Bookstage Holdings Limited

	Page
Strategic Report	1
Directors' Report	2—3
Independent Auditor's Report	4—7
Consolidated Profit and Loss Account	8
Consolidated Statement of Comprehensive Income	9
Consolidated Balance Sheet	10—11
Company Balance Sheet	12—13
Consolidated Statement of Changes in Equity	14
Consolidated Statement of Cash Flows	15
Notes to the Consolidated Statement of Cash Flows	16
Notes to the Financial Statements	17—27

The directors present their strategic report for the year ended 31 July 2025.

Review of the Business

The financial statements reflect the results for the year ended 31 July 2025, which the directors consider to be satisfactory overall.

The group remains profitable even though all of the key activities have been impacted by rising costs and wage growth. The results have been achieved by clear management focus on the core activities of the group and planning to balance short- term opportunities and staying loyal to our longer-term plans.

These financial statements show a clear reflection of the progress we have made and continuing to make to build a substantive and viable set of trading businesses across the group. These are standalone businesses although they benefit from symbiotic leadership from a small group of involved and committed family members, supported with strategic and professional advice and assistance where required.

The group, like many businesses of our size, has been impacted by rising costs and wage growth. The hotel operates in a competitive market and this was felt in the year as there was a small decline in occupancy rates which is due to consumers having less disposable income as a result of rising costs. However, we remain confident that the offering and business model are suitable going forwards. The other Bookstage businesses performed well in the year, although the headwinds of rising costs and staffing shortages continue to remain key challenges.

Proctor Car Sales saw a decrease in turnover this year as a result of more strategic approach in fosucing on more profitable stock and less on volume. This move was advantageous as the business saw an increase in profitability in comparison to the previous year. Market conditions in the used vehicle market continue to be difficult but we believe that the business is well equipped to deal with this cycle and as such sees that there are opportunities given both the expertise and financial resources of the company to take advantage of this.

Little Cotes Farm saw a significant decrease in operating profits due to the impairment of property stock held which has been caused due to negative market conditions during the year.

Key performance indicators

The directors consider that the key performance indicators are turnover, operating profit and the results of any regulatory inspections. The turnover for the group during the year was £18,076,767 (2024 - £21,995,612) and the operating profit for the year was £456,026 (2024 - £547,102).

The directors are of the opinion that further analysis using other key performance indicators is not necessary for an understanding of the group's development, performance or position.

Principal Risks and Uncertainties

As for many companies of a similar size, the business environment in which we operate produces risks and uncertainties that are challenging due to changes in both demand and technology. However,the strong balance sheet position, cash reserves and market placement of the group companies,along with an experienced management team, provides a strong platform for the group to continue to grow in the future.

On behalf of the board

Mr A M Proctor

Director

15 April 2026

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Bookstage Holdings Limited

Company No. 09978031

Directors' Report For The Year Ended 31 July 2025

Directors' Report

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

Principal Activity

The group's principal activity continues to be that of the operation of a hotel, a fish and chip shop and the purchase and sale of motor vehicles.

Dividends

The value of dividends paid amounted to £60,000 .

Directors

The directors who held office during the year were as follows:

Mr A M Proctor

Mr R L Proctor

Statement of Directors' Responsibilities

The directors are responsible for preparing the Strategic Report, the Directors' 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, comprising FRS102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing the financial statements the directors are required to:

select suitable accounting policies and then apply them consistently;
make judgments and accounting estimates that are reasonable and prudent;
state whether applicable United Kingdom Accounting Standards, comprising FRS102, 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 company will continue in business.

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

The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Statement of Disclosure of Information to Auditors

In the case of each director in office at the date the Directors' Report is approved:

so far as the director is aware, there is no relevant audit information of which the company and group's auditors are unaware; and
they have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the company and group's auditors are aware of that information.

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Bookstage Holdings Limited

Directors' Report (continued)

For The Year Ended 31 July 2025

Independent Auditors

The auditors, Nuvo Audit Limited, have indicated their willingness to continue in office and a resolution concerning their re-appointment will be proposed at the Annual General Meeting.

