Company registration number 04830467 (England and Wales)
RORKE HOLDINGS LIMITED
Annual Report And Financial Statements
For The Year Ended 31 December 2025
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Company Information
Directors
Mr AR Henderson
Mrs SJ Henderson
Secretary
Mrs SJ Henderson
Company number
04830467
Registered office
The Goods Shed
Jubilee Way
Faversham
Kent
England
ME13 8GD
Auditor
Chavereys Audit Limited
The Goods Shed
Jubilee Way
Faversham
Kent
England
ME13 8GD
Business address
C/O Simms International
Northdown Close, Northdown Business Park
Ashford Road
Lenham
Kent
England
ME17 2DL
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Contents
Page
Strategic report
1 - 4
Directors' report
5 - 6
Directors' responsibilities statement
7
Independent auditor's report
8 - 10
Group statement of comprehensive income
11
Group balance sheet
12
Company balance sheet
13
Group statement of changes in equity
14
Company statement of changes in equity
15
Group statement of cash flows
16
Company statement of cash flows
17
Notes to the financial statements
18 - 31
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Strategic Report
For The Year Ended 31 December 2025
- 1 -

The directors present the strategic report for the year ended 31 December 2025. The directors aim to present a balanced and comprehensive review of the development and performance of the group's business during the year and its position at the year end. The review is consistent with the size and nature of the business and is written in the context of the risks and uncertainties that the group faces.

Review of the business

The results for the year and financial position of the group are as shown in the annexed financial statements.

2025 was the most successful year in the group's 35 year history. Revenue grew to £53m enabling the group to post a pre-tax profit of £3.3m and increasing shareholders equity to £6.7m.

The growth seen in 2025 is largely attributable to a significant change in global supply outlook for DRAM & NAND storage

devices, largely driven by increased demand due to the huge uptake in AI, increased investment in data centre infrastructure,

considerable demand from large hyperscalers, combined with supply restraints. This dynamic has led to a shortfall of product

availability and hence tighter supply, pushing prices up exponentially.

The growth seen in 2025 has been achieved with a minimal increase in fixed operational costs. The board and leadership team

are extremely conscious of the rapid growth achieved in a short space of time and continually monitor key metrics to mitigate

the risks associated with this growth.

Our group purpose “great people building great partnerships, bringing technology to life” has been instrumental in our

success. The trust shown by our partners, the contribution from our colleagues and our interactions with third party

stakeholders has ensured we have been able to communicate the above dynamics effectively with our customers and secure

sufficient levels of products to and from our partners.

The leadership team has spent considerable focus on increasing the facilities available to support the growth seen in 2025. We

embarked on a new banking relationship with HSBC, doubling the level of previous facilities the group had in place to over

£15m. Combined with an increased level of net assets and an effective financial strategy, this puts the group in an excellent

position to sustain and develop it’s growth over the next few years.

The outlook for 2026 continues to be positive. The demand for DRAM & NAND products has continued to far exceed

supply availability, leading to further constraint and price increases. Our valued partnerships have enabled Q1 of 2026 to be

the most profitable quarter in the group's history. Further, the profitability achieved in 2025 and early 2026 has translated

into an improved cash position.

The mid to long term outlook for demand and supply remains very unclear. The combination of geo-political risk, weak

domestic UK economic performance and the volatile nature of demand and supply for memory products makes forecasting

difficult. The most relevant key indicator remains the continuing build out of the AI infrastructure worldwide, but the recent

revaluations of AI centric companies demonstrates how changeable this remains.

The board and leadership team are focusing efforts to further develop our strategy, invest in our infrastructure and effectively

communicate with all partners and stakeholders to ensure we continue to be relevant and live our group purpose.

In terms of carbon offsetting, the group has invested in a 24 hectare (59 acre) former intensive arable field (named Got Eye Field) at Shottenden in Kent and is preparing to use this as a nature-based carbon offset.

