Company registration number 01538919 (England and Wales)
WOODLOCK HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
WOODLOCK HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Mr O Castera
Mr NH De Coninck-Smith
JC Wilks
Secretary
JC Wilks
Company number
01538919
Registered office
The Third Floor
Langdon House, Langdon Road
Swansea Waterfront
Swansea
SA1 8QY
Auditor
WBV Limited
The Third Floor
Langdon House, Langdon Road
SA1 Swansea Waterfront
Swansea
Wales
SA1 8QY
WOODLOCK HOLDINGS LIMITED
CONTENTS
Page
Directors' report
1
Directors' responsibilities statement
2
Independent auditor's report
3 - 5
Profit and loss account
6
Group statement of comprehensive income
7
Group balance sheet
8
Company balance sheet
9
Group statement of changes in equity
10
Company statement of changes in equity
11
Group statement of cash flows
12
Company statement of cash flows
13
Notes to the financial statements
14 - 26
WOODLOCK HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2025
- 1 -

The directors present their annual report and financial statements for the year ended 30 June 2025.

Principal activities

The principal activity of the company and group continued to be that of the responsibility as sponsor under a Flexible Apportionment Arrangement for the defined benefit pension scheme previously operated by Encase Limited.

Results and dividends

The results for the year are set out on page 6.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

Directors

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

Mr O Castera
Mr NH De Coninck-Smith
JC Wilks
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 auditor of the company 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 auditor of the company is aware of that information.

On behalf of the board
Mr O Castera
Director
2 October 2025
WOODLOCK HOLDINGS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 JUNE 2025
- 2 -

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

United Kingdom company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare the group and parent company 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 group and parent company, and of the profit or loss of the group for that period.

In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;

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

- state whether applicable U nited K ingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and parent company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and parent 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 group and parent company, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

WOODLOCK HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF WOODLOCK HOLDINGS LIMITED
- 3 -
Opinion

We have audited the financial statements of Woodlock Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 June 2025 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company statement of cash flows 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 group's and the parent company's affairs as at 30 June 2025 and of the group's loss 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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 group's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

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:

- T he information given in the directors' r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- The directors' report has been prepared in accordance with applicable legal requirements.

WOODLOCK HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF WOODLOCK HOLDINGS LIMITED
- 4 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and parent company and its environment obtained in the course of the audit, we have not identifie d material misstatements in the directors' r eport.

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

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

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

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

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

- the directors were not entitled to take advantage of the small companies exemption from the requirement to prepare a strategic report.

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 group's and parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or parent 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.

Irregularities including fraud, are instances of non compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud.

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

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

- Enquir ing of management, including obtaining and reviewing of supporting documentation concerning the company's policies and procedures relating to:

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

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

- The systems and controls established to mitigate risks related to fraud or non-compliance with laws and regulations;

- Discussions within the engagement team regarding how and where fraud might occur in the Financial Statements and any potential indicators of fraud. As part of this process we did not identify any significant areas where there was potential for fraud.

- Obtaining an understanding of the legal and regulatory frameworks that the company operates in, with a focus on those laws and regulations that had a direct effect on the Financial Statements to that had a fundamental effect on the operations of the company. The key laws and regulations we considered in this context included the Companies Act 2006, the Financial Reporting Standard FRS 102 and relevant tax legislation.

WOODLOCK HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF WOODLOCK HOLDINGS LIMITED
- 5 -

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.

Audit response to risks identified

Our procedures to risks identified included the following:

-Reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with relevant laws and regulations discussed above;

-Enquiring of management for details of actual and potential litigation and claims;

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

-In addressing the risk of management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates indicate any potential bias; and evaluating the rationale of any significant transactions that are unusual or outside the normal course of business.

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 regulation. 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 representation.

A further description of our responsibilities is available on the Financial Reporting Council's website at: https://www.frc.org.uk/auditors/audit-assurance/auditor-s-responsibilities-for-the-audit-of-the-fi/description-of-the-auditor%E2%80%99s-responsibilities-for. This description forms part of our auditor's report.

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 the audit.

Use of our report

This report is made solely to the parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

(Senior Statutory Auditor)
For and on behalf of WBV Limited, Statutory Auditor
Chartered Accountants
The Third Floor
Langdon House, Langdon Road
SA1 Swansea Waterfront
Swansea
SA1 8QY
Wales
2 October 2025
WOODLOCK HOLDINGS LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 JUNE 2025
- 6 -
2025
2024
Notes
£
£
Administrative expenses
(127,929)
(133,533)
Interest receivable and similar income
6
98,360
42,375
Loss before taxation
(29,569)
(91,158)
Tax on loss
7
-
0
-
0
Loss for the financial year
16
(29,569)
(91,158)
Loss for the financial year is all attributable to the owners of the parent company.