On behalf of the board

Mr A M Proctor

Director

15 April 2026

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Independent Auditor's Report

to the Members of

Bookstage Holdings Limited

Independent Auditor's Report

Opinion

We have audited the financial statements of Bookstage Holdings Limited (the "parent company") and its subsidiaries (the "group") for the year ended 31 July 2025 which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes of Equity, Company Statement of Changes of Equity, Consolidated Cash Flow Statement and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland".

In our opinion the financial statements:

give a true and fair view of the state of the group's and of the parent company's affairs as at 31 July 2025 and of the group's profit/(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 and parent company's ability to continue as a going concern for a period of at least 12 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. In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on Other Matters Prescribed by the Companies Act 2006

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

the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

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Independent Auditor's Report (continued)

to the Members of

Bookstage Holdings Limited

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 their environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.

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 or 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' Responsibilities Statement set out on page 2—3, 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 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 the parent company or to cease operations, or have no realistic alternative but to do so.

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Independent Auditor's Report (continued)

to the Members of

Bookstage Holdings Limited

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by making enquiries of management and directors as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud, and considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.
The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations and that the team remained alert to the instances of non-compliance throughout the audit;
We identified specific laws and regulations applicable to the company through discussions with directors and management, and from our experience and knowledge of the business sector, Company Law and UK Accounting Standards;
We focused on specific laws and regulations which we considered may have a direct material effect on the financial statements, including Companies Act 2006, taxation legislation, employment, environmental and health and safety legislation; and
We assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and directors and inspecting legal correspondence.

Audit response to risks identified

ln response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

enquiry of management and directors around actual and potential litigation and claims;

enquiry of management and directors to identify any instances of non-compliance with laws and regulations;
reviewing financial statement disclosures and testing to underlying supporting documentation to assess compliance with applicable laws and regulations; and
reviewing correspondence with HMRC and the company's legal advisor
To address the risk of fraud through management bias and override of controls, we:
tested joumal entries and other adjustments for appropriateness; and
evaluated the business rationale of significant or unusual transactions.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website 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 that 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.

Daniel Johnson (Senior Statutory Auditor)

for and on behalf of Nuvo Audit Limited , Statutory Auditor

16 April 2026

...CONTINUED

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Independent Auditor's Report (continued)

to the Members of

Bookstage Holdings Limited

Nuvo Audit Limited

First Floor, Sterling House

Outrams Wharf

Little Eaton

Derby

DE21 5EL

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Bookstage Holdings Limited

Consolidated Profit and Loss Account

For The Year Ended 31 July 2025

Consolidated Profit and Loss Account

		2025	2024
	Notes	£	£
TURNOVER	3	18,076,767	21,995,612
Cost of sales		(15,729,086 )	(19,499,031 )

GROSS PROFIT		2,347,681	2,496,581

Administrative expenses		(1,979,029 )	(2,036,902 )
Other operating income		87,374	87,423

OPERATING PROFIT	5	456,026	547,102
Other interest receivable and similar income	10	-	24
Interest payable and similar charges	11	(82,121 )	(82,603 )

PROFIT BEFORE TAXATION		373,905	464,523
Tax on Profit	12	(118,250 )	(167,515 )

PROFIT AFTER TAXATION BEING PROFIT FOR THE FINANCIAL YEAR ATTRIBUTABLE TO THE OWNERS OF THE PARENT		255,655	297,008

The notes on pages 16 to 27 form part of these financial statements.