Work is underway to design a site that will deliver biodiversity gain and carbon sequestration simultaneously. The proposals

include a mix of habitats that will encourage flora and fauna, and which will also lead to the sequestration of carbon dioxide

from the atmosphere by above-ground biomass and its subsequent storage below ground.

The sequestration will take place over a 30-year time horizon and will enable the group to offset both past and future

emissions. This is in accordance with our current Carbon Reduction Strategy (CRS 2022-26) which called for high-quality

nature-based offsets from within the UK. The next edition of our CRS will set out in more detail what sequestration is

possible, and how this will deal with past, present and future emissions from the business.

Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Strategic Report (Continued)
For The Year Ended 31 December 2025
- 2 -

The group believes that local nature-based solutions provide the highest quality carbon offset available, and we will invest in this project to ensure that we achieve carbon Net Zero as soon as possible.

The group has engaged a landscape architect to design the solution for Got Eye Field, and they are working with Kent Wildlife

Trust who are our local experts in wilding and conservation land management. The Trust has already completed a Biodiversity

Net Gain (BNG) assessment using the approved UK Government assessment tools, and this will be updated during 2026 with

the latest iteration of the design. Once finalised the design will be implemented, and the first five-year management plan will

be enacted.

Principal risks and uncertainties

The directors consider the principal risks faced by the group to include the significant global political and economic uncertainty which could have destabilising effects on the group's suppliers based on potential trade tariffs and technology policy shifts. There also remains liquidity risk, currency risk and credit risk set out below.

Liquidity risk

The group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably. The group finances its operations through a mixture of retained profits together with additional funding being by means of secured bank borrowings against trade debtors and directors' loan.

Currency risk

The group seeks to minimise its exposure to fluctuations in exchange rates by taking out forward currency contracts to hedge against foreign currency denominated commitments. The group’s policy is to enter into forward currency contracts for all such commitments immediately those purchase commitments are made. At the year end all non-sterling purchase commitments were hedged by foreign currency contracts and currency balances held at bank.

Credit risk

The group’s principal financial assets are trade debtors. The credit risk arising from these balances is mitigated by strict credit management and insurance cover.

The group's policy throughout the period has been to monitor exposure to each of these risks through the directors’ and management's day to day control of the business.

Inventory risk

The group has policies and procedures for managing its inventory, within the resources available to it, in line with anticipated movements in market supply and demand.

Future developments

The group will continue to develop and grow the breadth of its information technology product and service offering in existing and new markets by the continued enhancement of its customer service facilities coupled with the continued improvement of its logistical operations.

Key performance indicators

The group monitors financial key performance indicators to determine the progress and performance of the group in relation to, inter alia, return on investment, working capital requirement, profitability, stock turn, debtor and creditor days and also non-financial key performance indicators in customer spread, book to bill ratios, stock availability for next day delivery and stock returns.

Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Strategic Report (Continued)
For The Year Ended 31 December 2025
- 3 -

Engagement with employees

The group is committed to keeping employees informed of its performance, development and progress through its established system of appraisals by management and widely distributed news and information bulletins.

Disabled employees

The group’s aim is to meet the objectives of the code of good practice on the employment of disabled people. Full and fair consideration is given to disabled applicants for employment and training, and career development is encouraged on the basis of their aptitude and abilities. It remains group policy to retain employees who become disabled whilst in its service and to provide specialised training where appropriate.

Engagement with suppliers, customers and others

During the period the group worked extensively to strengthen its supplier and customer relationships, as ensuring that the group maintains an efficient and effective supply chain is critical to its long term success.

Customer retention was improved across our customer segments through careful relationship and investment in customer experience, and the group continues to build on its business relationships in all areas; to promote best practice, increase efficiencies, and secure long term, sustainable success.

Post balance sheet events

There have been no significant events affecting the group since the year end.

