Fleetmill Holdings Ltd

Registered number

11710953

Report and Financial Statements

31 July 2025

Fleetmill Holdings Ltd
Report and accounts
Contents




Page

Company information	1
Strategic report	2
Director's report	3
Statement of director's responsibilities	4
Independent auditor's report	5 - 7
Consolidated Income statement	8
Consolidated Statement of comprehensive income	9
Company Statement of financial position	10
Consolidated Statement of financial position	11
Consolidated Statement of changes in equity	12
Consolidated Statement of cash flows	13
Notes to the financial statements	14 - 25

The following pages do not form part of the statutory accounts:

Trading profit and loss account and summaries	26 - 28

Fleetmill Holdings Ltd

Company Information

Director

Hossein Rezvani

Auditors

SKS Audit LLP

3 Sheen Road

Richmond Upon Thames

TW9 1AD

Bankers

HSBC Bank Plc

69 Pall Mall

London

SW1Y 5EY

Registered office

Unit 10b Lyon Way

Greenford

England

UB6 0BN

Registered number

11710953

Fleetmill Holdings Ltd
Strategic Report

Business review:
The company continued to hold investments in its subsidiary.

Principal risks and uncertainties
The principal risks and uncertainties facing the company are reviewed in detail by the director and no material additional risk or uncertainty has been identified. The company continued to hold investments in its subsidiary.

Financial Instruments
The group has normal level exposure to price, credit, liquidity and cash flow risks arising from trading activities which are mostly conducted in sterling.

Financial Key performance indicators
The director of the group use a variety of financial performance indicators, including turnover, total operating profit, profit after tax and average employees. These are reviewed and assessed quarterly by the board and appropriate action taken to ensure growth targets are being achieved. The group's key financial and non-performance indicator for the year are as follows:

	2025	2024
	£	£
Turnover	23,253,305	24,305,503
Total opreating profit/(loss)	352,272	437,852
Profit/(loss) after tax	287,151	269,433
Total equity	12,663,782	12,376,631
Average employees	25	32

The Group’s turnover for the 12 months to 31 July 2025 decreased to £23,253,305 compared with £24,305,503 in 2024, representing a decline of approximately 4.3%. Gross profit also decreased to £6,228,622 from £6,981,005 in the prior year, a reduction of around 10.8%. The gross profit margin for the year is approximately 26.8%, which is lower than the previous year.

This report was approved by the board on 27 April 2026 and signed on its behalf.



Hossein Rezvani
Director

Fleetmill Holdings Ltd
Registered number:		11710953
Director's Report

The director presents his report and financial statements for the year ended 31 July 2025.

Principal activities
The Company is a holding company for a Fleetmill Ltd operating as wholesale and retail of footwear and leather goods.

Future developments
The Group will continue to focus and develop on its retail and property business with the aim of maintaining a strong and competitive position in the market

Research and development
The directors intend to continue strengthening the Group’s position within the property market and plan to expand the portfolio through the acquisition of additional properties. The Group is well positioned to support this growth, with appropriate systems and management in place. Also research on the repositioning structure of on line leather goods retail and high street and expand the business on those subjects in future.

Events since the balance sheet date
The director has decided to reduce the company’s trading operations. By the date of approval of these financial statements, the majority of the trading activity had been discontinued, with most trading stock sold and the remaining stock held for sale as part of the orderly wind-down of the trading operations. The investment side of the business continues and is expected to do so for the foreseeable future.

Director
The following persons served as director during the year:

	Hossein Rezvani

Principal Risks and Uncertainties
The director continually monitors and manages key risks facing the Group, particularly those relating to the property rental market, economic conditions, regulatory changes, and operational controls. The director remains confident that the Group is well-positioned, with appropriate systems and management in place to mitigate these risks.

Disclosure of information to auditors

The director confirms that:
●	so far as he is aware, there is no relevant audit information of which the company's auditor is unaware; and
●	he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditor is aware of that information.


Auditors
The auditors, SKS Audit LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report was approved by the board on 27 April 2026 and signed on its behalf.


Hossein Rezvani
Director

Fleetmill Holdings Ltd
Statement of Director's Responsibilities

The director is responsible for preparing the report and financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (Financial Reporting Standard 102 and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the director is required to:
●	select suitable accounting policies and then apply them consistently;
●	make judgements and 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 company will continue in business.

