Company registration number 07254876 (England and Wales)
PAROGON PUBS HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 JUNE 2025
PAROGON PUBS HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Mr P M Sharp
Mr R J Colclough
Mr C Childs
Mr D E Myers
Mr J L Keates
Secretary
Mr R J Colclough
Company number
07254876
Registered office
The Swan With 2 Necks
Nantwich Road
Blackbrook
Newcastle-under-Lyme
Staffordshire
ST5 5EH
Auditor
HaysMac LLP
10 Queen Street Place
London
EC4R 1AG
PAROGON PUBS HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Statement of comprehensive income
8
Statement of financial position
9
Statement of changes in equity
10
Notes to the financial statements
11 - 21
PAROGON PUBS HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 29 JUNE 2025
- 1 -

The directors present their strategic report for the year ended 29 June 2025.

INTRODUCTION

Parogon Pubs Holdings Limited (PPH) primary activities are that of a holding company. It owns the subsidiaries that operate 9 restaurants and 2 property companies and incurs overheads in supporting those businesses.

The Board of Directors consists of:

Richard Colclough - Managing Director

Phil Sharp - Property Director

Chris Childs - Commercial Director

David Myers - Non executive Director

James Keates - Non executive Director

Review of the business

Turnover in the year to 29 June 2025 was £0.8m (2024: £0.8m) in line with the prior year. As a holding company the business generates its income by recharging its direct overheads back to its subsidiaries. Administrative expenses totalled £1.0m (2024: £1.1m) down by £0.1m.

Profit/(Loss) after taxation in the current period was £1.2m (2024: (£1.2m)) which also includes dividends received from its subsidiaries totalling £1.5m in the current period. Of these dividends received it passed a dividend on to its parent company of £1.2m.

At the balance sheet date net assets were £0.4m (2024: £0.3m) a gain of £0.1m.

During the period a company in the wider group acquired the freehold interest in a site that one of the operating companies currently trade from. Part of this site will be used for the ongoing head office function of the wider group that this company provides.

Principal risks and uncertainties

Financial risk

The objectives of the company are to manage its financial risk and to minimise the adverse effects of fluctuations in the financial markets on its financial assets and liabilities, on reported profitability and on its cash flows. The main risks associated with the company's financial assets and liabilities are set out below:

Liquidity risk

The company funds its operations through a mix of the generation and retention of profits. As a holding company support is available from its parent if required. The Directors are confident that additional facilities would be available should they be required to invest within its holdings.

Credit risk

The company does not have customers on credit due to the cash generative nature of the business as customers tend to pay at the point of sale. Credit risk is therefore not considered to be significant risk to the group.

Cashflow risk

The group carefully monitors its day-to-day expenditure and forecasts future cashflows to manage its cashflow risk and cover its overheads. Cashflows for any growth projects are planned ahead of any projects being undertaken.

PAROGON PUBS HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 29 JUNE 2025
- 2 -
Key performance indicators

The directors consider that the key financial performance indicator is net profit and key non-financial performance indicator is the average Net Promotor Score (NPS) / SevenRooms Score (SRS).

| 2025 | 2024
Net (loss)/profit | £1,245,773 | £1,180,061
NPS / SRS average | 82.3 | 82.8

On behalf of the board

Mr R J Colclough
Director
24 November 2025
PAROGON PUBS HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 29 JUNE 2025
- 3 -

The directors present their annual report and financial statements for the Period ended 29 June 2025.

Principal activities

The principal activity of the company continued to be that of a holding company.

Results and dividends

The results for the Period are set out on Page 8.

Interim dividends were paid amounting to £1,150,000 (2024: £800,000). The directors do not recommend payment of a final dividend.

Directors

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

Mr P M Sharp
Mr R J Colclough
Mr C Childs
Mr D E Myers
Mr J L Keates
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
Mr R J Colclough
Director
24 November 2025
PAROGON PUBS HOLDINGS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 29 JUNE 2025
- 4 -

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

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

- 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.

PAROGON PUBS HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF PAROGON PUBS HOLDINGS LIMITED
- 5 -
Opinion

We have audited the financial statements of Parogon Pubs Holdings Limited (the 'company') for the Period ended 29 June 2025 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity and notes to the financial statements, including 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 29 June 2025 and of its profit for the Period 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 Auditor's 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 other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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 course of 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 our audit:

- the information given in the strategic report and the directors' r eport for the financial Period for which the financial statements are prepared is consistent with the financial statements; and

- the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

PAROGON PUBS HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF PAROGON PUBS HOLDINGS LIMITED
- 6 -
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 identifie d material misstatements in the strategic report or the directors' r eport.