Directors' statement of compliance with duty to promote the success of the group

This statement is intended by the Board of Directors to set out how they have approached and met their responsibilities under s172(1)(a) to (f) of the Companies Act 2006 in the financial period ending 31 December 2025.

Stakeholders of the group include employees, shareholders, customers, suppliers, creditors of the business and the community in which it operates.

The directors’, both individually and collectively, consider that they have acted in good faith to promote the success of the group for the benefit of its stakeholders as a whole (having regard to the matters set out in s172 of the Act) in the decisions taken during the period. In particular:

- To ensure the Board take account of the likely consequences of their decisions in the long term, they receive regular and timely information on all the key areas of the business including financial performance, operational matters, health & safety, environmental reports, risks and opportunities - all supported by Key Performance Indicators (KPIs). The group's performance and progress is also reviewed regularly at Board and senior management meetings.

- The group’s employees are fundamental to the success of the business. The directors understand that it is critical to engage with and understand their views and to ensure that all employees’ interests are considered. To strengthen employee engagement, the directors’ promote and encourage all employees to raise any concerns or suggestions with senior management without hesitation. During the period, the group continued to invest in its departmental resources and I.T infrastructure to further support and enhance the working environment for its employees.

- The group's customers and suppliers are also fundamental to the success of the business and as a leading supplier of information technology products in the UK, it is essential that the group maintains its reputation for high quality product, sustainability and high standards of business conduct. The group strives to continually improve and strengthen its supply chain, products and customer service for the mutual benefit of all of its stakeholders.

- The directors take environmental matters into deep consideration as part of their decision-making process and strive to be a responsible member of the local and wider community, minimising the group’s impact on the environment wherever possible, and working hard to help their own customers reduce their impact too.

- The directors’ intentions are to behave responsibly toward all stakeholders and treat them fairly and equally, so that they all benefit from the long-term success of the group.

The directors’ have overall responsibility for determining the group’s purpose, values and strategy and for ensuring high standards of governance. The primary aim of the directors’ is to promote the long-term sustainable success of the group, generating value for stakeholders and contributing to the wider society. Throughout 2026, the Board will continue to review and challenge how the group can improve engagement with its employees and other stakeholders.

Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Strategic Report (Continued)
For The Year Ended 31 December 2025
- 4 -

On behalf of the board

Mr AR Henderson
Director
17 April 2026
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Directors' Report
For The Year Ended 31 December 2025
- 5 -

The directors present their annual report and financial statements for the year ended 31 December 2025.

Principal activities

The principal activity of the company continued to be that of acting as a holding company for the subsidiaries of the group.

Results and dividends

The results for the year are set out on page 11.

Ordinary dividends were paid amounting to £187,500. 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 AR Henderson
Mrs SJ Henderson
Energy and carbon report
2025
2024
Energy consumption
kWh
kWh
Aggregate of energy consumption in the year
- Electricity purchased
47,622
38,526
- Fuel consumed for transport
9,508
14,979
57,130
53,505
2025
2024
Emissions of CO2 equivalent
metric tonnes
metric tonnes
Scope 1 - direct emissions
- Gas combustion
-
-
- Fuel consumed for owned transport
0.49
1.67
0.49
1.67
Scope 2 - indirect emissions
- Electricity purchased
11.69
10.60
Scope 3 - other indirect emissions
- Fuel consumed for transport not owned by the group
2.78
2.78
Total gross emissions
14.96
15.05
Intensity ratio
Tonnes CO2e per employee
0.44
0.47
Quantification and reporting methodology

The methodology underlying this report was the Greenhouse Gas (GHG) Protocol Corporate Standards. This summary is based on the mandatory requirements of HM Government Environmental Reporting Guidelines including Streamlined Energy and Carbon Reporting (SECR) guidance, March 2019.

All emissions were calculated using the UK Government emissions factors for the corresponding year.

Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Directors' Report (Continued)
For The Year Ended 31 December 2025
- 6 -
Intensity measurement

The GHG intensity of our operations for the year was 0.44 tCO2e / employee.

Calculated as: electricity + Scope 1 and 3 business travel emissions / employees as disclosed in the financial statements.

Measures taken to improve energy efficiency

The business has solar PV panels which have avoided 24,073 kWh of grid power. The annual electricity demand has increased year-on-year by 24%. This is primarily due to increased EV charging.

Fuel for transport has decreased by 38% due to a reduction in the use of fleet vehicles. In general there has been a shift from ICE vehicles to EVs for business use, hence the increase in the consumption of grid electricity.

We annually compile a comprehensive Scope 1, 2 and 3 emissions inventory in line with the GHG Protocol to track our progress in managing GHG emissions.

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 AR Henderson
Director
17 April 2026
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Directors' Responsibilities Statement
For The Year Ended 31 December 2025
- 7 -

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 group and 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 UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

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

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

Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Independent Auditor's Report
To The Members Of Rorke Holdings Limited
- 8 -
Opinion

We have audited the financial statements of Rorke Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise 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 31 December 2025 and of the group's profit for the year then ended;

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

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the 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 strategic report and the directors' r eport for the financial year 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.

Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Independent Auditor's Report (Continued)
To The Members Of Rorke Holdings Limited
- 9 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their 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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

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

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

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

Responsibilities of directors

As explained more fully in the 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 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 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

The objectives of our audit are to identify and assess the risks of material misstatement of the financial statements due to fraud or error; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud or error; and to respond appropriately to those risks. Owing the inherent limitations of an audit, there is an unavoidable risk that material misstatements in in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK).

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 procedure included the following:

- We obtained an understanding of the legal and regulatory frameworks applicable to the Group and the Company and the sector in which they operate. We determined that the following laws and regulations were most significant: Companies Act 2006, UK corporate tax laws, health and safety laws and employment law.

- We obtained an understanding of how the Group and the Company are complying with those legal and regulatory frameworks by making inquiries to the management the Group and the Company. We corroborated our inquires through our review of certificates obtained and procedures in place through systems testing.

- We assessed the susceptibility the Group and the Company’s financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the Group and the Company's engagement team included:

- Identifying and assess the design effectiveness of controls management has in place to prevent and detect fraud;

- Understanding how those charged with governance considered and addressed the potential override of controls or other inappropriate influence over the financial reporting process;

- Challenging assumptions and judgment made by management in its significant accounting estimates;

- Identifying and testing journal entries, in particular any journal entries posted at unexpected times and by unauthorised persons; and

- Assessing the extent of compliance with the relevant laws and regulations.

Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Independent Auditor's Report (Continued)
To The Members Of Rorke Holdings Limited
- 10 -

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.

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.