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

Fleetmill Holdings Ltd
Independent auditor's report
to the members of Fleetmill Holdings Ltd

Opinion

We have audited the financial statements of Fleetmill Holdings Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 July 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
●	give a true and fair view of the state of the company's affairs as at 31 July 2025 and of its profit for the year then ended;
●	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice;
●	have been prepared in accordance with the requirements of the Companies Act 2006.


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

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or the 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 director 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 report and financial statements, other than the financial statements and our auditor's report thereon. The director is responsible for the other information. 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 there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
●	the information given in the strategic report and the directors’ report 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.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the 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, or returns adequate for our audit have not been received from branches not visited by us; or
●	the financial statements are not in agreement with the accounting records and returns; or
●	certain disclosures of directors’ remuneration specified by law are not made; or
●	we have not received all the information and explanations we require for our audit; or

Responsibilities of director
As explained more fully in the directors’ responsibilities statement, 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 director is responsible for assessing the company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud.The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
Discussions were held with, and enquiries made of, management and those charged with governance with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity. The following laws and regulations were identified as being of significance to the entity: -Those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting standards, Company Law, Tax and Pensions legislation, International VAT Law and distributable profits legislation. -It is considered that non-compliance of Health & Safety laws and regulations may be fundamental to the operating aspects of the business. -We addressed the risk of fraud through management override by reviewing the appropriateness of a sample of journal entries and other adjustments; assessing whether the judgements made in making key accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business that we come across throughout the audit.
Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; review of board minutes; testing the appropriateness of entries in the nominal ledger, including journal entries; reviewing transactions around the end of the reporting period; and the performance of analytical procedures to identify unexpected movements in account balances which may be indicative of fraud. No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our 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.


M Ehshan Amiraly
(Senior Statutory Auditor)		3 Sheen Road
for and on behalf of		Richmond Upon Thames
SKS Audit LLP		TW9 1AD
Chartered Accountants and Statutory Auditors
27 April 2026

Fleetmill Holdings Ltd
Consolidated Income Statement
for the year ended 31 July 2025


Notes		2025		2024
£			£

Turnover	3	23,253,305		24,305,503

Cost of sales		(17,024,683)		(17,324,498)

Gross profit		6,228,622		6,981,005

Administrative expenses		(7,417,755)		(7,980,678)
Other operating income		1,341,511		1,361,659

Operating profit	4	152,378		361,986

Interest receivable		199,894		104,437
Interest payable	7	-		(28,571)

Profit on ordinary activities before taxation		352,272		437,852

Tax on profit on ordinary activities	9	(65,121)		(168,419)

Profit for the financial year		287,151		269,433

Profit attributable to:
Owners of the parent		287,151		269,433
Non-controlling interests		-		-
		287,151		269,433

Fleetmill Holdings Ltd
Consolidated Statement of comprehensive income
for the year ended 31 July 2025


Notes	2025		2024
£		£

Profit for the financial year	287,151		269,433

Other comprehensive income	-		-

Total comprehensive income for the year	287,151		269,433

Fleetmill Holdings Limited
Registered number:		11710953
Company Balance Sheet
as at 31 July 2025

Notes			2025			2024
£				£
Fixed assets
Investments	11		1,000			1,000
			1,000			1,000

Current assets
Debtors	13	8,675,112			8,517,614
Cash at bank and in hand		837,138			268,267
		9,512,250			8,785,881

Creditors: amounts falling due within one year	14	(626,761)			(9,935)

Net current assets			8,885,489			8,775,946

Net assets			8,886,489			8,776,946

Capital and reserves
Called up share capital			2,000			2,000
Profit and loss account			8,884,489			8,774,946

Shareholders' funds			8,886,489			8,776,946




Hossein Rezvani
Director
Approved by the board on 27 April 2026

Fleetmill Holdings Ltd
Consolidated Balance Sheet
as at 31 July 2025

Notes			2025			2024
£				£
Fixed assets
Tangible assets	10		163,276			138,565

Current assets
Stocks	12	2,317,275			7,238,710
Debtors	13	5,172,837			6,081,265
Cash at bank and in hand		7,286,899			1,177,123
		14,777,011			14,497,098

Creditors: amounts falling due within one year	14	(2,249,095)			(2,226,785)

Net current assets			12,527,916			12,270,313

Total assets less current liabilities			12,691,192			12,408,878


Provisions for liabilities
Deferred taxation	16		(27,410)			(32,247)

Net assets			12,663,782			12,376,631

Capital and reserves
Called up share capital	17		2,000			2,000
Profit and loss account	18		12,661,782			12,374,631