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

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

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

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

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

Responsibilities of directors

As explained more fully in the directors' r esponsibilities s tatement, 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 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 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.

Auditor's 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 auditor's 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.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006 and corporation tax.

We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to management bias in accounting estimates. Audit procedures performed by the engagement team included:

- Inspecting correspondence with regulators and tax authorities;

- Discussions with management including consideration of known or suspected instances of non-compliance with laws and regulation and fraud;

- Evaluating management's controls designed to prevent and detect irregularities;

- Identifying and testing accounting journal entries, in particular those journal entries which exhibited the characteristics we had identified as possible indicators of irregularities; and

- Challenging assumptions and judgements made by management in their critical accounting estimates

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulations. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

PAROGON PUBS HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF PAROGON PUBS HOLDINGS LIMITED
- 7 -

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 an auditor's report 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.

Isabelle Shepherd
Senior Statutory Auditor
For and on behalf of HaysMac LLP
24 November 2025
10 Queen Street Place
London
EC4R 1AG
PAROGON PUBS HOLDINGS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 29 JUNE 2025
- 8 -
Period
Period
ended
ended
29 June
30 June
2025
2024
Notes
£
£
Turnover
3
763,727
808,286
Cost of sales
3,671
17,783
Gross profit
767,398
826,069
Administrative expenses
(954,952)
(1,069,767)
Exceptional item
4
(16,765)
(5,306)
Operating loss
5
(204,319)
(249,004)
Interest receivable and dividends receivable
7
1,475,913
1,129,066
Interest payable and similar expenses
8
(25,821)
-
0
Profit on disposal
9
-
299,999
Profit before taxation
1,245,773
1,180,061
Tax on profit
10
(6,500)
(18,116)
Profit for the financial Period
1,239,273
1,161,945
PAROGON PUBS HOLDINGS LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
29 JUNE 2025
29 June 2025
- 9 -
29 June 2025
30 June 2024
Notes
£
£
£
£
Fixed assets
Intangible assets
12
60,042
64,236
Tangible assets
13
41,788
185,890
Investments
15
4,217
4,217
106,047
254,343
Current assets
Debtors
16
722,776
437,079
Cash at bank and in hand
21,858
43,456
744,634
480,535
Creditors: amounts falling due within one year
17
(466,299)
(439,325)
Net current assets
278,335
41,210
Net assets
384,382
295,553
Capital and reserves
Called up share capital
18
4,000
4,444
Share premium account
19
31,556
31,556
Profit and loss reserves
20
348,826
259,553
Total equity
384,382
295,553

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 24 November 2025 and are signed on its behalf by:
Mr R J Colclough
Director
Company registration number 07254876 (England and Wales)
PAROGON PUBS HOLDINGS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 29 JUNE 2025
- 10 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 3 July 2023
4,444
31,556
(102,392)
(66,392)
Period ended 30 June 2024:
Profit and total comprehensive income
-
-
1,161,945
1,161,945
Dividends
11
-
-
(800,000)
(800,000)
Balance at 30 June 2024
4,444
31,556
259,553
295,553
Period ended 29 June 2025:
Profit and total comprehensive income
-
-
1,239,273
1,239,273
Dividends
11
-
-
(1,150,000)
(1,150,000)
Capital reduction
(444)
-
-
(444)
Balance at 29 June 2025
4,000
31,556
348,826
384,382
PAROGON PUBS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 JUNE 2025
- 11 -
1
Accounting policies
Company information

Parogon Pubs Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is The Swan With 2 Necks, Nantwich Road, Blackbrook, Newcastle-under-Lyme, Staffordshire, ST5 5EH.

1.1
Accounting convention

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.

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 £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. T he company has therefore taken advantage of e xemptions from the following disclosure requirements:

- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

- Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

- Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

Parogon Pubs Holdings Limited is a wholly owned subsidiary of The Parogon Pub Group Limited and the results of Parogon Pubs Holdings Limited are included in the consolidated financial statements of The Parogon Pub Group Limited which are available from The Swan with Two Necks, Nantwich Road, Blackbrook, Newcastle, Staffordshire, ST5 5EH.

1.2
Going concern

A true t the time of approving the financial statements, t he directors have a reasonable expectation that the company has 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.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes.

PAROGON PUBS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 JUNE 2025
1
Accounting policies
(Continued)
- 12 -

Revenue is generated from a management recharge and gift card breakages. All administrative expenses are recharged to the opcos within the group.

Revenue relating to gift cards is deferred until such a time as the gift card has expired or is used in one of the sites. When gift cards are redeemed at a site, the revenue is recognised by the operating company that manages the site, as they are considered to have earned the revenue.

