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REGISTERED NUMBER: 03104926 (England and Wales)

| VICTORIA WHARVES LIMITED |

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |

FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025 |

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

CONTENTS OF THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2025

Page |

| Company Information | 1 |

| Strategic Report | 2 |

| Report of the Directors | 3 |

| Report of the Independent Auditors | 5 |

| Income Statement | 9 |

| Other Comprehensive Income | 10 |

| Balance Sheet | 11 |

| Statement of Changes in Equity | 12 |

| Notes to the Financial Statements | 13 |

| VICTORIA WHARVES LIMITED |

COMPANY INFORMATION

FOR THE YEAR ENDED 30 JUNE 2025

| DIRECTORS: | M A V Gatehouse

| L B Lynch

| SECRETARY: | A C Brown

| REGISTERED OFFICE: | Victoria Wharf

| Cattedown

| PLYMOUTH

| Devon

| PL4 0RF

| REGISTERED NUMBER: | 03104926 (England and Wales)

| AUDITORS: | WP Audit Services LLP

| Chartered Accountant & Statutory Auditor

| Chancery House

| 30 St Johns Road

| Woking

| Surrey

| GU21 7SA

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

STRATEGIC REPORT

FOR THE YEAR ENDED 30 JUNE 2025

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

REVIEW OF BUSINESS

The company operates general cargo ports in Plymouth, which includes the running of shipping agencies and road haulage across the country.

It should be noted that the prior period to 30 June 2024 is a shortened period spanning 9 months compared to the current year accounts to 30 September 2025. The below comparisons have not been pro-rated but have been analysed with the knowledge that a increase of 33% is equivalent to a nil movement.

Turnover generated this period has increased by £3.012m (2024: decreased by £3.139m), which reflects a increase of 28% (2024: decrease of 23%). This is mostly reflective of the change in period length, although there has been a slight drop to transport income within this movement as well.

This years gross profit margins have decreased slightly to 21.2% (2024: 21.9%).

The Board consider EBITDA to be a key KPI. This period, the EBITDA, after adjusting for management charges, is £2.43m (2024: £2.03m).

Profit continues to be generated and gross profit margins have been maintained. Administrative expenses have been maintained at a fairly consistent level, when considering prorating of the period. Overall the performance is considered to be positive.

STRATEGY

The Board will continue to keep costs under control and develop existing income streams. New opportunities will be sought where these will make a return for the company.

RISKS AND UNCERTAINTY

The Board consider the potential reduction in global economic activity levels to be a key risk due to a potential worldwide economic downturn and the various ongoing worldwide crises. This could lead to a reduction in volumes handled by UK ports. In order to mitigate this risk the Board continue to diversify cargoes, strictly manage the company's cost base, including capital expenditure, and monitor cashflow.

Health and safety risks are inherent in the company's business, hence the Board ensure strict policies and procedures are enforced amongst the team.

ON BEHALF OF THE BOARD:

M A V Gatehouse - Director

4 March 2026

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

REPORT OF THE DIRECTORS

FOR THE YEAR ENDED 30 JUNE 2025

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

PRINCIPAL ACTIVITIES

The principal activities of the company in the year under review were those of the operation of commercial docks.

DIVIDENDS

An interim dividend of £250 per share was paid on the A £1 shares on 1 March 2025. No dividends were paid on any other classes of shares.

The total distribution of dividends for the year ended 30 June 2025 will be £ 5,000,000 .

DIRECTORS

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

M A V Gatehouse

L B Lynch

J R H Carr was appointed as a director after the year end, but prior to the date of signing these accounts.

Other changes in directors holding office are as follows:

G M Strickland ceased to be a director after 30 June 2025 but prior to the date of this report.

FINANCIAL INSTRUMENTS

The company's principal financial instruments comprise bank balances and trade creditors. The main purpose of each of these instruments is to raise funds for the company's ongoing operations.

Due to the nature of the financial instruments used by the company there is not considered to be significant exposure to price risk, foreign exchange risk or interest rate risk. The company's approach to managing other risks applicable to the financial instruments concerned is explained below:

Bank Balances

The liquidity risk of the company is managed by maintaining a balance between the various elements of working capital. At present, neither interest rate risk, nor foreign exchange risk are considered significant in relation to the bank balances held.

