REGISTERED NUMBER: 03186938 (England and Wales)

Report of the Directors and

Financial Statements

for the Year Ended 31 December 2025

for

TLC Lotteries Limited

Page

Company Information

1

Report of the Directors

2

Report of the Independent Auditors

4

Income Statement

8

Balance Sheet

9

Statement of Changes in Equity

10

Notes to the Financial Statements

11

DIRECTORS:

Mrs J D Ward (Chair)

Ms L J Watkins

Ms M L Williams

Mr M B Reeves

Mrs H E Bradshaw

Ms S J Eaves

REGISTERED OFFICE:

48-62 Woodville Road

Harborne

Birmingham

B17 9AT

REGISTERED NUMBER:

03186938 (England and Wales)

AUDITORS:

Locke Williams Associates LLP

Chartered Accountants

Registered Auditors

Studio 2

50-54 St Pauls Square

Birmingham

West Midlands

B3 1QS

The directors present their report with the financial statements of the company for the year ended 31 December 2025.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report.

Mrs J D Ward (Chair)

Ms L J Watkins

Ms M L Williams

Other changes in directors holding office are as follows:

Mr M T Hopton - resigned 28 November 2025

Mrs J A McDougall - resigned 21 February 2025

Ms V C Rowles - resigned 16 May 2025

Mr M B Reeves - appointed 1 March 2025

Mrs H E Bradshaw - appointed 28 November 2025

Ms S J Eaves - appointed 18 December 2025

TLC Lotteries Limited maintains liability insurance for its Directors and management.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Report of the Directors 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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

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

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Locke Williams Associates LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

Mrs J D Ward (Chair) - Director

15 May 2026

Opinion

We have audited the financial statements of TLC Lotteries Limited (the 'company') for the year ended 31 December 2025 which comprise the Income Statement, Balance Sheet, Statement of Changes in Equity and 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 December 2025 and of its 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

Other information

The directors are responsible for the other information. The other information comprises the information in the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Directors has 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 Report of the Directors.

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

-	adequate accounting records have not been kept, 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

-	the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page two, 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 necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditors' 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. The objectives of our audit are to obtain sufficient appropriate audit evidence regarding compliance with laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements, to perform audit procedures to help identify instances of non-compliance with other laws and regulations that may have a material effect on the financial statements, and to respond appropriately to identified or suspected non-compliance with laws and regulations identified during the audit.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

-

We gained an understanding of the legal and regulatory framework applicable to the company and the sector in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud.

-

We designed audit procedures to respond to these risks, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

-

We focussed on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006, FRS 102 and tax legislation.

-

We identified the risk of management override of controls as the area where the financial statements were most susceptible to material misstatement due to fraud.

-

Based on this understanding, our audit procedures included, but were not limited to, testing journals and other adjustments, considering the business rationale in relation to significant, unusual transactions and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to assumptions and judgements made by management.

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

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 Report of the Auditors.

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 a Report of the Auditors 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.

David Williams FCA FCCA (Senior Statutory Auditor)

for and on behalf of Locke Williams Associates LLP

Chartered Accountants

Registered Auditors

Studio 2

50-54 St Pauls Square

Birmingham

West Midlands

B3 1QS

15 May 2026

INCOME

3

625,477

525,580

Direct costs

121,294

195,600

GROSS PROFIT

504,183

329,980

Charitable distributions

56,963

24,655

Administrative expenses

152,475

138,006

209,438

162,661

OPERATING PROFIT

5

294,745

167,319

Interest receivable and similar income

3,982

5,331

PROFIT BEFORE TAXATION

298,727

172,650

Tax on profit

-

-

PROFIT FOR THE FINANCIAL YEAR

298,727

172,650

FIXED ASSETS

Tangible assets

8

1,161

1,666

CURRENT ASSETS

Debtors

9

674

2,876

Cash at bank and in hand

10

296,549

299,812

297,223

302,688

CREDITORS

Amounts falling due within one year

11

52,894

68,962

NET CURRENT ASSETS

244,329

233,726

TOTAL ASSETS LESS CURRENT LIABILITIES

245,490

235,392

CAPITAL AND RESERVES

Called up share capital

12

15,300

15,300

Retained earnings

230,190

220,092

SHAREHOLDERS' FUNDS

245,490

235,392

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 15 May 2026 and were signed on its behalf by:

Mrs J D Ward (Chair) - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2024

15,300

197,442

212,742

Changes in equity

Distributions under gift aid

-

(150,000

)

(150,000

)

Total comprehensive income

-

172,650

172,650

Balance at 31 December 2024

15,300

220,092

235,392

Changes in equity

Distributions under gift aid

-

(288,629

)

(288,629

)

Total comprehensive income

-

298,727

298,727

Balance at 31 December 2025

15,300

230,190

245,490

1.	STATUTORY INFORMATION

TLC Lotteries Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Significant judgements and estimates

The directors consider that there are no material uncertainties about the Company's ability to continue as a going concern. There are no significant areas of uncertainty that affect the carrying value of assets.