1.4
Intangible fixed assets other than goodwill

Intangible assets are initially measured at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Amortisation 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:

Website
33% on cost
Software
20% on cost
1.5
Tangible fixed assets

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

Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

Fixtures and fittings
20% on cost
Computers
33% on cost

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 credited or charged to profit or loss.

Tangible fixed assets costing £500 or more are capitalised under the cost model and stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

The company adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the company. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred.

1.6
Fixed asset investments

Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

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

1.7
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).

PAROGON PUBS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 JUNE 2025
1
Accounting policies
(Continued)
- 13 -
1.8
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand.

1.9
Financial instruments

The company 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 company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where 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 have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

PAROGON PUBS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 JUNE 2025
1
Accounting policies
(Continued)
- 14 -
Basic financial liabilities

Basic financial liabilities, including creditors and loans from fellow group companies that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future paymen ts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. A m ounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are s ubsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value th r ough profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.10
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.11
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end 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 profit nor the accounting profit.

PAROGON PUBS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 JUNE 2025
1
Accounting policies
(Continued)
- 15 -
1.12
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.13

Dividend income

Dividend income from group companies are recognised when the shareholder's right to receive payment has been established.

2
Judgements and key sources of estimation uncertainty

In the application of the company’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.

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.

Depreciation rates and estimated economic useful life of tangible fixed assets

Management review the useful economic lives of depreciable assets at each reporting date so as to allocate the cost of assets, less their residual value, over their estimated useful life. Uncertainties in these estimates relate to the actual life of the tangible fixed assets.

3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Management recharge
682,497
733,558
Gift card breakages
81,230
74,728
763,727
808,286
PAROGON PUBS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 JUNE 2025
- 16 -
4
Exceptional item
2025
2024
£
£
Expenditure
Exceptional item - Admin costs
16,765
5,306

Exceptional costs incurred during the reporting period relate to historical costs. These costs have been treated as exceptional due to their non-recurring nature and material significance to the financial statements.

5
Operating loss
2025
2024
Operating loss for the period is stated after charging:
£
£
Fees payable to the company's auditor for the audit of the company's financial statements
9,000
7,000
Depreciation of owned tangible fixed assets
167,976
231,102
Amortisation of intangible assets
15,707
8,459
Operating lease charges
103,156
85,944

All audit fees payable for the company are accounted for in the parent company.

6
Employees

The employees are contracted with Parogon HQ Limited, an entity within the Group. The average monthly number of employees and employee costs disclosed below are those used by this company under a recharge agreement with Parogon HQ Limited.

2025
2024
Number
Number
Directors
5
5
7
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
884
4,066
Other interest income
29
-
0
Total interest revenue
913
4,066
Income from fixed asset investments
Income from shares in group undertakings
1,475,000
1,125,000
Total income
1,475,913
1,129,066
PAROGON PUBS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 JUNE 2025
- 17 -
8
Interest payable and similar expenses
2025
2024
£
£
Other interest
25,821
-
0
9
Gain on sale of investments
2025
2024
£
£
Gain on sale of investments
-
0
299,999
10
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
6,500
1,017
Deferred tax
Origination and reversal of timing differences
-
0
17,099
Total tax charge
6,500
18,116

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

2025
2024
£
£
Profit before taxation
1,245,773
1,180,061
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
311,443
295,015
Tax effect of expenses that are not deductible in determining taxable profit
7,987
1,327
Tax effect of income not taxable in determining taxable profit
-
0
(75,000)
Change in unrecognised deferred tax assets
108,181
77,966
Under/(over) provided in prior years
6,500
-
0
Deferred tax adjustments in respect of prior years
(58,861)
58
Dividend income
(368,750)
(281,250)
Taxation charge for the period
6,500
18,116
PAROGON PUBS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 JUNE 2025
- 18 -
11
Dividends
2025
2024
£
£
Interim paid
1,150,000
800,000
12
Intangible fixed assets
Website
Software
Total
£
£
£
Cost
At 1 July 2024
6,164
70,426
76,590
Additions
539
10,974
11,513
At 29 June 2025
6,703
81,400
88,103
Amortisation and impairment
At 1 July 2024
1,151
11,203
12,354
Amortisation charged for the Period
2,053
13,654
15,707
At 29 June 2025
3,204
24,857
28,061
Carrying amount
At 29 June 2025
3,499
56,543
60,042
At 30 June 2024
5,013
59,223
64,236
13
Tangible fixed assets
Fixtures and fittings
Computers
Total
£
£
£
Cost
At 1 July 2024
922,208
212,145
1,134,353
Additions
5,372
18,502
23,874
Disposals
-
0
(3,799)
(3,799)
At 29 June 2025
927,580
226,848
1,154,428
Depreciation and impairment
At 1 July 2024
770,586
177,877
948,463
Depreciation charged in the Period
151,188
16,788
167,976
Eliminated in respect of disposals
-
0
(3,799)
(3,799)
At 29 June 2025
921,774
190,866
1,112,640
PAROGON PUBS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 JUNE 2025
13
Tangible fixed assets
Fixtures and fittings
Computers
Total
£
£
£
(Continued)
- 19 -
Carrying amount
At 29 June 2025
5,806
35,982
41,788
At 30 June 2024
151,622
34,268
185,890
14
Subsidiaries