Total equity			12,663,782			12,376,631




Hossein Rezvani
Director
Approved by the board on 27 April 2026

Fleetmill Holdings Ltd
Consolidated Statement of Changes in Equity
for the year ended 31 July 2025

Share		Share		Other		Profit		Total
capital		premium		reserves		and loss
account
£		£		£		£		£

At 1 August 2023	2,000		-		-		12,105,198		12,107,198

Profit for the financial year	-		-		-		269,433		269,433


At 31 July 2024	2,000		-		-		12,374,631		12,376,631



At 1 August 2024	2,000		-		-		12,374,631		12,376,631

Profit for the financial year	-		-		-		287,151		287,151


At 31 July 2025	2,000		-		-		12,661,782		12,663,782

Fleetmill Holdings Ltd
Consolidated Statement of Cash Flows
for the year ended 31 July 2025

Notes		2025		2024
£			£
Operating activities
Profit for the financial year		287,151		269,433

Adjustments for:
Interest receivable		(199,894)		(104,437)
Interest payable		-		28,571
Tax on profit on ordinary activities		65,121		168,419
Depreciation		28,813		23,959
Decrease in stocks		4,921,435		584,863
Decrease/(increase) in debtors		908,428		(1,509,855)
Increase/(decrease) in creditors		21,044		(649,639)
		6,032,098		(1,188,686)

Interest received		199,894		104,437
Interest paid		-		(28,571)
Corporation tax paid		(69,958)		(136,348)

Cash generated by/(used in) operating activities		6,162,034		(1,249,168)

Investing activities
Payments to acquire tangible fixed assets		-		(85,656)

Cash used in investing activities		-		(85,656)

Financing activities
Payment/(Repayment) of loans		-		343

Cash generated by financing activities		-		343

Net cash generated/(used)
Cash generated by/(used in) operating activities		6,162,034		(1,249,168)
Cash used in investing activities		(53,524)		(85,656)
Cash generated by financing activities		-		343

Net cash generated/(used)		6,108,510		(1,334,481)

Cash and cash equivalents at 1 August		1,177,123		2,511,604
Cash and cash equivalents at 31 July		7,285,633		1,177,123

Cash and cash equivalents comprise:
Cash at bank		7,286,899		1,177,123
Bank overdrafts	14	(1,266)		-
		7,285,633		1,177,123

Fleetmill Holdings Ltd
Notes to the Accounts
for the year ended 31 July 2025

1	Summary of significant accounting policies

	Basis of preparation
	The financial statements have been prepared under the historical cost convention and 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.

	Turnover
	Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the sale of goods. Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have transferred to the buyer.

	Tangible fixed assets

	Tangible fixed assets are measured at cost less accumulative depreciation and any accumulative impairment losses. Depreciation is provided on all tangible fixed assets, other than freehold land, at rates calculated to write off the cost, less estimated residual value, of each asset evenly over its expected useful life, as follows:

	Plant and machinery			15% on written down value


	Investments
	Investments in subsidiaries, associates and joint ventures are measured at cost less any accumulated impairment losses. Listed investments are measured at fair value. Unlisted investments are measured at fair value unless the value cannot be measured reliably, in which case they are measured at cost less any accumulated impairment losses. Changes in fair value are included in the profit and loss account.

	Stocks
	Stocks are measured at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first in first out method. The carrying amount of stock sold is recognised as an expense in the period in which the related revenue is recognised.

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

	Creditors
	Short term creditors are measured at transaction price (which is usually the invoice price). Loans and other financial liabilities are initially recognised at transaction price net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method.

	Impairment of fixed Assets
	At each reporting period end date, the company reviews the carrying amounts of its tangible 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. Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

	Taxation
	A current tax liability is recognised for the tax payable on the taxable profit of the current and past periods. A current tax asset is recognised in respect of a tax loss that can be carried back to recover tax paid in a previous period. Deferred tax is recognised in respect of all timing differences between the recognition of income and expenses in the financial statements and their inclusion in tax assessments. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference, except for revalued land and investment property where the tax rate that applies to the sale of the asset is used. Current and deferred tax assets and liabilities are not discounted.

	Provisions
	Provisions (ie liabilities of uncertain timing or amount) are recognised when there is an obligation at the reporting date as a result of a past event, it is probable that economic benefit will be transferred to settle the obligation and the amount of the obligation can be estimated reliably.

	Foreign currency translation
	Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss.