Iain Morris FCA (Senior Statutory Auditor)
For and on behalf of Chavereys Audit Limited, Statutory Auditor
Chartered Accountants
The Goods Shed
Jubilee Way
Faversham
Kent
ME13 8GD
England
20 April 2026
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Group Statement Of Comprehensive Income
For The Year Ended 31 December 2025
- 11 -
2025
2024
Notes
£
£
Turnover
3
52,829,201
29,126,865
Cost of sales
(44,531,467)
(24,830,524)
Gross profit
8,297,734
4,296,341
Distribution costs
(1,532,777)
(784,282)
Administrative expenses
(3,354,826)
(2,872,353)
Other operating income
1,600
1,400
Operating profit
4
3,411,731
641,106
Interest payable and similar expenses
7
(106,131)
(107,464)
Profit before taxation
3,305,600
533,642
Tax on profit
8
(855,842)
(158,348)
Profit for the financial year
2,449,758
375,294
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Group Balance Sheet
As At 31 December 2025
- 12 -
2025
2024
Notes
£
£
£
£
Fixed assets
Goodwill
10
126,697
179,123
Tangible assets
11
253,837
373,680
380,534
552,803
Current assets
Stocks
14
6,788,895
2,459,403
Debtors
15
13,654,705
4,743,663
Cash at bank and in hand
275,974
107,978
20,719,574
7,311,044
Creditors: amounts falling due within one year
16
(14,320,670)
(3,326,917)
Net current assets
6,398,904
3,984,127
Total assets less current liabilities
6,779,438
4,536,930
Provisions for liabilities
Deferred tax liability
18
61,231
80,981
(61,231)
(80,981)
Net assets
6,718,207
4,455,949
Capital and reserves
Called up share capital
20
50,000
50,000
Capital redemption reserve
50,000
50,000
Profit and loss reserves
6,618,207
4,355,949
Total equity
6,718,207
4,455,949
The financial statements were approved by the board of directors and authorised for issue on 17 April 2026 and are signed on its behalf by:
17 April 2026
Mr AR Henderson
Director
Company registration number 04830467 (England and Wales)
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Company Balance Sheet
As At 31 December 2025
31 December 2025
- 13 -
2025
2024
Notes
£
£
£
£
Fixed assets
Investments
12
50,000
50,000
Total assets less current liabilities
50,000
50,000
Capital and reserves
Called up share capital
20
50,000
50,000

As permitted by s408 Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s profit for the year was £187,500 (2024 - £120,000 profit).

The financial statements were approved by the board of directors and authorised for issue on 17 April 2026 and are signed on its behalf by:
17 April 2026
Mr AR Henderson
Director
Company registration number 04830467 (England and Wales)
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Group Statement Of Changes In Equity
For The Year Ended 31 December 2025
- 14 -
Share capital
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
50,000
50,000
4,100,655
4,200,655
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
375,294
375,294
Dividends
9
-
-
(120,000)
(120,000)
Balance at 31 December 2024
50,000
50,000
4,355,949
4,455,949
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
2,449,758
2,449,758
Dividends
9
-
-
(187,500)
(187,500)
Balance at 31 December 2025
50,000
50,000
6,618,207
6,718,207
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Company Statement Of Changes In Equity
For The Year Ended 31 December 2025
- 15 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2024
50,000
-
0
50,000
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
120,000
120,000
Dividends
9
-
(120,000)
(120,000)
Balance at 31 December 2024
50,000
-
0
50,000
Year ended 31 December 2025:
Profit and total comprehensive income
-
187,500
187,500
Dividends
9
-
(187,500)
(187,500)
Balance at 31 December 2025
50,000
-
0
50,000
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Group Statement Of Cash Flows
For The Year Ended 31 December 2025
- 16 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
23
(4,206,107)
1,145,196
Interest paid
(106,131)
(107,464)
Income taxes paid
(138,371)
(178,215)
Net cash (outflow)/inflow from operating activities
(4,450,609)
859,517
Investing activities
Purchase of tangible fixed assets
(63,152)
(255,992)
Proceeds from disposal of tangible fixed assets
40,272
18,333
Net cash used in investing activities
(22,880)
(237,659)
Financing activities
Proceeds from new bank loans
1,000,000
-
Repayment of bank loans
(59,746)
-
Dividends paid to equity shareholders
(187,500)
(120,000)
Net cash generated from/(used in) financing activities
752,754
(120,000)
Net (decrease)/increase in cash and cash equivalents
(3,720,735)
501,858
Cash and cash equivalents at beginning of year
(23,631)
(525,489)
Cash and cash equivalents at end of year
(3,744,366)
(23,631)
Relating to:
Cash at bank and in hand
275,974
107,978
Bank overdrafts included in creditors payable within one year
(4,020,340)
(131,609)
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Company Statement Of Cash Flows
For The Year Ended 31 December 2025
- 17 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Investing activities
Dividends received
187,500
120,000
Net cash generated from investing activities
187,500
120,000
Financing activities
Dividends paid to equity shareholders
(187,500)
(120,000)
Net cash used in financing activities
(187,500)
(120,000)
Net increase in cash and cash equivalents
-
-
Cash and cash equivalents at beginning of year
-
0
-
0
Cash and cash equivalents at end of year
-
0
-
0
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Notes To The Group Financial Statements
For The Year Ended 31 December 2025
- 18 -
1
Accounting policies
Company information

Rorke Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is , The Goods Shed, Jubilee Way, Faversham, Kent, England, ME13 8GD.