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Bookstage Holdings Limited

Consolidated Statement of Comprehensive Income

For The Year Ended 31 July 2025

Consolidated Statement of Comprehensive Income

	2025	2024
	£	£
PROFIT FOR THE FINANCIAL YEAR	255,655	297,008
OTHER COMPREHENSIVE INCOME FOR THE YEAR	-	-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR ATTRIBUTABLE TO THE OWNERS OF THE PARENT	255,655	297,008

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Bookstage Holdings Limited

Consolidated Balance Sheet

As At 31 July 2025

Consolidated Balance Sheet

Registered number: 09978031

		2025		2024
	Notes	£	£	£	£
FIXED ASSETS
Intangible Assets	13		41,880		49,381
Tangible Assets	14		3,461,627		3,541,602

			3,503,507		3,590,983
CURRENT ASSETS
Stocks	16	4,291,699		4,135,965
Debtors	17	1,183,911		1,235,882
Cash at bank and in hand		544,911		608,159

		6,020,521		5,980,006
Creditors: Amounts Falling Due Within One Year	18	(1,813,925 )		(1,607,467 )

NET CURRENT ASSETS (LIABILITIES)			4,206,596		4,372,539

TOTAL ASSETS LESS CURRENT LIABILITIES			7,710,103		7,963,522

Creditors: Amounts Falling Due After More Than One Year	19		(388,056 )		(818,056 )

PROVISIONS FOR LIABILITIES
Deferred Taxation	21		(364,199 )		(383,273 )

NET ASSETS			6,957,848		6,762,193

CAPITAL AND RESERVES
Called up share capital	23		16,666		16,666
Revaluation reserve			1,961,566		1,961,566
Other reserves			(6,664 )		(6,664 )
Profit and Loss Account			4,986,280		4,790,625

SHAREHOLDERS' FUNDS			6,957,848		6,762,193

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Bookstage Holdings Limited

Consolidated Balance Sheet (continued)

As At 31 July 2025

On behalf of the board

Mr A M Proctor

Director

15 April 2026

The notes on pages 16 to 27 form part of these financial statements.

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Bookstage Holdings Limited

Company Balance Sheet

As At 31 July 2025

Company Balance Sheet

Registered number: 09978031

		2025		2024
	Notes	£	£	£	£
FIXED ASSETS
Tangible Assets	14		4,193,794		4,263,964
Investments	15		16,667		16,667

			4,210,461		4,280,631
CURRENT ASSETS
Debtors	17	1,211,438		1,339,181
Cash at bank and in hand		140,780		306,222

		1,352,218		1,645,403
Creditors: Amounts Falling Due Within One Year	18	(550,933 )		(582,557 )

NET CURRENT ASSETS (LIABILITIES)			801,285		1,062,846

TOTAL ASSETS LESS CURRENT LIABILITIES			5,011,746		5,343,477

Creditors: Amounts Falling Due After More Than One Year	19		(388,056 )		(818,056 )

PROVISIONS FOR LIABILITIES
Deferred Taxation	21		(371,000 )		(371,000 )

NET ASSETS			4,252,690		4,154,421

CAPITAL AND RESERVES
Called up share capital	23		16,666		16,666
Profit and Loss Account			4,236,024		4,137,755

SHAREHOLDERS' FUNDS			4,252,690		4,154,421

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Bookstage Holdings Limited

Company Balance Sheet (continued)

As At 31 July 2025

In accordance with section 408(3) of the Companies Act 2006, the company has not presented its own profit and loss account and the related notes. The company's profit for the year was £ 158,269 (2024: £ 134,203 profit).

For the year ending 31 July 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The company has taken advantage of section 444(1) of the Companies Act 2006 and opted not to deliver to the registrar a copy of the company's Profit and Loss Account.

On behalf of the board

Mr A M Proctor

Director

15 April 2026

The notes on pages 16 to 27 form part of these financial statements.