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

WOODLOCK HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2025
- 7 -
2025
2024
£
£
Loss for the year
(29,569)
(91,158)
Other comprehensive income
Actuarial gain/(loss) on defined benefit pension schemes
15,000
(5,000)
Cash flow hedges gain arising in the year
-
0
-
0
Total comprehensive income for the year
(14,569)
(96,158)
Total comprehensive income for the year is all attributable to the owners of the parent company.
WOODLOCK HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
30 JUNE 2025
30 June 2025
- 8 -
2025
2024
Notes
£
£
£
£
-
-
Current assets
Cash at bank and in hand
267,730
284,901
Creditors: amounts falling due within one year
12
(181,580)
(184,182)
Net current assets
86,150
100,719
Creditors: amounts falling due after more than one year
13
(250,000)
(250,000)
Net liabilities
(163,850)
(149,281)
Capital and reserves
Called up share capital
15
13,175,000
13,175,000
Profit and loss reserves
16
(13,338,850)
(13,324,281)
Total equity
(163,850)
(149,281)
The financial statements were approved by the board of directors and authorised for issue on 2 October 2025 and are signed on its behalf by:
02 October 2025
Mr O Castera
Director
Company registration number 01538919 (England and Wales)
WOODLOCK HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 30 JUNE 2025
30 June 2025
- 9 -
2025
2024
Notes
£
£
£
£
Fixed assets
Investments
8
1
1
Current assets
Debtors
11
81,391
67,360
Cash at bank and in hand
259,503
276,715
340,894
344,075
Creditors: amounts falling due within one year
12
(169,680)
(168,200)
Net current assets
171,214
175,875
Total assets less current liabilities
171,215
175,876
Creditors: amounts falling due after more than one year
13
(250,000)
(250,000)
Net liabilities
(78,785)
(74,124)
Capital and reserves
Called up share capital
15
13,175,000
13,175,000
Profit and loss reserves
16
(13,253,785)
(13,249,124)
Total equity
(78,785)
(74,124)

As permitted by section 408 of the Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s loss for the year was £4,660 (2024 - £1,206,238 profit).

The financial statements were approved by the board of directors and authorised for issue on 2 October 2025 and are signed on its behalf by:
02 October 2025
Mr O Castera
Director
Company registration number 01538919 (England and Wales)
WOODLOCK HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2025
- 10 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 July 2023
13,875,000
(13,228,123)
646,877
Year ended 30 June 2024:
Loss for the year
-
(91,158)
(91,158)
Other comprehensive income:
Actuarial gains on defined benefit plans
-
(5,000)
(5,000)
Total comprehensive income
-
(96,158)
(96,158)
Reduction of shares
15
(700,000)
-
(700,000)
Balance at 30 June 2024
13,175,000
(13,324,281)
(149,281)
Year ended 30 June 2025:
Loss for the year
-
(29,569)
(29,569)
Other comprehensive income:
Actuarial gains on defined benefit plans
-
15,000
15,000
Total comprehensive income
-
(14,569)
(14,569)
Balance at 30 June 2025
13,175,000
(13,338,850)
(163,850)
WOODLOCK HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2025
- 11 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 July 2023
13,875,000
(14,455,362)
(580,362)
Year ended 30 June 2024:
Profit and total comprehensive income for the year
-
1,206,238
1,206,238
Reduction of shares
15
(700,000)
-
(700,000)
Balance at 30 June 2024
13,175,000
(13,249,124)
(74,124)
Year ended 30 June 2025:
Profit and total comprehensive income
-
(4,661)
(4,661)
Balance at 30 June 2025
13,175,000
(13,253,785)
(78,785)
WOODLOCK HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2025
- 12 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
22
(18,531)
(27,951)
Investing activities
Interest received
1,360
4,375
Net cash generated from investing activities
1,360
4,375
Financing activities
Redemption of shares
-
0
(700,000)
Net cash used in financing activities
-
(700,000)
Net decrease in cash and cash equivalents
(17,171)
(723,576)
Cash and cash equivalents at beginning of year
284,901
1,008,477
Cash and cash equivalents at end of year
267,730
284,901
WOODLOCK HOLDINGS LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2025
- 13 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
19
(18,531)
(250,857)
Investing activities
Interest received
1,319
521
Dividends received
-
0
1,222,907
Net cash generated from investing activities
1,319
1,223,428
Financing activities
Redemption of shares
-
0
(700,000)
Net cash used in financing activities
-
(700,000)
Net (decrease)/increase in cash and cash equivalents
(17,212)
272,571
Cash and cash equivalents at beginning of year
276,715
4,144
Cash and cash equivalents at end of year
259,503
276,715
WOODLOCK HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
- 14 -
1
Accounting policies
Company information

Woodlock Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is The Third Floor, Langdon House, Langdon Road, SA1 Swansea Waterfront, Swansea, SA1 8QY.