Trade Creditors

Liquidity risk is managed by ensuring there are sufficient funds available from working capital to meet amounts as they fall due.

DISCLOSURE IN THE STRATEGIC REPORT

Disclosure regarding KPIs, business risks and a review of business has been provided in the Strategic Report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

- | select suitable accounting policies and then apply them consistently;

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

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

REPORT OF THE DIRECTORS

FOR THE YEAR ENDED 30 JUNE 2025

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

ON BEHALF OF THE BOARD:

M A V Gatehouse - Director

4 March 2026

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

VICTORIA WHARVES LIMITED

Opinion

We have audited the financial statements of Victoria Wharves Limited (the 'company') for the year ended 30 June 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- | give a true and fair view of the state of the company's affairs as at 30 June 2025 and of its profit for the year then ended;

- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

- | the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- | the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

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

- | the financial statements are not in agreement with the accounting records and returns; or

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

- | we have not received all the information and explanations we require for our audit.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

VICTORIA WHARVES LIMITED

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

VICTORIA WHARVES LIMITED

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:

Objectives

The objectives of our audit in respect of fraud, are;

- To identify and assess the risks of material misstatement of the financial statements due to fraud;

- To obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit.

However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.

Audit Approach

Our approach was as follows:

- We obtained an understanding of the legal and regulatory requirements applicable to the Company and considered that the most significant are the Health & Safety at Work (and associated HSE regulations), Companies Act 2006, FRS 102, and UK taxation legislation.

- We obtained an understanding of how the Company complies with these requirements by discussions with management and those charged with governance, as well a review of relevant correspondence and certifications.

- We assessed the risk of material misstatement of the financial statements and how it might occur (including the risk of material misstatement due to fraud), by holding discussions with management and those charged with governance. We used our knowledge of the Company and the industry in which it operates to determine if management's explanations were consistent with our own

conclusions.

- Based on our understanding developed from the above, we designed specific appropriate audit procedures to identify instances of non-compliance with the key laws and regulations which may result in potential fraud. This included making enquiries of management and those charged with governance, investigating unusual or unexpected relationships or movements in figures disclosed in the accounts and remaining alert for any transactions that appeared to be outside the normal course of business. Furthermore, as required by auditing standards, and taking into account our overall knowledge of the control environment, we have performed procedures to address the risks of management override of controls and the risk of fraudulent revenue recognition. Procedures such as a review of journal entries and assessing estimates for management bias have enabled us to conclude in this area.

No instances of fraud, non-compliance or suspected non-compliance with laws and regulations were identified from the above procedures.

As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

- Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

- Obtain an understanding of internal control environment relevant to the audit, in order to design audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Company's internal control.

- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

- Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.

- Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

VICTORIA WHARVES LIMITED

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

Context of the ability of the audit to detect fraud or breaches of law or regulation

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 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 remains a risk of non-detection of fraud, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect noncompliance 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.

Stephanie Williams (Senior Statutory Auditor)