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Bookstage Holdings Limited

Consolidated Statement of Changes in Equity

For The Year Ended 31 July 2025

Consolidated Statement of Changes in Equity

	Share Capital	Revaluation reserve	Other reserves	Profit and Loss Account	Total
	£	£	£	£	£
As at 1 August 2023	16,666	1,961,566	(6,664 )	4,493,617	6,465,185
Profit for the year and total comprehensive income	-	-	-	297,008	297,008

As at 31 July 2024 and 1 August 2024	16,666	1,961,566	(6,664 )	4,790,625	6,762,193


Profit for the year and total comprehensive income	-	-	-	255,655	255,655

Dividends paid	-	-	-	(60,000)	(60,000)

As at 31 July 2025	16,666	1,961,566	(6,664 )	4,986,280	6,957,848

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Bookstage Holdings Limited

Consolidated Statement of Cash Flows

For The Year Ended 31 July 2025

Consolidated Statement of Cash Flows

		2025	2024
	Notes	£	£
Cash flows from operating activities
Net cash generated from operations	1	952,894	724,510
Interest paid		(82,119 )	(82,603 )
Tax paid		(167,034 )	(210,622 )

Net cash generated from operating activities		703,741	431,285

Cash flows from investing activities
Purchase of tangible assets		(74,802 )	(12,186 )
Interest received		-	24

Net cash used in investing activities		(74,802 )	(12,162 )

Cash flows from financing activities
Equity dividends paid		(60,000 )	-
Repayment of bank borrowings		(460,769 )	(63,333 )
Amount withdrawn by directors		(171,418)	(151,441)

Net cash used in financing activities		(692,187 )	(214,774 )



(Decrease)/increase in cash and cash equivalents		(63,248 )	204,349
Cash and cash equivalents at beginning of year	2	608,159	403,810

Cash and cash equivalents at end of year	2	544,911	608,159

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Bookstage Holdings Limited

Notes to the Consolidated Statement of Cash Flows

For The Year Ended 31 July 2025

Notes to the Consolidated Statement of Cash Flows

1. Reconciliation of profit for the financial year to cash generated from operations

	2025	2024
	£	£
Profit for the financial year	255,655	297,008
Adjustments for:
Tax on profit	118,250	167,515
Interest expense	82,121	82,603
Interest income	-	(24 )
Amortisation of intangible assets	7,501	7,501
Depreciation of tangible assets	154,776	176,884
Movements in working capital:
(Increase)/decrease in stocks	(155,734 )	133,768
Decrease/(increase) in trade and other debtors	51,971	(115,576 )
Increase/(decrease) in trade and other creditors	438,354	(25,169 )

Net cash generated from operations	952,894	724,510

2. Cash and cash equivalents

Cash and cash equivalents, as stated in the Statement of Cash Flows, relates to the following items in the Balance Sheet:

	2025	2024
	£	£
Cash at bank and in hand	544,911	608,159

3. Analysis of changes in net (debt)/funds

	As at 1 August 2024	Cash flows	As at 31 July 2025
	£	£	£
Cash at bank and in hand	608,159	(63,248)	544,911
Debts falling due within one year	(63,333 )	30,769	(32,564 )
Debts falling due after more than one year	(818,056)	430,000	(388,056)

	(273,230)	397,521	124,291

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Bookstage Holdings Limited

Notes to the Financial Statements

For The Year Ended 31 July 2025

Notes to the Financial Statements

1. General Information

Bookstage Holdings Limited is a private company, limited by shares, incorporated in England & Wales, registered number 09978031 . The registered office is Littlecotes Farm Dark Lane, Ashover Hay, Chesterfield, Derbyshire, S45 0HD.

2. Accounting Policies

2.1. Basis of Preparation of Financial Statements

The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland'' and the Companies Act 2006. The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

2.2. Basis Of Consolidation

The group consolidated financial statements include the financial statements of the company and all of its subsidiary undertakings together with the group’s share of the results of associates made up to 31 July 2025.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Where the group owns less than 50% of the voting powers of an entity but controls the entity by virtue of an agreement with other investors which give it control of the financial and operating policies of the entity, it accounts for that entity as a subsidiary.

Where a subsidiary has different accounting policies to the group, adjustments are made to those subsidiary financial statements to apply the group’s accounting policies when preparing the consolidated financial statements.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the group holds a long-term interest and where the group 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. The results of associates are accounted for using the equity method of accounting.

