Ronson Capital Partners I (Real Estate Partnership) LP
Ordinary shares of £1 each
100
Snax 24 Property Corporation Limited
UK
11/15 William Road, London, NW1 3ER
Member of The Heron Residences LLP
Ordinary shares of £1 each
100
GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
14
Subsidiaries and related undertakings
(Continued)
- 32 -

Snax 24 Garage Properties Limited holds a 100% interest in Rontec Roadside Retail Limited, whose subsidiaries and related undertakings as at 30 September 2025 are set out below:

Name
Place of
Registered
Principal
Class
% Held
incorporation
address
activity
Rontec Group (Jersey) Limited
Jersey
26 New Street, St Helier, Jersey, JE2 3RA
Holding company
Ordinary shares of £1 each
100
Rontec Group Limited
UK
11/15 William Road, London, NW1 3ER
Dormant company
Ordinary shares of £1 each
100

Rontec Group (Jersey) Limited holds a 100% interest in Rontec Service Stations Holdings Limited, whose subsidiaries and related undertakings as at 30 September 2025 are set out below:

Name
Place of
Registered
Principal
Class
% Held
incorporation
address
activity
Rontec Service Stations Holdings Limited
Jersey
26 New Street, St Helier, Jersey, JE2 3RA
Holding company
Ordinary shares of £0.000001 each
100
Rontec Holdings Limited
Jersey
26 New Street, St Helier, Jersey, JE2 3RA
Holding company
Class A shares of £0.10 each
Class B shares of £0.10 each
100
Rontec Ltd
UK
11/15 William Road, London, NW1 3ER
Dormant company
Ordinary shares of £1 each
100
Rontec Mary Limited
Jersey
26 New Street, St Helier, Jersey, JE2 3RA
Employer of staff for roadside retail outlets
Class A shares of £0.10 each
Class B shares of £0.10 each
Class C shares of £0.10 each
Class D shares of £0.10 each
100
Rontec Properties (Jersey) Limited
Jersey
26 New Street, St Helier, Jersey, JE2 3RA
Holding company
Ordinary shares of £0.01 each
100
Rontec Properties Limited
UK
11/15 William Road, London, NW1 3ER
Property investment
Ordinary shares of £1 each
100
GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
14
Subsidiaries and related undertakings
(Continued)
- 33 -
Name
Place of
Registered
Principal
Class
% Held
incorporation
address
activity
Rontec Properties (No.2) Limited
UK
11/15 William Road, London, NW1 3ER
Property investment
Ordinary shares of £1 each
100
Rontec Properties (No.3) Limited
UK
11/15 William Road, London, NW1 3ER
Property investment
Ordinary shares of £1 each
100
Rontec Properties (No.4) Limited
UK
11/15 William Road, London, NW1 3ER
Property investment
Ordinary shares of £1 each
100
Rontec Properties (No.5) Limited
UK
11/15 William Road, London, NW1 3ER
Property investment
Ordinary shares of £1 each
100
Rontec Properties (No.6) Limited
UK
11/15 William Road, London, NW1 3ER
Dormant company
Ordinary shares of £1 each
100
Rontec Properties (No.7) Limited
UK
11/15 William Road, London, NW1 3ER
Property investment
Ordinary shares of £1 each
100
Rontec Service Station 1A Limited
Jersey
26 New Street, St Helier, Jersey, JE2 3RA
Property investment
Class A shares of £0.10 each
Class B shares of £0.10 each
Class C shares of £0.10 each
Class D shares of £0.10 each
100
Rontec Watford Limited
Jersey
26 New Street, St Helier, Jersey, JE2 3RA
Operation of roadside retail outlets
Class A shares of £0.10 each
Class B shares of £0.10 each
Class C shares of £0.10 each
Class D shares of £0.10 each
100
Rontec Watford Services Limited
UK
11/15 William Road, London, NW1 3ER
Dormant company
Ordinary shares of £1 each
100
Snax 24 Limited
UK
11/15 William Road, London, NW1 3ER
Property investment
Ordinary shares of £1 each
100
GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
14
Subsidiaries and related undertakings
(Continued)
- 34 -

Restructuring

During the financial year, Rontec Group (Jersey) Limited undertook steps to simplify its ownership structure within the wider Rontec Group. The transactions were between entities under common control and have been accounted for using the carry-over basis in accordance with FRS 102 Section 19. No gain or loss has been recognised.

The principal steps affecting the company were:

- Rontec Group (Jersey) Limited acquired the interest in Bentinck Investments (Carried Interest) LP from Rontec Bentinck Limited.

- Following the acquisition, Bentinck Investments (Carried Interest) LP assigned its interest in Rontec Investments LLP to Rontec Group (Jersey) Limited.