Details of the company's subsidiaries at 29 June 2025 are as follows:

Name of undertaking
Address
Nature of business
Class of
% Held
shares held
Direct
The Parogon Pub Company Limited
1
Restaurant and bar
Ordinary
100.00
Farestone Limited
1
Restaurant and bar
Ordinary
100.00
The Orange Tree Bar & Grill Limited
2
Restaurant and bar
Ordinary
100.00
The Sheet Anchor Ltd
2
Restaurant and bar
Ordinary
100.00
The Boars Head Pub Ltd
1
Restaurant and bar
Ordinary
100.00
The Broughton Arms Ltd
1
Restaurant and bar
Ordinary
100.00
Seven Stars Pub Ltd
2
Restaurant and bar
Ordinary
100.00
Red House Propco Limited
2
Property company
Ordinary
100.00
Red House Lilleshall Limited
2
Restaurant and bar
Ordinary
100.00
Mortlake Propco Ltd
2
Property company
Ordinary
100.00
Parogon Mortlake Ltd
2
Restaurant and bar
Ordinary
100.00

Registered office addresses (all UK unless otherwise indicated):

1
The Swan with Two Necks, Nantwich Road, Blackbrook, Newcastle under Lyme, ST5 5EH
2
The Orange Tree Bar & Grill, 371 Newcastle Road, Stoke on Trent, Staffordshire, ST4 6PG
15
Fixed asset investments
2025
2024
Notes
£
£
Investments in subsidiaries
14
4,217
4,217
PAROGON PUBS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 JUNE 2025
- 20 -
16
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
-
0
(3,089)
Corporation tax recoverable
-
0
6,500
Amounts owed by group undertakings
681,112
304,112
Other debtors
20,000
40,483
Prepayments and accrued income
21,664
89,073
722,776
437,079

Amounts owed by group undertakings are interest free and repayable on demand.

17
Creditors: amounts falling due within one year
2025
2024
£
£
Trade creditors
18,871
40,089
Corporation tax
-
0
1,017
Other taxation and social security
65,677
60,337
Other creditors
8,853
8,645
Accruals and deferred income
372,898
329,237
466,299
439,325
18
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
4,000
4,444
4,000
4,444

Each ordinary share has full voting rights, full dividend rights and the right to participate in distributions on winding up. The shares are not redeemable.

19
Share premium account
2025
2024
£
£
At the beginning and end of the Period
31,556
31,556

The share premium is made up of receipts in excess of the par value of new share capital issued.

PAROGON PUBS HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 JUNE 2025
- 21 -
20
Profit and loss reserves
2025
2024
£
£
At the beginning of the Period
259,553
(102,392)
Adjusted balance
259,553
(102,392)
Profit for the Period
1,239,273
1,161,945
Dividends declared and paid in the Period
(1,150,000)
(800,000)
At the end of the Period
348,826
259,553

Retained earnings represents the accumulated profits less accumulated losses and distributions up to the reporting date. This is a distributable reserve.

21
Financial commitments, guarantees and contingent liabilities

The company has given unlimited guarantees, secured on the company's assets, as security for the borrowings of fellow group undertakings. At 29 June 202 5 these borrowings amounted to £9,707,947 (202 4 - £6,262,968). As at the date of approval of these accounts, the directors do not anticipate that the guarantee will be called upon.

22
Operating lease commitments

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

2025
2024
£
£
Within 1 year
88,561
97,298
Years 2-5
67,639
39,434
156,200
136,732
23
Related party transactions
Transactions with related parties

The following amounts were outstanding at the reporting end date:

An LLP under common control owed £20,000 (2024 - £20,000) to Parogon Pubs Holdings Limited at the period end. This is an unsecured interest free loan, repayable on demand.

24
Ultimate controlling party

The ultimate parent company is The Parogon Pub Group Limited which has the registered office The Swan With Two Necks, Nantwich Road, Blackbrook, Newcastle, Staffordshire, ST5 5EH.

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