for and on behalf of WP Audit Services LLP

Chartered Accountant & Statutory Auditor

Chancery House

30 St Johns Road

Woking

Surrey

GU21 7SA

5 March 2026

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

INCOME STATEMENT

FOR THE YEAR ENDED 30 JUNE 2025

| Period

| 1.10.23

| Year Ended |  | to

| 30.6.25 |  | 30.6.24

| Notes | £'000 | £'000 |

REVENUE | 4 | 13,674 |  | 10,662 |  |

Cost of sales | (10,769 | ) | (8,321 | ) |

GROSS PROFIT | 2,905 |  | 2,341 |  |

Administrative expenses | (1,098 | ) | (762 | ) |

OPERATING PROFIT | 6 | 1,807 |  | 1,579 |  |

Interest receivable and similar income | 10 |  | 14 |  |

1,817 |  | 1,593 |  |

Interest payable and similar expenses | 7 | (1 | ) | (2 | ) |

PROFIT BEFORE TAXATION | 1,816 |  | 1,591 |  |

Tax on profit | 8 | (216 | ) | (116 | ) |

PROFIT FOR THE FINANCIAL YEAR | 1,600 |  | 1,475 |  |

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 30 JUNE 2025

| Period

| 1.10.23

| Year Ended |  | to

| 30.6.25 |  | 30.6.24

| Notes | £'000 | £'000 |

PROFIT FOR THE YEAR | 1,600 |  | 1,475 |  |

OTHER COMPREHENSIVE INCOME | - |  | - |  |

TOTAL COMPREHENSIVE INCOME FOR THE YEAR | 1,600 |  | 1,475 |  |

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

BALANCE SHEET

30 JUNE 2025

| 2025 | 2024 |

| Notes | £'000 | £'000 | £'000 | £'000 |

FIXED ASSETS

Property, plant and equipment | 10 | 1,653 |  | 1,655 |  |

Investment property | 11 | 140 |  | 138 |  |

1,793 |  | 1,793 |  |

CURRENT ASSETS

Debtors | 12 | 24,660 |  | 28,091 |  |

Cash at bank and in hand | 91 |  | 112 |  |

24,751 |  | 28,203 |  |

CREDITORS

Amounts falling due within one year | 13 | 430 |  | 538 |  |

NET CURRENT ASSETS | 24,321 |  | 27,665 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 26,114 |  | 29,458 |  |

PROVISIONS FOR LIABILITIES | 15 | 350 |  | 294 |  |

NET ASSETS | 25,764 |  | 29,164 |  |

CAPITAL AND RESERVES

Called up share capital | 16 | 41 |  | 41 |  |

Share premium | 17 | 2,630 |  | 2,630 |  |

Retained earnings | 17 | 23,093 |  | 26,493 |  |

SHAREHOLDERS' FUNDS | 25,764 |  | 29,164 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 4 March 2026 and were signed on its behalf by:

M A V Gatehouse - Director

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 30 JUNE 2025

| Called up |

| share |  | Retained |  | Share |  | Total

| capital |  | earnings |  | premium |  | equity

£'000 | £'000 | £'000 | £'000 |

Balance at 1 October 2023 | 41 |  | 29,468 |  | 2,630 |  | 32,139 |  |

Changes in equity

Dividends | - |  | (4,450 | ) | - |  | (4,450 | ) |

Total comprehensive income | - |  | 1,475 |  | - |  | 1,475 |  |

Balance at 30 June 2024 | 41 |  | 26,493 |  | 2,630 |  | 29,164 |  |

Changes in equity

Dividends | - |  | (5,000 | ) | - |  | (5,000 | ) |

Total comprehensive income | - |  | 1,600 |  | - |  | 1,600 |  |

Balance at 30 June 2025 | 41 |  | 23,093 |  | 2,630 |  | 25,764 |  |

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2025

1. | STATUTORY INFORMATION

| Victoria Wharves Limited 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 Company Information page.

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

| The figures in the financial statements are rounded to pounds thousands.

2. | STATEMENT OF COMPLIANCE

| 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.

3. | ACCOUNTING POLICIES

| Basis of preparing the financial statements

| The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

| These statements are prepared under the historical cost convention, as modified by the recognition of certain assets measured at fair value.

| The preparation of financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the company accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed below.

| The directors believe that the company is experiencing good levels of profitability, and that it is well placed to manage its business risks successfully. Accordingly they have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the financial statements.

| The current year results are prepared for a full 12 months, whereas the comparative period reported was 9 months.

| Financial Reporting Standard 102 - reduced disclosure exemptions

| The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

| • | the requirements of Section 7 Statement of Cash Flows;

| • | the requirement of paragraph 33.7.

| 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 companies within the group.

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 30 JUNE 2025

3. | ACCOUNTING POLICIES - continued

| Critical accounting judgements and key sources of estimation uncertainty

| In the application of the company's accounting policies, management is required to make judgements, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

| (i) Useful economic lives 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.

| (ii) Impairment of debtors:

| The company makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors, and historical experience.

| (iii) Investment properties:

| In accordance with FRS 102, investment properties are included at their fair value in the financial statements. This valuation is prepared by an external expert on an open market basis, looking at rental received and other movements in value of similar properties in the market. Movements in the value are recognised in profit and loss.

| Turnover

| Turnover represents amounts receivable in respect of port services provided to third parties and income from rental of properties, excluding value added tax where applicable. Turnover is deferred where it has been invoiced but relates to services or goods that have not yet been provided. Turnover is accrued where it relates to services or good that have been provided but not yet invoiced.

| The company recognises revenue when the following conditions are satisfied:

| - the company has transferred to the buyer the significant risks and and rewards of ownership of the goods;

| - the company retains neither continuing managerial involvement to the degree associated with ownership nor effective control over the goods sold;

| - the amount of revenue can be measured reliably;

| - it is probably that the economic benefits associated with the transaction can be measured reliably.