- Rontec Group (Jersey) Limited acquired the shareholding in Rontec Service Stations Holdings Limited from both Rontec Investments LLP and Snax 24 Garage Properties Limited.

As a result of these transactions, Rontec Group (Jersey) Limited now holds 100% of the investment in Rontec Service Stations Holdings Limited.

These transactions had no impact on the group's net assets but resulted in a more streamlined ownership structure.

15
Financial instruments
Group
Company
2025
2024
2025
2024
Note
£'000
£'000
£'000
£'000
Carrying amount of financial assets
Debt instruments measured at amortised cost
294,270
262,990
123,404
112,747
Equity instruments measured at cost less impairment
13
-
-
38,000
38,000
Instruments measured at fair value through profit or loss
13
31,284
17,199
-
-
Loan commitments measured at cost less impairment
13
6,936
6,507
-
-
Carrying amount of financial liabilities
Measured at amortised cost
181,024
176,000
130,258
108,769

Financial assets that are debt instruments measured at amortised cost include trade and other debtors, short-term investments, and exclude taxes and prepayments.

Financial liabilities at amortised costs include trade creditors, accruals and other creditors, and exclude taxes.

16
Stocks
Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Finished goods and goods for resale
15,443
16,639
-
0
-
0
GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 35 -
17
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£'000
£'000
£'000
£'000
Trade debtors
21,412
20,801
-
0
-
0
Corporation tax recoverable
683
-
0
-
0
-
0
Amounts owed by group undertakings
-
-
123,402
112,747
Other debtors
182
509
13
-
0
Prepayments and accrued income
1,954
2,380
-
0
-
0
24,231
23,690
123,415
112,747

Amounts owed by group undertakings are unsecured, bear annual interest between 0% and SONIA +3% and are repayable on demand.

18
Current asset investments
Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Short term investments
272,676
241,680
-
-

Short term investments comprised bank deposits and UK Treasury Bills with original maturities of up to 6 months. The UK Treasury Bills are highly liquid investments and are readily convertible to cash at any point in time.

19
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Note
£'000
£'000
£'000
£'000
Loans from related parties
21
4,761
7,602
3,373
6,210
Trade creditors
152,279
147,629
32
-
0
Amounts owed to group undertakings
9
10
110,680
102,516
Corporation tax payable
-
0
405
-
0
209
Other taxation and social security
1,633
1,026
173
-
Other creditors
158
1,819
-
0
-
0
Accruals and deferred income
23,817
18,940
429
43
182,657
177,431
114,687
108,978

Amounts owed to group undertakings are unsecured, bear annual interest between 0% and SONIA +3% and are repayable on demand.

GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 36 -
20
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Note
£'000
£'000
£'000
£'000
Loans from related parties
21
-
0
-
0
15,744
-
0
21
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Loans from related parties
4,761
7,602
19,117
6,210
Payable within one year
4,761
7,602
3,373
6,210
Payable within two to five years
-
0
-
0
15,744
-
0
4,761
7,602
19,117
6,210

Bank loans

Bank loans comprise a Barclays rolling commitment facility with an available commitment of £15,000,000 (2024: £15,000,000). The facility is available until June 2027 and as at 30 September 2025 the amount utilised was £nil. Interest is charged at SONIA + 2% and 0.8% on the unutilised balance of the facility. The facility is secured against assets in Rontec Properties (No.2) Limited, a subsidiary of the company.

Loans from related parties

The group entered into two loans with related parties (note 29) as follows:

- the principal amount of US$1,865,000 (2024:US$1,864,000) translated at 30 September 2025 to £1,388,000 (2024: £1,392,000) which is interest free and repayable on demand.

- the principal amount of £3,373,000 (2024: £6,210,000) which is repayable on demand and bears an annual interest at 6%.

22
Provisions for liabilities
Group
Company
2025
2024
2025
2024
Note
£'000
£'000
£'000
£'000
Deferred tax liabilities
23
326,264
248,659
7
-
0
GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 37 -
23
Deferred taxation

The following are the deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2025
2024
Group
£'000
£'000
Accelerated capital allowances
30,015
26,652
Capital gains
299,458
224,451
Short term timing differences
(3,209)
(2,444)
326,264
248,659
Liabilities
Liabilities
2025
2024
Company
£'000
£'000
Short term timing differences
7
-
Group
Company
Movements in the year:
£'000
£'000
Liability at 1 October 2024
248,659
-
(Credit)/charge to profit or loss
(1,568)
7
Charge to other comprehensive income
79,173
-
Liability at 30 September 2025
326,264
7

Deferred tax assets have not been discounted.

Deferred tax balances are not expected to reverse in the next 12 months.