Income

Income is recognised to the extent that it is probable that the economic benefits will flow to the Company and the income can be reliably measured. Income is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Office equipment

-

25% on cost

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the profit or loss.

Financial instruments

The Company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors.

Debtors

Short term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

Creditors

Creditors and provisions are recognised where the Company has a present obligation resulting from a past event that will probably result in the transfer of funds to a third party and the amount due to settle the obligation can be measured or estimated reliably. Creditors and provisions are normally recognised at their settlement amount after allowing for any trade discounts due.

Taxation

The limited company distributes all profits under gift aid therefore no corporation tax is payable.

Operating leases

Rentals paid under operating leases are charged to the profit and loss account on a straight line basis over the lease term.

Pension costs and other post-retirement benefits

The limited company pays defined contributions into the personal pension plans of certain employees. The pension cost charge represents contributions payable by the limited company in respect of the period.

3.

INCOME

All income arose within the United Kingdom.

4.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 2 (2024 - 2 ) .

31.12.25

31.12.24

£

£

Wages and salaries

58,811

62,835

Social security costs

896

(714

)

Other pension costs

3,579

4,514

63,286

66,635

The credit for social security costs of £714 in 2024 arose as a result of a successful retrospective claim to recover Employers' Allowance which the company was eligible to claim.

The average monthly number of employees, excluding the directors, during the period was 2 (2024: 2).

During the period no directors received any remuneration (2024: £nil).

5.	OPERATING PROFIT

The operating profit is stated after charging:

31.12.25

31.12.24

£

£

Depreciation - owned assets

597

624

Pension costs

3,579

4,514

Auditors remuneration

6,000

5,700

Non-audit fees

600

600

Other operating lease rentals

7,332

7,332

Defined contribution pension cost

3,579

4,514

6.	CHARITABLE DISTRIBUTIONS

31.12.25

31.12.24

£

£

Distributions - shareholder charities

41,239

6,382

Distributions - other good causes

15,724

18,273

56,963

24,655

7.	DISTRIBUTIONS UNDER GIFT AID

1.12.25

31.12.24

£

£

Distributions of profits

288,629

150,000

288,629

150,000

8.	TANGIBLE FIXED ASSETS

Office

equipment

£

COST

At 1 January 2025

6,197

Additions

96

Disposals

(2,192

)

At 31 December 2025

4,101

DEPRECIATION

At 1 January 2025

4,531

Charge for year

597

Eliminated on disposal

(2,188

)

At 31 December 2025

2,940

NET BOOK VALUE

At 31 December 2025

1,161

At 31 December 2024

1,666

9.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

£

£

Prepayments and accrued income

674

2,876

10.	CASH AT BANK AND IN HAND

31.12.25

31.12.24

£

£

Bank accounts

296,529

299,648

Petty cash

20

164

296,549

299,812

11.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

£

£

Deferred income

38,373

35,634

Accrued expenses

14,521

33,328

52,894

68,962

12.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.12.25

31.12.24

value:

£

£

5,100

A Shares

£1

5,100

5,100

5,100

B Shares

£1

5,100

5,100

5,100

C Shares

£1

5,100

5,100

15,300

15,300

The 5,100 A shares and 5,100 B shares are respectively owned by Focus Birmingham and Birmingham Hospice. The 5,100 C shares are owned by Acorns Children's Hospice (Trading) Limited, the trading subsidiary of Acorns Children's Hospice Trust.

13.	PENSION COMMITMENTS

The Company pays defined contributions into the personal pension plans of certain employees. The pension cost charge represents contributions payable by the Company and amounted to £3,579 (2024: £4,514). There were no prepayments or accruals in relation to pension plans at the balance sheet date (2024: £nil).

14.	RELATED PARTY DISCLOSURES

The following transactions with the ultimate controlling parties took place during the year.

31.12.25

31.12.24

£

£

Core

Acorns Children's Hospice

96,209

50,000

Focus Birmingham

96,210

50,000

Birmingham Hospice

96,210

50,000

Other charitable distributions:

Acorns Children's Hospice

2,561

2,726

Focus Birmingham

261

288

Birmingham Hospice

38,417

3,368

Recharges: Rent & Other Services

Acorns Children's Hospice

11,760

14,112

Focus Birmingham

2,092

-

15.	CONTROLLING PARTY

The limited company is ultimately controlled by three charities, Acorns Children's Hospice, Focus Birmingham and Birmingham Hospice.

Each party directly or indirectly owns an equal amount of equity and the joint venture is regulated under the terms of a joint venture agreement.