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 30 JUNE 2025

3. | ACCOUNTING POLICIES - continued

| Tangible fixed assets

| Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life.

| Plant and machinery | - | Straight line over 3 - 25 years

| Fixtures and fittings | - | Straight line over 3 years and Straight line over 4 years

| Motor vehicles | - | Straight line over 4 years

| Tangible fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses.

| Impairment of assets

| At each reporting date fixed assets are reviewed to determine whether there is any indication that those assets have suffered an impairment loss. If there is an indication of possible impairment, the recoverable amount of any affected asset is estimated and compared with its carrying amount. If estimated recoverable amount is lower, the carrying amount is reduced to its estimated recoverable amount, and an impairment loss is recognised immediately in profit or loss.

| If an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but not in excess of the amount that would have been determined had no impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised immediately in profit or loss.

| Debtors

| Short term debtors are measured at transaction price, less any impairment.

| Creditors

| Short term creditors are measured at the transaction price. Other financial liabilities are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

| Operating leases

| At inception the Company assesses agreements that transfer the right to use assets. The assessment considers whether the arrangement is a finance lease or an operating lease based on the substances of the arrangement.

| Leases that do not transfer all the risks and rewards of ownership are classified as operating leases. Payments under operating leases are charged to the profit and loss account on a straight-line basis over the period of the lease.

| Investment property

| Investment property is shown at its most recent valuation, which approximates to fair value. Any aggregate surplus or deficit arising from changes in market value is recognised in profit and loss. The gains associated with the investment property are held within retained earnings but treated as non-distributable gains until the point at which the property is sold

| Taxation

| Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

| Current tax is recognised at the amount of tax payable using the tax rates and laws that that have been enacted or substantively enacted by the balance sheet date.

| Deferred tax is recognised in respect of all timing differences at the reporting date, except as otherwise indicated.

| Deferred tax is calculated using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.

| 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 period end and that are expected to apply to the reversal of the timing difference.

| Deferred tax assets, including unrelieved tax losses, are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or future taxable profits.

| Current or deferred taxation assets and liabilities are not discounted.

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 30 JUNE 2025

3. | ACCOUNTING POLICIES - continued

| Foreign currencies

| Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of transactions.

| At each period-end foreign currency monetary items are translated using the closing rate. Non-monetary items are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

| Foreign exchange gains and losses resulting from the settlement of transactions and from the translation of

| period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the profit and loss account.

| Foreign exchange gains and losses that relate to derivatives, borrowings, cash and cash equivalents are presented in the profit and loss account within other income and finance costs. All other foreign exchange gains and losses are presented in the profit and loss account within administrative expenses.

| Pension costs and other post-retirement benefits

| Short- term employee benefits and contributions to defined contribution plans are recognised as an expense in the period in which they are incurred.

| Impairment of financial assets

| Financial assets are assessed for indicators of impairment at the end of each reporting period. Financial assets are considered to be impaired when there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows of the investment have been affected.

| For all other financial assets, objective evidence of impairment could include:

| - significant financial difficulty of the issuer or counterparty; or

| - breach of contract, such as a default or delinquency in interest or principal payments; or

| - it becoming probably that the borrower will enter bankruptcy or financial re-organisation; or

| - the disappearance of an active market for that financial asset because of financial difficulties.

| For certain categories of financial asset, such as trade receivables, assets that are assessed not to be impaired individually are, in addition, assessed for impairment on a collective basis. Objective evidence of impairment for a portfolio of receivables could include the company's past experience of collecting payments, an increase in the number of delayed payments in the portfolio past the average credit period of 30 days, as well as observable changes in national or local economic conditions that correlate with default on receivables.