24
Retirement benefit schemes
2025
2024
Defined contribution schemes - group
£'000
£'000
Charge to profit or loss in respect of defined contribution schemes
522
527

Rontec Watford Limited operates a defined contribution pension scheme. Contributions of £522,000 (2024: £527,000) were paid into the scheme during the year. Contributions due to the scheme and included within creditors at the year end totalled £nil (2024: £nil).

Rontec Mary Limited operates a defined contribution occupational pension scheme. Contributions of £nil (2024: £nil) were paid into the scheme during the year.

GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
24
Retirement benefit schemes
(Continued)
- 38 -
Defined benefit schemes

GMR Capital Limited operates a defined benefit scheme for its employees in the UK. The defined benefit scheme offers both pensions in retirement and death benefits to members. Pension benefits are related to the members' final salary at retirement or earlier date of leaving and their length of service. On retirement members can opt for a lump sum and lower pension.

The defined benefit scheme has assets, which are held in a separate trustee administered account. Membership is closed and the scheme is also closed to accrual of further benefits for current members from 31 December 2010. Under the agreement between GMR Capital Limited and Snax 24 Pension Trustees Limited, GMR Capital Limited will meet any deficit in the scheme. The contributions to the Scheme cease d from 1 October 2023.

A full actuarial valuation was carried out as at 30 September 2022 2022-09-30 by a qualified independent actuary. The Scheme had a surplus on the agreed Technical Provisions basis as at the valuation date.

The next actuarial valuation as at 30 September 2025 is in progress and will be reflected in the next year's accounting disclosures.

2025
2024
Key assumptions
%
%
Discount rate
5.8
4.9
Expected rate of increase of pensions in payment
2.9
3.1
Future Consumer Index (CPI) inflation rate
2.3
2.3
Mortality assumptions
2025
2024

Assumed life expectations on retirement at age 65:

Years
Years
Retiring today
- Males
23
23
- Females
24
24
Retiring in 20 years
- Males
25
25
- Females
26
25
2025
2024

Amounts recognised in the profit and loss account

£'000
£'000
Net interest on defined benefit asset
28
22
GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
24
Retirement benefit schemes
(Continued)
- 39 -
2025
2024

Amounts taken to other comprehensive income

£'000
£'000
Actual return on scheme assets
11
492
Calculated interest element
(211)
(215)
Return on scheme assets excluding interest income
(200)
277
Actuarial changes related to obligations
392
(124)
Total income
192
153

The amounts included in the balance sheet arising from the company's obligations in respect of defined benefit plans are as follows:

Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Present value of defined benefit obligations
(3,424)
(3,817)
(3,424)
(3,817)
Fair value of plan assets
4,214
4,387
4,214
4,387
Surplus in scheme
790
570
790
570
Deferred taxation
(190)
(142)
(190)
(142)
Total asset recognised
600
428
600
428
Group
Company
2025
2025

Movements in the present value of defined benefit obligations

£'000
£'000
Liabilities at 1 October 2024
(3,817)
(3,817)
Benefits paid
184
184
Actuarial gains and losses
392
392
Interest cost
(183)
(183)
At 30 September 2025
(3,424)
(3,424)
Group
Company
2025
2025

The defined benefit obligations arise from plans funded as follows:

£'000
£'000
Wholly unfunded obligations
-
-
Wholly or partly funded obligations
(3,424)
(3,424)
(3,424)
(3,424)
GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
24
Retirement benefit schemes
(Continued)
- 40 -
Group
Company
2025
2025

Movements in the fair value of plan assets

£'000
£'000
Fair value of assets at 1 October 2024
4,387
4,387
Interest income
211
211
Return on plan assets (excluding amounts included in net interest)
(200)
(200)
Benefits paid
(184)
(184)
At 30 September 2025
4,214
4,214

Fair value of plan assets at the reporting date

Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Equity instruments
1,520
1,418
1,520
1,418
Debt instruments
2,396
2,666
2,396
2,666
Property
280
276
280
276
Cash/other
18
27
18
27
4,214
4,387
4,214
4,387
25
Operating lease commitments

At the reporting date, the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Within one year
8,930
8,914
-
-
Between two and five years
32,289
35,623
-
-
In over five years
91,996
110,384
-
-
133,215
154,921
-
-
GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 41 -
26
Share capital
Group and company
2025
2024
Ordinary share capital
£
£
Authorised, issued and fully paid
9,000,000 “B” preference shares of 99.999p each
8,999,910
8,999,910
9,000,000 “BB” preference shares of 0.001p each
90
90
400 "C" voting shares of 12.5p each
50
50
400 "C" non-voting shares of 12.5p each
50
50
400 “D” ordinary shares of 25p each
100
100
Total equity
9,000,200
9,000,200
100 “A” deferred shares of £1 each
100
100
191 “D” deferred shares of £1 each
191
191
Total other
291
291
Total called up share capital
9,000,491
9,000,491

The "C" voting shares have voting rights but no right to income. The "C" non-voting shares do not carry any voting rights but have the opportunity to participate in dividends once preference dividends have been paid.