Any subsidiary undertakings or associates sold or acquired during the year are included up to, or from, the dates of change of control or change of significant influence respectively.

Where control of a subsidiary is lost, the gain or loss is recognised in the consolidated income statement. The cumulative amounts of any exchange differences on translation, recognised in equity, are not included in the gain or loss on disposal and are transferred to retained earnings. The gain or loss also includes amounts included in other comprehensive income that are required to be reclassified to profit or loss but excludes those amounts that are not required to be reclassified.

Where control of a subsidiary is achieved in stages, the initial acquisition that gave the group control is accounted for as a business combination. Thereafter where the group increases its controlling interest in the subsidiary the transaction is treated as a transaction between equity holders. Any difference between the fair value of the consideration paid and the carrying amount of the non-controlling interest acquired is recognised directly in equity. No changes are made to the carrying value of assets, liabilities or provisions for contingent liabilities.

2.3. Business Combinations

Business combinations are accounted for by applying the purchase method.

The cost of a business combination is the fair value of the consideration given, liabilities incurred or assumed and of equity instruments issued plus the costs directly attributable to the business combination. Where control is achieved in stages the cost is the consideration at the date of each transaction.

Contingent consideration is initially recognised at estimated amount where the consideration is probable and can be measured reliably. Where (i) the contingent consideration is not considered probable or cannot be reliably measured but subsequently becomes probable and measurable or (ii) contingent consideration previously measured is adjusted, the amounts are recognised as an adjustment to the cost of the business combination.

On acquisition of a business, fair values are attributed to the identifiable assets, liabilities and contingent liabilities unless the fair value cannot be measured reliably, in which case the value is incorporated in goodwill. Intangible assets are only recognised separately from goodwill where they are separable and arise from contractual or other legal rights. Where the fair value of contingent liabilities cannot be reliably measured they are disclosed on the same basis as other contingent liabilities.

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Bookstage Holdings Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 July 2025

2.4. Turnover

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts. Turnover is recognised as follows:

At the end of each rental period.
Inline with the period of stays as defined by the booking agreements for the hotel operations,
At the point of sale in the fish and chip shop.
At the point of delivery to the customer for vehicle sales.

2.5. Intangible Fixed Assets and Amortisation - Goodwill

Goodwill represents the excess of the cost of a business combination over the fair value of the group’s share of the identifiable net assets, liabilities and contingent liabilities acquired.

Goodwill arising on the acquisition of subsidiaries is included in Intangible Assets. Goodwill arising on the acquisition of associates and joint ventures is included in the related equity accounted investment value.

Goodwill is amortised over its expected useful life which is estimated to be 10 years.

Goodwill is assessed for impairment when there are indicators of impairment and any impairment is charged to the profit and loss account. No reversals of impairment are recognised.

2.6. Tangible Fixed Assets and Depreciation

Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:

Revalued Freehold	2%-10% straight line
Leasehold	2%-10% straight line
Plant & Machinery	25% straight line
Motor Vehicles	25% straight line
Fixtures & Fittings	25% straight line

2.7. Stocks and Work in Progress

Stocks and work in progress are valued at the lower of cost and net realisable value after making due allowance for obsolete and slow-moving stocks.

Cost is determined using the first-in, first-out method. Cost includes all direct costs and an appropriate proportion of fixed and variable overheads.

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

2.8. Cash and Cash Equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks, other short-term highly liquid investments that mature in no more than three months from the date of acquisition and are readily convertible to a known amount of cash with insignificant risk of change in value, and bank overdrafts.

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Bookstage Holdings Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 July 2025

2.9. Taxation

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

The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and 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 end of the reporting period.

Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period 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 assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors. The measurement of deferred tax liabilities and assets reflect the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Current and deferred tax are recognised in profit or loss for the year, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case current and deferred tax are recognised in other comprehensive income or directly in equity respectively.