| For financial assets carried at amortised cost, the amount of the impairment loss recognised is the difference between the asset's carrying amount and the present value of estimated future cash flows, discounted at the financial asset's original effective interest rate.

| For financial assets carried at cost, the amount of the impairment loss is measured as the difference between the asset's carrying amount and the present value of the estimated future cash flows discounted at the current market rate of return for a similar financial asset. Such impairment loss will not be reversed in subsequent periods.

| The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception of trade receivables, where the carrying amount is reduced through the use of an allowance account. When a trade receivable is considered uncollectible, it is written off against the allowance account. Subsequent recoveries of amounts previously written off re credited against the allowance account. Changes in the carrying amount of the allowance account are recognised in profit or loss.

| For financial assets measured at amortised cost, if, in a subsequent period, the amount of the impairment loss decreased and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed through profit or loss to the extent that the carrying amount of the investment at the date of the impairment is reversed does not exceed what the amortised cost would have been had the impairment not been recognised.

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 30 JUNE 2025

3. | ACCOUNTING POLICIES - continued

| Provisions for liabilities

| Provisions are recognised when the Company has a present (legal or constructive) obligation as a result of a past event; it is probable that an outflow of resources will be required to settle the obligation; and the amount of the obligation can be estimated reliably.

| The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation.

| Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value using a pre-tax discount rate. The unwinding of the discount is recognised as a finance cost in profit or loss in the period it arises.

| The Company recognises a provision for annual leave accrued by employees for services rendered in the current period, and which employees are entitled to carry forward and use within the next 12 months, measured at the salary cost payable for the period of absence.

| Grant income

| Income received in relation to grants are classified either as relating to revenue or to assets.

| Grants relating to revenue are recognised in other income on a systematic basis over the periods in which the entity recognises the related costs for which the grant is intended to compensate. Where a timing difference arises, the income is held on the balance sheet. When received in arrears the expected income is recognises as a debtor so long as the relevant conditions have been satisfied. When received in advance of costs, the income is held as deferred income and systematically released to the profit and loss in the periods the cost is incurred.

| Grants relating to assets are recognised initially as deferred income and released to other income on a systematic basis over the expected useful life of the asset.

4. | REVENUE

| The revenue and profit before taxation are attributable to the principal activities of the company.

| An analysis of revenue by class of business is given below:

| Period

| 1.10.23

| Year Ended |  | to

| 30.6.25 |  | 30.6.24

£'000 | £'000 |

| Property investment | 357 |  | 278 |  |

| Port services and transport | 13,317 |  | 10,384 |  |

13,674 |  | 10,662 |  |

5. | EMPLOYEES AND DIRECTORS

| Period

| 1.10.23

| Year Ended |  | to

| 30.6.25 |  | 30.6.24

£'000 | £'000 |

| Wages and salaries | 2,187 |  | 1,670 |  |

| Social security costs | 206 |  | 149 |  |

| Other pension costs | 63 |  | 42 |  |

2,456 |  | 1,861 |  |

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 30 JUNE 2025

5. | EMPLOYEES AND DIRECTORS - continued

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

| Period

| 1.10.23

| Year Ended |  | to

| 30.6.25 |  | 30.6.24

| Operations | 54 |  | 49 |  |

| Administration | 2 |  | 2 |  |

56 |  | 51 |  |

| Included within the operations staff numbers above are 39 (2024:33) employees who work within transport. These individuals are included within the payroll reporting of fellow subsidiaries, however as the activities and associated income and expense for this function are all recorded within the Income Statement of this company, the employee numbers have also been recorded here.

| Period

| 1.10.23

| Year Ended |  | to

| 30.6.25 |  | 30.6.24

£ | £ |

| Directors' remuneration | - |  | - |  |

| The directors are remunerated out of the immediate parent company Victoria Group Holdings Limited.