The "D" ordinary shares have voting rights along with the opportunity to participate in dividends once preference dividends have been paid.

The “A” and “D” deferred shares are non-voting and have no rights to dividends.

The ”B” preference shares do not entitle the holders to vote at any general meeting of the company, unless, at the time of the meeting, the preference dividend is more than six months in arrears of the due date. The "BB” preference shares do not carry any voting rights.

The preference shares are entitled to a fixed cumulative gross dividend of 7% per annum. Where a dividend payment is not made by the due date the holders of the ”BB” preference shares are entitled to a further dividend of 7p for every £1 of unpaid dividend on the ”B” preference shares. Payment of the dividends is at the discretion of the directors whilst the company is a going concern. As at 30 September 2025 the amounts unpaid totalled £41,789,000 (20 24: £39,800,000).

On a return of capital on liquidation or otherwise, preference shareholders have priority, after the company’s liabilities are repaid, in receiving any arrears, accruals and deficiencies of dividends and then the amount paid up on the preference shares.

GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 42 -
27
Cash generated from group operations
2025
2024
£'000
£'000
Profit for the year after tax
72,168
68,176
Adjustments for:
Dividend income
(285)
(247)
Taxation charged
26,184
24,600
Interest payable
726
1,017
Interest receivable
(12,401)
(11,626)
Loss/(profit) on disposal of fixed asset investments
1,269
(77)
Amortisation of intangible assets
37
60
Depreciation of tangible fixed assets
19,448
17,877
Impairment of fixed asset investments
-
(34)
Foreign exchange movement
(79)
256
Revaluation of tangible fixed assets
(1,538)
305
Pension scheme non-cash movement
192
153
Investments non-cash movement
53
305
Movements in working capital:
Decrease in stocks
1,196
412
Decrease in debtors
2,398
2,933
Increase/(decrease) in creditors
6,015
(43,712)
Cash generated from operations
115,383
60,398
28
Analysis of changes in net funds - group
1 October 2024
Cash flows
30 September 2025
£'000
£'000
£'000
Cash at bank and in hand
19,772
22,176
41,948
Borrowings
(7,602)
2,841
(4,761)
12,170
25,017
37,187

The group invested in short term investments (note 18) which comprise bank deposits and UK Treasury Bills with original maturities of up to 6 months. The UK Treasury Bills are highly liquid investments and are readily convertible to cash at any point in time.

GMR CAPITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 43 -
29
Related party transactions

In August 2014 Sir G erald Ronson, a director of the group lent a principal amount of £8,000,000 to GMR Capital Limited, and £1,000,000 was lent by Dame Gail Ronson, a director of the group. During the year ended 30 September 2025, Sir Gerald Ronson received principal repayments of £461,000 and £4,88 5,000 was transferred to Dame Gail Ronson under the same loan arrangements. Subsequently, Dame Gail Ronson received principal repayments of £2,37 6,000. Interest payments during the year amounted to £197,000 to Sir Gerald Ronson and £51,00 0 to Dame Gail Ronson. A t 30 September 2025, the amounts outstanding were £n il for Sir Gerald Ronson (2024: £5,346,000) and £3,37 3,000 (2024: 864,000) for Dame Gail Ronson. These amounts are repayable on demand.

During the year, the yacht owned by Chase Marine Limited, a subsidiary of the g roup, was sold to GEGA Limited Partnership, of which Dame Gail Ronson (a director of the g roup) is a limited partner. The purchase price was €2,000,000. Prior to the sale, the yacht was chartered by Sir Gerald Ronson, a director of the parent company, for which a total market rate fee of £82,000 (2024: £413,000) was charged

During the year the aircraft was chartered by Sir G erald Ronson, a director of the parent company, for which a total market rate fee of £164,000 (20 24: £147,000) was charged.

Marylebone PCC Limited, of which Sir G erald Ronson is a controlling party, provided a loan to Snax 24 Investments Limited, a subsidiary of the group, in the amount of US$1,865,000 (2024: US$1,864,000) translated at 30 September 2025 to £1,388,000 (2024: £1,392,000).

During the year Acre Aviation Limited charged charter fees of £61,000 (2024: £68,000) to Heron Corporation Plc, of which Sir Gerald Ronson is a director, for the usage of the aircraft.

30
Ultimate controlling party

GMR Capital Limited is the largest group for which consolidated financial statements are prepared. The ultimate controlling parties of the group are The Gerald and Gail Ronson Family Foundation and a number of Ronson family trusts.

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