3. Turnover

Analysis of turnover from continuiing operations is as follows:

	2025	2024
	£	£
Commissions	213,185	302,849
Hotel income	315,176	371,793
Rental income	148,092	142,309
Sale of goods	17,400,314	21,178,661

	18,076,767	21,995,612

Analysis of turnover by geographical market is as follows:

	2025	2024
	£	£
United Kingdom	18,076,767	21,995,612

	18,076,767	21,995,612

4. Other Operating Income

	2025	2024
	£	£
Rental income	87,374	87,423

	87,374	87,423

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Page 20

Bookstage Holdings Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 July 2025

5. Operating Profit

The operating profit is stated after charging:

	2025	2024
	£	£
Bad debts	(5,797)	27,825
Depreciation of tangible fixed assets	154,776	176,884
Amortisation of intangible fixed assets	7,501	7,501

6. Auditor's Remuneration

Remuneration received by the group's auditors and their associates during the year was as follows:

	2025	2024
	£	£
Audit Services
Audit of the group and company's financial statements	26,325	24,500

7. Staff Costs

Staff costs, including directors' remuneration, were as follows:

	2025	2024
	£	£
Wages and salaries	1,143,904	1,169,983
Social security costs	114,527	98,967
Other pension costs	19,858	20,488

	1,278,289	1,289,438

8. Average Number of Employees

Group

Average number of employees, including directors, during the year was: 40 (2024: 40)

Company

Average number of employees, including directors, during the year was: 2 (2024: 2)

9. Directors' remuneration

	2025	2024
	£	£
Emoluments	226,833	226,000
Company contributions to money purchase pension schemes	2,029	3,124

	228,862	229,124

Information regarding the highest paid director was as follows:

Page 20

Page 21

Bookstage Holdings Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 July 2025

	2025	2024
	£	£
Emoluments	116,182	132,521
Company contributions to money purchase pension schemes	1,321	2,086

	117,503	134,607

10. Interest Receivable and Similar Income

	2025	2024
	£	£
Other interest receivable	-	24

11. Interest Payable and Similar Charges

	2025	2024
	£	£
Bank loans and overdrafts	82,121	82,459
Other finance charges	-	144

	82,121	82,603

12. Tax on Profit

	2025	2024
The tax charge on the profit for the year was as follows:
	£	£
Current tax
UK Corporation Tax	137,326	167,035
Prior period adjustment	(1 )	(1,043 )

	137,325	165,992
Deferred Tax
Deferred taxation	(19,075 )	1,523


Total tax charge for the period	118,250	167,515


The actual charge for the year can be reconciled to the expected charge for the year based on the profit and the standard rate of corporation tax as follows:
	2025	2024
	£	£
Profit before tax	373,905	464,523

Tax on profit at 25% (UK standard rate)	93,476	116,131
Goodwill/depreciation not allowed for tax	21,494	48,902
Expenses not deductible for tax purposes	7,264	9,368

...CONTINUED

Page 21

Page 22

Bookstage Holdings Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 July 2025

Capital allowances	(3,939 )	(5,812 )
Short term timing differences	(44 )	(31 )
Prior period adjustment	(1 )	(1,043 )

Total tax charge for the period	118,250	167,515

13. Intangible Assets

Group

	Goodwill
	£
Cost
As at 1 August 2024	75,007

As at 31 July 2025	75,007

Amortisation
As at 1 August 2024	25,626
Provided during the period	7,501

As at 31 July 2025	33,127

Net Book Value
As at 31 July 2025	41,880

As at 1 August 2024	49,381

Company

The company had no intangible fixed assets as at 31 July 2025 or 31 July 2024.