The group consists of Rorke Holdings Limited and all of its subsidiaries.

The principal activity of the Company in the year under review was to act as the Holding Company of Simms International Plc.

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, [modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value]. 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 Rorke 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 31 December 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.

Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Notes To The Group Financial Statements (Continued)
For The Year Ended 31 December 2025
1
Accounting policies
(Continued)
- 19 -

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

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.5
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 20 years.

1.7
Tangible fixed assets

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

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

Leasehold improvements
20% straight line
Plant and equipment
10%-33% straight line
Motor vehicles
20% reducing balance

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

Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Notes To The Group Financial Statements (Continued)
For The Year Ended 31 December 2025
1
Accounting policies
(Continued)
- 20 -
1.8
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.

1.9
Impairment of fixed assets

At each reporting period end date, the group 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). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.10
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.11
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.

1.12
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.

Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Notes To The Group Financial Statements (Continued)
For The Year Ended 31 December 2025
1
Accounting policies
(Continued)
- 21 -
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.

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.

Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Notes To The Group Financial Statements (Continued)
For The Year Ended 31 December 2025
1
Accounting policies
(Continued)
- 22 -
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.

1.13
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.

1.14
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.

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.

1.15
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

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

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.

1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Notes To The Group Financial Statements (Continued)
For The Year Ended 31 December 2025
1
Accounting policies
(Continued)
- 23 -
1.17
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease d asset are consumed.

1.18
Government grants

Government grants are recognised at the fair value of the asset receive d or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

1.19

Invoice discounting

The company is able to raise finance secured against approved trade debtors. On the basis that the benefits and risks attaching to the debts remain with the Company, a separate presentation has been adopted. On this basis the gross debts are included as an asset within the trade debtors and the proceeds received are included within bank loans and overdrafts as a liability.

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.

3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
41,563,332
25,154,984
Rest of Europe
3,014,577
2,524,012
Rest of World
8,251,292
1,447,869
52,829,201
29,126,865
2025
2024
£
£
Other revenue
Grants received
1,600
1,400
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Notes To The Group Financial Statements (Continued)
For The Year Ended 31 December 2025
- 24 -
4
Operating profit
2025
2024
£
£
Operating profit for the year is stated after charging/(crediting):
Government grants
(1,600)
(1,400)
Depreciation of owned tangible fixed assets
152,059
141,913
Profit on disposal of tangible fixed assets
(9,336)
(17,978)
Amortisation of intangible assets
52,426
52,426
Operating lease charges
86,496
99,000
5
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
-
4,850
Audit of the financial statements of the company's subsidiaries
22,200
20,000
22,200
24,850
6
Employees

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

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Sales
20
14
-
-
Administration
13
17
-
-
Marketing
2
2
-
-
Total
35
33
0
0

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
2,946,510
1,898,894
-
0
-
0
Social security costs
393,710
212,596
-
-
Pension costs
84,973
170,886
-
0
-
0
3,425,193
2,282,376
-
0
-
0
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Notes To The Group Financial Statements (Continued)
For The Year Ended 31 December 2025
- 25 -
7
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
106,131
107,428
Other interest on financial liabilities
-
36
106,131
107,464
8
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
875,592
138,371
Deferred tax
Origination and reversal of timing differences
(19,750)
19,977
Total tax charge
855,842
158,348