	Going concern
	The director is required to consider the group's going concern status on an ongoing basis and at the time of approving and signing off the financial statements, considering a period of no less than 12 months from the date of approval. At 31 July 2025, the group had net current assets of £12,527,916 (2024: £12,270,313) and a net profit after tax of £287,151 (2024: £269,433). The financial statements have been prepared on a going concern basis. As part of the going concern assessment, the director has carefully reviewed the forecasts and considered the company's ability to raise additional funds and consequently reduce its debt profile. The director is satisfied that appropriate enquiries have been made, all available information has been considered, and the company's current and forecast trading situation has been assessed in the going concern assessment. As a result, the director has a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the director has continued to adopt the going concern basis in preparing the financial statements.

	Leases
	Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

	Pensions
	Contributions to defined contribution plans are expensed in the period to which they relate.

	Basis of consolidation
	The consolidated financial statements incorporate those of Fleetmill Holdings Ltd and all of its subsidiaries (i.e. entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits). Subsidiaries acquired during the year are consolidated using the purchase method. Their results are incorporated from the date that control passes. All financial statements are made up to 31 July 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 group. 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.
	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 when the group becomes party to the contractual provisions of the instrument. Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
	Basic financial assets
	Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
	Impairment of financial assets
	Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date. Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected.If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss. If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
	Derecognition of financial assets
	Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
	Classification of financial liabilities
	Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. 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 payment 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.
	Derecognition of financial liabilities
	Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

2	Critical judgments in applying the Company's accounting policies

	In the application of the group’s accounting policies, the director is required to make judgments, 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 recognized in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods. The critical judgments that the director has made in the process of applying the group's accounting policies that have the most significant effect on the amounts recognized in the statutory financial statements are discussed below:
	Assessing indicators of impairment
	In assessing whether there have been any indicators of impairment of assets, the director has considered both external and internal sources of information such as market conditions, counterparty credit ratings, and experience of recoverability. There have been no indicators of impairment identified during the current financial year.

3	Analysis of turnover					2025		2024
£							£

	Sale of goods					23,253,305		24,305,503

	By geographical market:

	UK					10,968,355		8,618,496
	Europe					2,171,075		2,142,187
	Rest of world					10,113,875		13,544,820
						23,253,305		24,305,503


4	Operating profit					2025		2024
£							£
	This is stated after charging:

	Depreciation of owned fixed assets					28,813		23,959
	Auditors' remuneration for audit services					7,500		7,500


5	Director's emoluments					2025		2024
£							£

	Emoluments					201,600		111,326


6	Staff costs					2025		2024
£							£

	Wages and salaries					1,042,786		1,242,914
	Social security costs					113,260		117,803
	Other pension costs					86		6,929
						1,156,132		1,367,646


	Average number of employees during the year					Number	Number

	Administration					2		10
	Distribution					15		14
	Sales					8		8
						25		32


7	Interest payable					2025		2024
£							£

	Other loans					-		28,571


8	Individual statement of comprehensive income

	As permitted by S408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company's profit for the year was £109,543 (2024 - £261).


9	Taxation					2025		2024
£							£
	Analysis of charge in period
	Current tax:
	UK corporation tax on profits of the period					69,958		93,974

	Deferred tax:
	Origination and reversal of timing differences					(4,837)		32,247

	Adjustment:
	R&D tax credit					-		42,198
	Tax on profit on ordinary activities					65,121		168,419


	Factors affecting tax charge for period
	The differences between the tax assessed for the period and the standard rate of corporation tax are explained as follows:

						2025		2024
£							£
	Profit on ordinary activities before tax					352,272		437,852

	Standard rate of corporation tax in the UK					25%		25%

£							£
	Profit on ordinary activities multiplied by the standard rate of corporation tax					88,068		109,463

	Effects of:
	Expenses not deductible for tax purposes					35,414		14
	Capital allowances for period in excess of depreciation					(53,524)		(15,242)
	Trading tax losses					-		(261)

	Current tax charge for period					69,958		93,974


10	Tangible fixed assets
				Land and buildings		Fixtures, fittings, tools and equipment		Total
				At cost		At cost
£					£		£
	Cost or valuation
	At 1 August 2024			11,972		512,841		524,813
	Additions			-		53,524		53,524
	At 31 July 2025			11,972		566,365		578,337

	Depreciation
	At 1 August 2024			2,394		383,854		386,248
	Charge for the year			1,437		27,376		28,813
	At 31 July 2025			3,831		411,230		415,061

	Carrying amount
	At 31 July 2025			8,141		155,135		163,276
	At 31 July 2024			9,578		128,987		138,565



11	Investments
Investments in
subsidiary					Other
undertakings					investments		Total
£					£		£
	Cost			1,000		-		1,000