The group consists of Woodlock Holdings Limited, Beaumont Pensions Limited and Yeadon Limited

1.1
Basis of preparation

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.

1.2
Business combinations

In the parent company financial statements, t he cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. I nvestments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Woodlock Holdings Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

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

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

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

WOODLOCK HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 15 -

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.

Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.

If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.

Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.

1.4
Going concern

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

1.5
Fixed asset investments

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

I n the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

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

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the g roup’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

In the parent c ompany financial statements, investments in associates are accounted for at cost less impairment.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

WOODLOCK HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 16 -
1.6
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.7
Financial instruments

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

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

Financial assets and liabilities are offset and 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 m ethod 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 group 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.

WOODLOCK HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 17 -
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 group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares 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. Amounts 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 subsequently 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 group's contractual obligations expire or are discharged or cancelled.

1.8
Equity instruments

Equity instruments issued by the group 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 group.

1.9
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 profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

WOODLOCK HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 18 -
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.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

2
Judgements and key sources of estimation uncertainty

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

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

The key area of estimation uncertainty relates to the calculation of the defined benefit scheme obligation. The directors have taken independent professional advice from a qualified actuary in order to ensure that the accounting treatment and disclosure requirements are met.

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.

The key area of estimation uncertainty relates to the calculation of the defined benefit scheme obligation. The directors have taken independent professional advice from a qualified actuary in order to ensure that the accounting treatment and disclosure requirements are met.

3
Revenue
2025
2024
£
£
Interest income
98,360
42,375
WOODLOCK HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 19 -
4
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
4,350
4,200
For other services
All other non-audit services
4,350
4,200
5
Employees

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

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
3
3
3
3
6
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
1,360
4,375
Interest on the net defined benefit asset
97,000
38,000
Total income
98,360
42,375
2025
2024
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
1,360
4,375
7
Taxation
WOODLOCK HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
7
Taxation
(Continued)
- 20 -

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

2025
2024
£
£
Loss before taxation
(29,569)
(91,158)
Expected tax charge based on the standard rate of corporation tax in the UK of 0% (2024: 0%)
-
-
Taxation charge in the financial statements
-
-
8
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
9
-
0
-
0
1
1
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 July 2024 and 30 June 2025
1
Carrying amount
At 30 June 2025
1
At 30 June 2024
1
9
Subsidiaries

Details of the company's subsidiaries at 30 June 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Beaumont Pensions Limited
The Third Floor, Langdon House, Langdon Road, SA1 Swansea Waterfront, Swansea, SA1 8QY
Ordinary
100.00
Yeadon Limited
The Third Floor, Langdon House, Langdon Road, SA1 Swansea Waterfront, Swansea, SA1 8QY
Ordinary
100.00
WOODLOCK HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 21 -
10
Financial instruments
Group
Company
2025
2024
2025
2024
£
£
£
£
Carrying amount of financial assets include:
Instruments measured at fair value through profit or loss
267,730
284,901
259,503
276,715

11
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Amounts owed by group undertakings
-
-
81,391
67,360
12
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
£
£
£
£
Trade creditors
610
-
0
610
-
0
Amounts owed to group undertakings
164,000
164,000
164,000
164,000
Accruals and deferred income
16,970
20,182
5,070
4,200
181,580
184,182
169,680
168,200
13
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
£
£
£
£
Accruals and deferred income
250,000
250,000
250,000
250,000
WOODLOCK HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 22 -
14
Retirement benefit schemes
Defined benefit schemes

The Group is sponsor of a defined benefit pension scheme providing pension benefits to certain previous employees of the group. This scheme is closed to new members and future accruals.

Valuation

The scheme is subject to triennial actuarial valuation; the last valuation being carried out and reported as at 30 June 2023, these results have been updated to 30 June 2025 under the provisions of Financial Reporting Standard 102 by a qualified independent actuary using approximate actuarial techniques and available information.

Funding Policy

The Group contributions made in respect of the accounting period amounted to £Nil (20234 £Nil). The funding of future accrual of benefits for category B members ceased after 5 April 2006 and for Category A members ceased in October 2006.

The current arrangements as regards to contribution levels are described in the schedule of contributions dated 19 March 2023. No deficit contributions are payable as the scheme is in surplus at the valuation date.