14. Tangible Assets

Group

	Land & Property
	Revalued Freehold	Leasehold	Motor Vehicles	Fixtures & Fittings	Total
	£	£	£	£	£
Cost
As at 1 August 2024	4,381,248	975,325	87,840	250,541	5,694,954
Additions	-	72,460	-	2,342	74,802
Transfers	-	-	(8,708 )	8,707	(1 )

As at 31 July 2025	4,381,248	1,047,785	79,132	261,590	5,769,755

Depreciation
As at 1 August 2024	990,369	940,192	57,975	164,816	2,153,352
Provided during the period	70,170	26,432	15,593	42,581	154,776
Transfers	-	-	(8,707 )	8,707	-

As at 31 July 2025	1,060,539	966,624	64,861	216,104	2,308,128

Net Book Value
As at 31 July 2025	3,320,709	81,161	14,271	45,486	3,461,627

As at 1 August 2024	3,390,879	35,133	29,865	85,725	3,541,602

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Bookstage Holdings Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 July 2025

	Land & Property
	Revalued Freehold	Leasehold	Motor Vehicles	Fixtures & Fittings	Total
	£	£	£	£	£
At cost	2,333,660	1,047,785	79,132	261,590	3,722,167
At valuation	2,047,588	-	-	-	2,047,588

	4,381,248	1,047,785	79,132	261,590	5,769,755

Included in the net book value of land and buildings above is £938,412 (2024 - £938,412) in respect of land which is not depreciated.

Revaluations

The freehold land and buildings included in fixed assets were revalued on date of transition to FRS102 by the directors of the group, taking into account advice from external valuers and after consideration of prevailing market conditions. The basis of this valuation was fair value. This class of asset has a current year end value of £2,500,096 and a historical cost of £672,170.

Company

	Land & Property
	Revalued Freehold
	£
Cost
As at 1 August 2024	4,470,000

As at 31 July 2025	4,470,000

Depreciation
As at 1 August 2024	206,036
Provided during the period	70,170

As at 31 July 2025	276,206

Net Book Value
As at 31 July 2025	4,193,794

As at 1 August 2024	4,263,964

15. Investments

Company

	Subsidiaries
	£
Cost or Valuation
As at 1 August 2024	16,667

As at 31 July 2025	16,667

Provision
As at 1 August 2024	-

As at 31 July 2025	-

...CONTINUED

Page 23

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Bookstage Holdings Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 July 2025

Net Book Value
As at 31 July 2025	16,667

As at 1 August 2024	16,667

Subsidiaries

Details of the group's subsidiaries as at 31 July 2025 are as follows:

Name of undertaking	Registered Office	Class of shares held	Direct holding	Indirect holding
Proctor Car Sales Limited	Littlecotes Farm, Derbyshire, S45 0HD	Ordinary	100.00%	-
Bookstage Limited	Littlecotes Farm, Derbyshire, S45 0HD	Ordinary	100.00%	-
Little Cotes Farm Limited	Littlecotes Farm, Derbyshire, S45 0HD	Ordinary	100.00%	-
Riverside Fish and Chip Bar Limited	Littlecotes Farm, Derbyshire, S45 0HD	Ordinary	100.00%	-

16. Stocks

	2025	2024
	£	£
Stock	4,291,699	4,135,965

The value of stock has been determined after an impairment of £386,053 (2024 - £395,391).

17. Debtors

	Group		Company
	2025	2024	2025	2024
	£	£	£	£
Due within one year
Trade debtors	278,297	404,910	955	-
Amounts owed by group undertakings	74,400	70,667	1,135,660	1,319,094
Amounts owed by participating interests	694,628	650,852	49,259	13,879
Other debtors	136,586	109,453	25,564	6,208

	1,183,911	1,235,882	1,211,438	1,339,181

18. Creditors: Amounts Falling Due Within One Year

	Group		Company
	2025	2024	2025	2024
	£	£	£	£
Trade creditors	653,304	564,636	-	-
Bank loans and overdrafts	32,564	63,333	32,564	63,333
Amounts owed to group undertakings	-	-	444,501	448,001
Other creditors	100,916	299,731	-	-
Corporation tax	137,301	167,010	69,480	62,309
Taxation and social security	365,294	316,886	-	-
Accruals and deferred income	524,546	195,871	4,388	8,914

	1,813,925	1,607,467	550,933	582,557

Page 24

Page 25

Bookstage Holdings Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 July 2025

The prior period has been restated to reclassify deferrred income which had been incorrectly included within trade creditors.