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

2025
2024
£
£
Profit before taxation
3,305,600
533,642
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
826,400
133,411
Tax effect of expenses that are not deductible in determining taxable profit
29,463
11,800
Permanent capital allowances in excess of depreciation
(21)
13,137
Taxation charge
855,842
158,348
9
Dividends
2025
2024
Recognised as distributions to equity holders:
£
£
Final paid
187,500
120,000
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Notes To The Group Financial Statements (Continued)
For The Year Ended 31 December 2025
- 26 -
10
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 January 2025 and 31 December 2025
1,048,522
Amortisation and impairment
At 1 January 2025
869,399
Amortisation charged for the year
52,426
At 31 December 2025
921,825
Carrying amount
At 31 December 2025
126,697
At 31 December 2024
179,123
The company had no intangible fixed assets at 31 December 2025 or 31 December 2024.

11
Tangible fixed assets
Group
Leasehold improvements
Plant and equipment
Motor vehicles
Total
£
£
£
£
Cost
At 1 January 2025
194,463
660,194
289,044
1,143,701
Additions
18,637
44,515
-
0
63,152
Disposals
-
0
-
0
(66,654)
(66,654)
At 31 December 2025
213,100
704,709
222,390
1,140,199
Depreciation and impairment
At 1 January 2025
130,370
493,968
145,683
770,021
Depreciation charged in the year
21,118
85,065
45,876
152,059
Eliminated in respect of disposals
-
0
-
0
(35,718)
(35,718)
At 31 December 2025
151,488
579,033
155,841
886,362
Carrying amount
At 31 December 2025
61,612
125,676
66,549
253,837
At 31 December 2024
64,093
166,226
143,361
373,680
The company had no tangible fixed assets at 31 December 2025 or 31 December 2024.
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Notes To The Group Financial Statements (Continued)
For The Year Ended 31 December 2025
- 27 -
12
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
13
-
0
-
0
50,000
50,000
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2025 and 31 December 2025
50,000
Carrying amount
At 31 December 2025
50,000
At 31 December 2024
50,000
13
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Simms International PLC
Northdown Close, Northdown Business Park, Ashford Road, Lenham, Kent, ME17 2DL
Ordinary
100.00
-
Jactron Limited
Northdown Close, Northdown Business Park, Ashford Road, Lenham, Kent, ME17 2DL
Ordinary
0
100.00
14
Stocks
Group
Company
2025
2024
2025
2024
£
£
£
£
Finished goods and goods for resale
6,788,895
2,459,403
-
0
-
0

An impairment charge of £3,738 (202 3: charge of £3,892) was recognised in cost of sales against stock during the year due to slow-moving stock.

Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Notes To The Group Financial Statements (Continued)
For The Year Ended 31 December 2025
- 28 -
15
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
13,378,371
4,409,947
-
0
-
0
Other debtors
153,383
142,746
-
0
-
0
Prepayments and accrued income
122,951
190,970
-
0
-
0
13,654,705
4,743,663
-
-

The Group is able to raise finance secured against approved trade debtors. The gross amount of the debts which were discounted at 31 December 202 4 is £3,491,120 (202 3: £3,612,349). The company has had a proportion of its debtors advanced by Lloyds Bank Plc which, including charges, totals £186,816 and is included in bank loans and overdrafts (202 3: £612,042)

An impairment loss of £8,824 (202 3: gain of £1 2,709) was recognised against trade debtors.

16
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans and overdrafts
17
4,960,594
131,609
-
0
-
0
Trade creditors
6,118,667
2,196,561
-
0
-
0
Corporation tax payable
875,592
138,371
-
0
-
0
Other taxation and social security
1,464,912
574,454
-
0
-
0
Other creditors
-
0
19,235
-
0
-
0
Accruals and deferred income
900,905
266,687
-
0
-
0
14,320,670
3,326,917
-
0
-
0
17
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Bank loans
940,254
-
0
-
0
-
0
Bank overdrafts
4,020,340
131,609
-
0
-
0
4,960,594
131,609
-
-
Payable within one year
4,960,594
131,609
-
0
-
0

The invoice discounting facility, included within bank overdrafts, is secured by a fixed and floating charge over the assets of the Company.

Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Notes To The Group Financial Statements (Continued)
For The Year Ended 31 December 2025
- 29 -
18
Deferred taxation

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

Liabilities
Liabilities
2025
2024
Group
£
£
Accelerated capital allowances
61,231
80,981
The company has no deferred tax assets or liabilities.
Group
Company
2025
2025
Movements in the year:
£
£
Liability at 1 January 2025
80,981
-
Credit to profit or loss
(19,750)
-
Liability at 31 December 2025
61,231
-

19
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
84,973
170,886

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

20
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
of £1 each
50,000
50,000
50,000
50,000
Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Notes To The Group Financial Statements (Continued)
For The Year Ended 31 December 2025
- 30 -
21
Operating lease commitments
Lessee

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

Group
Company
2025
2024
2025
2024
£
£
£
£
Within one year
81,990
81,990
-
-
Between two and five years
222,362
235,852
-
-
In over five years
267,432
335,932
-
-
571,784
653,774
-
-
22
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2025
2024
£
£
Aggregate compensation
585,060
311,903
Other information

During the year, the Group had transactions on arm's length basis of £92,344 (2024: £92,344) to a group self-administered pension scheme, a fund in which certain Directors are beneficiaries. At the year end, a balance of £30,532 (2024: £47,552) was due to the Group.

At the year end, a balance of £57,624 (2024: £21,168) was due to the group from a Company under common control.

During the year, the Group paid consultancy fees to a Director, of £40,896 (2024: £39,125). This is included within Directors' remuneration.

During the year, the Group paid rent to a director of £18,000 (2024: £18,000).

During the year, the Group paid consultancy fees to AWP Associates Limited for the services of a Director, of £Nil (2024: £8,108). This is included within Directors' remuneration.

At the year end, a balance of £Nil (2024: £30,615) was due to Directors of the Group.

During the year, aggregate remuneration of £4,015 (2024: £16,060) was paid to close family of a related party. A balance of £1,140 (2024: £1,140) was due to the group at the year end.

During the year, a company under common control acquired 25% of Rorke Holdings Limited. This transaction has no impact on the ultimate controlling party, which is still deemed to be AR Henderson and their immediate family.

Rorke Holdings Limited
RORKE HOLDINGS LIMITED
Notes To The Group Financial Statements (Continued)
For The Year Ended 31 December 2025
- 31 -
23
Cash (absorbed by)/generated from group operations
2025
2024
£
£
Profit after taxation
2,449,758
375,294
Adjustments for:
Taxation charged
855,842
158,348
Finance costs
106,131
107,464
Gain on disposal of tangible fixed assets
(9,336)
(17,978)
Amortisation and impairment of intangible assets
52,426
52,426
Depreciation and impairment of tangible fixed assets
152,059
141,913
Movements in working capital:
(Increase)/decrease in stocks
(4,329,492)
866,429
Increase in debtors
(8,911,042)
(488,334)
Increase/(decrease) in creditors
5,427,547
(50,366)
Cash (absorbed by)/generated from operations
(4,206,107)
1,145,196
24
Cash generated from operations - company
2025
2024
£
£
Profit after taxation
187,500
120,000
Adjustments for:
Investment income
(187,500)
(120,000)
Cash generated from operations
-
-
25
Analysis of changes in net debt - group
1 January 2025
Cash flows
31 December 2025
£
£
£
Cash at bank and in hand
107,978
167,996
275,974
Bank overdrafts
(131,609)
(3,888,731)
(4,020,340)
(23,631)
(3,720,735)
(3,744,366)
Borrowings excluding overdrafts
-
(940,254)
(940,254)
(23,631)
(4,660,989)
(4,684,620)
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