2025
2024
Key assumptions
%
%
Discount rate
5.4
5.10
Expected rate of increase of pensions in payment
2.4
2.6
Expected rate of salary increases
2.9
3.2
Commutation of pension tax-free cash lump sum at retirement
60
60
Mortality assumptions
2025
2024

Assumed life expectations on retirement at age 65:

Years
Years
Retiring today
- Males
24.4
24.4
- Females
27.4
27.3
Retiring in 20 years
- Males
26.0
26.0
- Females
29.0
28.9
WOODLOCK HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
14
Retirement benefit schemes
(Continued)
- 23 -

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

2025
2024
Group
£
£
Present value of defined benefit obligations
9,575,000
10,314,000
Fair value of plan assets
(9,575,000)
(10,314,000)
Surplus/deficit in scheme
-
-
Scheme assets
11,937,000
12,275,000
Scheme liabilities
9,575,000
10,314,000
Scheme asset
2,362,000
1,961,000
The company has not recognised the pension scheme surplus in the financial statements. The position recognised is one of no asset/liability. This is the position for both 2024 and 2025.
Group
2025
2024
Amounts recognised in the profit and loss account
£
£
Costs/(income):
Net interest on net defined benefit liability/(asset)
(97,000)
(38,000)
Scheme expenses
112,000
33,000
Total costs/(income)
15,000
(5,000)
Group
2025
2024
Amounts recognised in other comprehensive income
£
£
Costs/(income):
Actual return on scheme assets
(626,000)
(661,000)
Less: calculated interest element
601,000
652,000
Return on scheme assets excluding interest income
(25,000)
(9,000)
Actuarial changes related to obligations
(391,000)
(1,215,000)
Asset value not recognised in financial statements
401,000
1,229,000
Total costs/(income)
(15,000)
5,000
WOODLOCK HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
14
Retirement benefit schemes
(Continued)
- 24 -
Group
2025
Movements in the present value of defined benefit obligations
Liabilities at 1 July 2024
10,314,000
Benefits paid
(852,000)
Actuarial gains and losses
(391,000)
Interest cost
504,000
At 30 June 2025
9,575,000

The defined benefit obligations arise from plans which are wholly unfunded.

Group
2025
Movements in the fair value of plan assets
£
Fair value of assets at 1 July 2024
12,275,000
Interest income
601,000
Return on plan assets (excluding amounts included in net interest)
25,000
Benefits paid
(852,000)
Expenses
(112,000)
Fair value of plan assets
11,937,000
Asset value not recognised in group financial statements
(2,362,000)
At 30 June 2025
9,575,000
Group
2025
2024
Fair value of plan assets
£
£
With-profit funds
6,332,000
6,366,000
Insured pensioners
5,390,000
5,718,000
Cash
215,000
191,000
11,937,000
12,275,000
15
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
of £1 each
13,175,000
13,175,000
13,175,000
13,175,000
WOODLOCK HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
15
Share capital
(Continued)
- 25 -

Called up share capital represents the nominal value of shares that have been issued. There is a single class of ordinary shares. There is no restrictions on the distribution of dividends and the repayments of capital.

16
Reserves
Profit and loss reserves

Retained earnings includes all current and prior period retained profit and losses.

17
Capital commitments

The Group had no capital commitments at 30 June 2025 or 30 June 2024.

18
Controlling party

The directors regard Canadian Overseas Packaging Industries Limited, incorporated in Canada, as the Company's ultimate parent company and controlling party. The registered office is, Suite 1500, One Brunwick Square, Saint John, NB E2L 4H8, Canada.

19
Cash absorbed by operations - company
2025
2024
£
£
(Loss)/profit after taxation
(4,661)
1,206,238
Adjustments for:
Investment income
(1,319)
(1,223,428)
Movements in working capital:
Increase in debtors
(14,031)
(67,360)
Increase/(decrease) in creditors
1,480
(166,307)
Cash absorbed by operations
(18,531)
(250,857)
20
Analysis of changes in net funds - group
1 July 2024
Cash flows
30 June 2025
£
£
£
Cash at bank and in hand
284,901
(17,171)
267,730
21
Analysis of changes in net funds - company
1 July 2024
Cash flows
30 June 2025
£
£
£
Cash at bank and in hand
276,715
(17,212)
259,503
WOODLOCK HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 26 -
22
Cash absorbed by group operations
2025
2024
£
£
Loss for the year after tax
(29,569)
(91,158)
Adjustments for:
Investment income
(98,360)
(42,375)
Pension scheme non-cash movement
112,000
328,000
Decrease in provisions
-
(324,000)
Movements in working capital:
(Decrease)/increase in creditors
(2,602)
848
Cash absorbed by operations
(18,531)
(128,685)
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