19. Creditors: Amounts Falling Due After More Than One Year

	Group		Company
	2025	2024	2025	2024
	£	£	£	£
Bank loans	388,056	818,056	388,056	818,056

20. Loans

An analysis of the maturity of loans is given below:

	Group		Company
	2025	2024	2025	2024
	£	£	£	£
Amounts falling due within one year or on demand:
Bank loans	32,564	63,333	32,564	63,333

	Group		Company
	2025	2024	2025	2024
	£	£	£	£
Amounts falling due between one and five years:
Bank loans	388,056	818,056	388,056	818,056

Bank loans are secured by an unlimited multilateral guarantee over the assets of the group and company. Bank loans are subject to interest at 2.45% per annum above the Bank of England base rate.

21. Deferred Taxation

The provision for deferred tax is made up as follows:

	Group		Company
	2025	2024	2025	2024
	£	£	£	£
Other timing differences	364,199	383,273	371,000	371,000

22. Provisions for Liabilities

Group
	Deferred Tax	Total
	£	£
As at 1 August 2024	383,273	383,273
Utilised	(19,074 )	(19,074)

Balance at 31 July 2025	364,199	364,199

23. Share Capital

	2025	2024
	£	£
Allotted, Called up and fully paid	16,666	16,666

Page 25

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Bookstage Holdings Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 July 2025

24. Contingent Liabilities

The group has provided security, in the form of an unlimited multilateral guarantee, for any bank loans or overdrafts of its related companies within the Bookstage Holdings Limited group of companies. At the year end, the group had borrowings of £420,620 (2024 - £881,389).

25. Pension Commitments

The group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the group in an independently administered fund.

During the year the charge to the profit and loss account in respect of defined contribution schemes was £19,858 (2024: £20,488).

At the balance sheet date contributions of £4,399 (2024: £4,395) were due to the fund and are included in creditors.

26. Directors Advances, Credits and Guarantees

Included within Debtors are the following loans to directors:

	As at 1 August 2024	Amounts advanced	Amounts repaid	Amounts written off	As at 31 July 2025
	£	£	£	£	£
Mr Robert Proctor	-	12,115	(12,115 )	-	-

The above loan is unsecured, interest free and repayable on demand.

27. Dividends

	2025	2024
	£	£
On equity shares:
Interim dividend paid	60,000	-

28. Related Party Disclosures

Transactions with group companies

The company has taken advantage of the exemption under FRS102 not to disclose transactions between wholly owned group companies.

During the year the group made the following related party transactions:

PPG (Portugal) Limited

(A company under common control)

At the balance sheet date the amount due from PPG (Portugal) Limited was £595,391 (2024 - £689,495). No interest is charged on this loan. During the year the directors have provided for an impairment of this loan amounting to £2,570 (2024 - £25,001) which has been charged to the profit and loss account. At the balance sheet date, total provisions included within this balance were £777,516 (2024 - £777,516).

Proctor Property Developments Limited

(A company under common control)

At the balance sheet date the amount due from Proctor Property Developments Limited was £68,516 (2024 - £66,347). No interest is charged on this loan.

Proctor Fleet Management Limited

(A company under common control)

At the balance sheet date the amount due from Proctor Fleet Management Limited was £1,048 (2024 - £12,854). No interest is charged on this loan.

James Robert Proctor

(A director of Proctor Car Sales Limited)

During the year, the company advanced amounts of £2,817 (2024 - £3,773) and received amounts of £4,903 (2024 - £5,556). At the balance sheet date the amount due to the group was £nil (2024 - £2,086).

Page 26

Page 27

Bookstage Holdings Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 July 2025

29. Controlling Parties

The company's ultimate controlling party is R L Proctor by virtue of their interest in the share capital of the company.

Page 27