	At 31 July 2025			1,000		-		1,000

	The company holds 100% share capital of the following companies:

Capital and							Profit (loss)
	Company	Shares held				reserves	for the year
		Class		%	£		£
	Fleetmill Ltd	Ordinary		100		3,778,598		177,608


12	Stocks					2025		2024
£							£

	Finished goods and goods for resale					2,317,275		7,238,710

Company			Company		Group		Group
13	Debtors	2025		2024		2025		2024
£			£		£		£

	Trade debtors	-		-		465,939		925,529
	Amounts owed by group undertakings and undertakings in which the company has a participating interest	8,675,112		8,513,383		-		-
	Other debtors	-		4,231		166,966		77,854
	Prepayments and accrued income	-		-		38,789		152,393
	Amounts due from related parties	-		-		4,501,143		4,925,489
		8,675,112		8,517,614		5,172,837		6,081,265


Company			Company		Group		Group
14	Creditors: amounts falling due within one year	2025		2024		2025		2024
£							£

	Bank overdrafts					1,266		5,323
	Trade creditors	-		60		1,103,652		1,928,764
	Amounts due to related parties	488,750		-		488,750		-
	Corporation tax	21,678		-		69,958		93,974
	Other taxes and social security costs	-		-		258,231		57,253
	Other creditors	106,458		-		317,363		131,597
	Accruals and deferred income	9,875		9,875		9,875		9,874
		626,761		9,935		2,249,095		2,226,785


15	Lease Agreements

	Minimum lease payments under non-cancellable opreating leases fall due as follows:
						2025		2024
£							£

	Amounts payable:
	Within one year					587,100		587,100
	Within two to five years					2,172,067		2,312,900
	After five years					1,224,850		1,671,117
						3,984,017		4,571,117



16	Deferred taxation					2025		2024
£							£

	Accelerated capital allowances					27,410		32,247


						2025		2024
£							£

	At 1 August					32,247		-
	(Credited)/charged to the profit and loss account					(4,837)		32,247

	At 31 July					27,410		32,247



17	Share capital	Nominal		2025		2025		2024
value			Number		£		£
	Allotted, called up and fully paid:
	Ordinary shares	£1 each		2,000		2,000		2,000


18	Profit and loss account					2025		2024
£							£

	At 1 August					12,374,631		12,105,198
	Profit for the financial year					287,151		269,433

	At 31 July					12,661,782		12,374,631


19	Events after the reporting date

	Subsequent to the year end, the director has decided to reduce the company’s trading operations. By the date of approval of these financial statements, the majority of the trading activity had been discontinued, with most trading stock sold and the remaining stock held for sale as part of the orderly wind-down of the trading operations. The investment side of the business continues and is expected to do so for the foreseeable future.

20	Audit exemption

	Fleetmill Ltd is eligible for exemption from audit under S479A of the Companies Act 2006. The ultimate parent company. Fleetmill Holdings Ltd, has provided necessary guarantees to the subsidiary so that the latter can avail itself of the audit exemption as above.


21	Bank borrowings and facilities

	The company maintains banking arrangements with HSBC UK Bank plc. At 31 July 2025, the company had access to an HSBCnet overdraft facility of £200,000 and corporate card facilities of £30,000 and USD 30,000. No amounts were drawn on the overdraft at the reporting date (2024: £nil). Corporate card balances, where applicable, are included within trade and other payables, and all facilities are repayable on demand.


22	Related party transactions
						2025		2024

£							£
	Rachel Trading Company Ltd
	Loan due from the related party					1,412,024		1,626,705

	New Control Ltd
	Loan due from the related party					242,446		332,446

	Fleetmill Properties Ltd
	Loan due from the related party					1,856,197		1,976,197

	BHDN Properties Limited
	Loan due from the related party					990,476		990,141

	RFPP Properties Limited
	Loan due to the related party					(488,750)		-

						4,012,393		4,925,489


	During the year, rent of £150,000 (2024 - £150,000) was paid to New Control Ltd.


23	Controlling party

	The ultimate controlling party was Hossein Rezvani by virtue of his majority holding of the company’s equity shares in both financial years ended 31 July 2024 and 2025.

24	Presentation currency

	The financial statements are presented in Sterling.


25	Legal form of entity and country of incorporation

	Fleetmill Holdings Ltd is a private company limited by shares and incorporated in England.


26	Principal place of business

	The address of the company's registered office is:

	Unit 10b Lyon Way
	Greenford
	England
	UB6 0BN