6. | OPERATING PROFIT

| The operating profit is stated after charging/(crediting):

| Period

| 1.10.23

| Year Ended |  | to

| 30.6.25 |  | 30.6.24

£'000 | £'000 |

| Depreciation - owned assets | 222 |  | 125 |  |

| Loss/(profit) on disposal of fixed assets | 70 |  | (2 | ) |

| Auditors' remuneration for audit services | 6 |  | 5 |  |

| Auditors remuneration for accounts and tax | 4 |  | 1 |  |

| Foreign exchange differences | 3 |  | 1 |  |

7. | INTEREST PAYABLE AND SIMILAR EXPENSES |

| Period

| 1.10.23

| Year Ended |  | to

| 30.6.25 |  | 30.6.24

£'000 | £'000 |

| Bank interest | 1 |  | 2 |  |

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 30 JUNE 2025

8. | TAXATION

| Analysis of the tax charge

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

| Period

| 1.10.23

| Year Ended |  | to

| 30.6.25 |  | 30.6.24

£'000 | £'000 |

| Current tax:

| UK corporation tax | 158 |  | 49 |  |

| Over/under provision in prior

| year | 2 |  | 7 |  |

| Total current tax | 160 |  | 56 |  |

| Deferred tax | 56 |  | 60 |  |

| Tax on profit | 216 |  | 116 |  |

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

| Reconciliation of total tax charge included in profit and loss

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

| Period

| 1.10.23

| Year Ended |  | to

| 30.6.25 |  | 30.6.24

£'000 | £'000 |

| Profit before tax | 1,816 |  | 1,591 |  |

| Profit multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 25%) | 454 |  | 398 |  |

| Effects of:

| Expenses not deductible for tax purposes | - |  | (1 | ) |

| Capital allowances in excess of depreciation | (43 | ) | (75 | ) |

| provision |

| Movement in deferred tax | 56 |  | 60 |  |

| Group losses received | (253 | ) | (273 | ) |

| Previous period over / under provision | 2 |  | 7 |  |

| Total tax charge | 216 |  | 116 |  |

| It has been agreed that companies in the Victoria Group will not compensate each other for tax losses. The Victoria Group consists of Victoria Group Holdings Limited, Victoria Ports Ltd, Victoria Group Investments Ltd, Victoria Wharves Limited, Port of Boston Limited, Sharpness Dock Limited and Seaham Harbour Dock Company.

9. | DIVIDENDS

| Dividends have been voted on the A shares in the period amounting to a total interim distribution of £5,000,000 (2024: £4,450,000).

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 30 JUNE 2025

10. | PROPERTY, PLANT AND EQUIPMENT

| Fixtures |

| Plant and |  | and |  | Motor |

| machinery |  | fittings |  | vehicles |  | Totals

£'000 | £'000 | £'000 | £'000 |

| COST

| At 1 July 2024 | 3,558 |  | 6 |  | 124 |  | 3,688 |  |

| Additions | 552 |  | - |  | 24 |  | 576 |  |

| Disposals | (966 | ) | - |  | (66 | ) | (1,032 | ) |

| At 30 June 2025 | 3,144 |  | 6 |  | 82 |  | 3,232 |  |

| DEPRECIATION

| At 1 July 2024 | 1,930 |  | 6 |  | 97 |  | 2,033 |  |

| Charge for year | 208 |  | - |  | 14 |  | 222 |  |

| Eliminated on disposal | (610 | ) | - |  | (66 | ) | (676 | ) |

| At 30 June 2025 | 1,528 |  | 6 |  | 45 |  | 1,579 |  |

| NET BOOK VALUE

| At 30 June 2025 | 1,616 |  | - |  | 37 |  | 1,653 |  |

| At 30 June 2024 | 1,628 |  | - |  | 27 |  | 1,655 |  |

11. | INVESTMENT PROPERTY

| Total

£'000 |

| FAIR VALUE

| At 1 July 2024 | 138 |  |

| Revaluations | 2 |  |

| At 30 June 2025 | 140 |  |

| NET BOOK VALUE

| At 30 June 2025 | 140 |  |

| At 30 June 2024 | 138 |  |

| The investment property is included at open market value, as deemed appropriate by the directors and third party valuers, who they appoint to review the position annually.

| The valuers that have been used to value the property as at the year end are Stratton Creber. The property has been revalued at the period end date on an open market basis.

| Fair value at 30 June 2025 is represented by:

£'000 |

| Valuation in 2022 | 19 |  |

| Valuation in 2024 | 3 |  |

| Valuation in 2025 | 2 |  |

| Cost | 116 |  |

140 |  |

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 30 JUNE 2025

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

2025 | 2024 |

£'000 | £'000 |

| Trade debtors | 424 |  | 529 |  |

| Amounts owed by group undertakings | 23,975 |  | 27,095 |  |

| Other debtors | 13 |  | 2 |  |

| Tax | - |  | 259 |  |

| VAT | 114 |  | 85 |  |

| Prepayments and accrued income | 134 |  | 121 |  |

24,660 |  | 28,091 |  |

| Amounts owed by group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable on demand.

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

2025 | 2024 |

£'000 | £'000 |

| Trade creditors | 249 |  | 453 |  |

| Tax | 86 |  | - |  |

| Social security and other taxes | 14 |  | 14 |  |

| Other creditors | 17 |  | 15 |  |

| Accruals and deferred income | 64 |  | 56 |  |

430 |  | 538 |  |

14. | SECURED DEBTS

| An unlimited guarantee and set off agreement is in place between group companies, which includes Sharpness Dock Limited, Port of Boston Limited, Victoria Wharves Limited and Victoria Group Holdings Limited. A separate guarantee is in place between Seaham Harbour Dock Company & the Victoria group, amounting to a maximum limitation of £900,000.

| A debenture incorporating a first fixed and floating legal charge over property held in the Victoria Group also exists at the year end.

15. | PROVISIONS FOR LIABILITIES

2025 | 2024 |

£'000 | £'000 |

| Deferred tax | 350 |  | 294 |  |

| Deferred |  |

| tax |  | 2024 |

£'000 | £'000 |

| Balance at 1 July 2024 | 294 |  | 234 |  |

| Accelerated capital allowances | 56 |  | 60 |  |

| Balance at 30 June 2025 | 350 |  | 294 |  |

16. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

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

| value: | £ | £ |

| 200 | Founder | £1 | 200 |  | 200 |  |

| 20,000 | A | £1 | 20,000 |  | 20,000 |  |

| 50 | B | £1 | 50 |  | 50 |  |

| 20,920 | C | £1 | 20,920 |  | 20,920 |  |

41,170 |  | 41,170 |  |

VICTORIA WHARVES LIMITED (REGISTERED NUMBER: 03104926) |

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 30 JUNE 2025

16. | CALLED UP SHARE CAPITAL - continued

| Share capital

| The Founder shares carry preferential rights to all other shares in the event of a capital distribution.

| The "A" shares carry preferential rights to all other shares except Founder shares, in the event of a capital distribution.

| The "B" shares carry dividend rights only.

| The "C" shares carry the right to a capital distribution, once the rights prescribed to both Founder and "A" shares have been satisfied.

17. | RESERVES

| Retained |  | Share |

| earnings |  | premium |  | Totals

£'000 | £'000 | £'000 |

| At 1 July 2024 | 26,493 |  | 2,630 |  | 29,123 |  |

| Profit for the year | 1,600 |  | 1,600 |  |

| Dividends | (5,000 | ) | (5,000 | ) |

| At 30 June 2025 | 23,093 |  | 2,630 |  | 25,723 |  |

18. | ULTIMATE PARENT COMPANY

| There has been no change in the ultimate parent company during the period, with Victoria Group Investments Limited, a company incorporated in England, continuing to hold that position since the group restructure on 26 June 2024.

| Victoria Wharves Limited is a wholly owned subsidiary of Victoria Group Holdings Limited, who in turn is a wholly owned subsidiary of Victoria Group Investments Limited.

| On 30th June 2025, the group structure was amended, and the previous intermediate parent company of Victoria Group Holdings Limited (Victoria Ports Ltd) disposed of its shares in the company via a dividend in specie. At the year end, Victoria Ports Ltd was still 100% owned by Victoria Group Investments Limited, and Victoria Group Investments Limited remains the ultimate parent company.

| Copies of the consolidated financial statements for Victoria Group Investments Limited to the 30 June 2025 are available from Companies House, Crown Way, Cardiff.

19. | ULTIMATE CONTROLLING PARTY

| The Gatehouse Family Trust is considered to be the ultimate controlling party as a result of its majority shareholding.