Company No: 15967351 (England and Wales)

Contents

• Company Information
• Balance Sheet
• Notes to the Financial Statements

DIRECTORS	Dr C E McClure (Appointed 19 September 2024)
	D McClure (Appointed 19 September 2024)

REGISTERED OFFICE	Oakhurst
	Kelsey Lane
	Beckenham
	BR3 3NF
	United Kingdom

COMPANY NUMBER

15967351 (England and Wales)

ACCOUNTANT	S&W Partners LLP
	103 Colmore Row
	Birmingham
	B3 3AG

	Note	30.09.2025
		£
Fixed assets
Investments	3	8,503,374
		8,503,374
Current assets
Cash at bank and in hand		15,499
		15,499
Creditors: amounts falling due within one year	4	( 10,357)
Net current assets		5,142
Total assets less current liabilities		8,508,516
Provision for liabilities	5	( 552,063)
Net assets		7,956,453
Capital and reserves
Called-up share capital	6	100
Share premium account		204,000
Other reserves		3,285,450
Profit and loss account		4,466,903
Total shareholders' funds		7,956,453

For the financial period ending 30 September 2025 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

• The members have not required the Company to obtain an audit of its financial statements for the financial period in accordance with section 476;
• The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements; and
• These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Statement of Income and Retained Earnings has not been delivered.

The financial statements of Charobel Investments Limited (registered number: 15967351) were approved and authorised for issue by the Board of Directors on 20 May 2026. They were signed on its behalf by:

Dr C E McClure Director

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial period, unless otherwise stated.

General information and basis of accounting

Charobel Investments Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 on 19 September 2024 and is registered in England and Wales. The address of the Company's registered office is Oakhurst, Kelsey Lane, Beckenham, BR3 3NF, United Kingdom.

This set of financial statements is the Company's first financial year and has been prepared for the period from incorporation on 19 September 2024 to 30 September 2025.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with ‘The Financial Reporting Standard applicable in the UK and the Republic of Ireland’ issued by the Financial Reporting Council, including Section 1A of Financial Reporting Standard 102 (FRS102), and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The functional currency of Charobel Investments Limited is considered to be pounds sterling because that is the currency of the primary economic environment in which the Company operates.

These financial statements are separate financial statements.

Going concern

The directors have assessed the Balance Sheet and forecasted cash flows covering a period of 12 months from the date of approval of these financial statements. The directors note that the business has net liabilities of £78,453. The Company is supported through loans from the directors. The directors have confirmed that the loan facilities will continue to be available for at least 12 months from the date of signing these financial statements and the directors will continue to support the Company. Based on this ongoing financial support, the director believes that any foreseeable debts can be met for at least 12 months from the date of signing these financial statements. Accordingly, the directors continue to adopt the going concern basis in preparing the financial statements.

Interest income

Interest income is recognised when it is probable that the economic benefits will flow to the Company and the amount of revenue can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount on initial recognition.

Taxation

Current tax
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the Balance Sheet date.

Deferred tax
Deferred tax arises as a result of including items of income and expenditure in taxation computations in periods different from those in which they are included in the Company's financial statements. Deferred tax is provided in full on timing differences which result in an obligation to pay more or less tax at a future date, at the average tax rates that are expected to apply when the timing differences reverse, based on enacted or substantively enacted tax rates and laws. Deferred tax assets and liabilities are not discounted.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit. Deferred tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised.

Financial instruments

Financial assets and financial liabilities are recognised in the Balance Sheet when the Company becomes a party to the
contractual provisions of the instrument.
Investments in listed company shares are remeasured to market value at each balance sheet date. Gains and losses on
remeasurement are recognised in profit or loss for the period.
Trade and other debtors and creditors are classified as basic financial instruments and measured on initial recognition
at transaction price. Debtors and creditors are subsequently measured at amortised cost using the effective interest
rate method. A provision is established when there is objective evidence that the Company will not be able to collect
all amounts due.
Cash and cash equivalents are classified as basic financial instruments and comprise cash in hand and at bank,
shortterm bank deposits with an original maturity of three months or less and bank overdrafts which are an integral
part of the Company’s cash management.
Financial liabilities and equity instruments issued by the Company are classified in accordance with the substance of
the contractual arrangements entered into and the definitions of a financial liability and an equity instrument. An
equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of
its liabilities. Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue
costs.

Investments in subsidiaries are stated at cost less accumulated impairment losses.
Cost includes the fair value of consideration given and directly attributable acquisition costs.

Provisions

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the Balance Sheet date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material).

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders.

2. Employees

	Period from 19.09.2024 to 30.09.2025
	Number
Monthly average number of persons employed by the Company during the period, including directors	2

3. Fixed asset investments

Investments in subsidiaries

	30.09.2025
	£
Cost
At 19 September 2024	0
Additions	6,223,985
At 30 September 2025	6,223,985
Carrying value at 30 September 2025	6,223,985

During the year, the company acquired 100% of the issued share capital of R M R Limited.

The investment is recognised at cost, being the fair value of the consideration given, together with stamp duty directly attributable to the acquisition.

	Listed investments		Total
	£		£
Cost or valuation before impairment
At 19 September 2024	0		0
Additions	3,967,234		3,967,234
Disposals	( 1,599,272)		( 1,599,272)
Movement in fair value	( 88,573)		( 88,573)
At 30 September 2025	2,279,389		2,279,389
Carrying value at 30 September 2025	2,279,389		2,279,389

4. Creditors: amounts falling due within one year

	30.09.2025
	£
Amounts owed to directors	( 100)
Accruals	9,000
Taxation and social security	1,457
	10,357

5. Deferred tax

	30.09.2025
	£
At the beginning of financial period	0
Charged to the Statement of Income and Retained Earnings	( 552,063)
At the end of financial period	( 552,063)

The deferred taxation balance is made up as follows:

	30.09.2025
	£
Capital gains	( 552,063)

6. Called-up share capital and reserves

	30.09.2025
	£
Allotted, called-up and fully-paid
52 Ordinary A shares of £ 1.00 each	52
16 Ordinary B1 shares of £ 1.00 each	16
16 Ordinary B2 shares of £ 1.00 each	16
16 Ordinary B3 shares of £ 1.00 each	16
	100
Presented as follows:
Called-up share capital presented as equity	100

On 19 September 2024, the Company was incorporated with 2 £1 Ordinary shares.

On 17 October 2024, the Company allotted 50 £1 Ordinary shares for total consideration of £3,237,108. The shares were issued in exchange for non-cash consideration being the acquisition of 49 Ordinary Shares in R M R Limited as part of a group restructuring. No amounts remain unpaid.

On 30 October 2024 the 52 Ordinary shares were converted to A shares. 48 B Shares were subscribed, allotted and paid for at a value of £1 each giving rise to at a premium of £4,249 per share. The total consideration received was £204,000.

The Company's other reserves are as follows:

The share premium reserve contains the premium arising on issue of equity shares, net of issue expenses.

A merger reserve has arisen on the acquisition of RMRL Limited, representing the value of the equity transferred under a common control transaction.

7. Related party transactions

Other related party transactions

During the year, the company acquired the entire issued share capital of R M R Limited from Clare McClure and Robin Jacobson, who are related parties.

8. Ultimate controlling party

The ultimate controlling party is Dr C E McClure, by virtue of her directorship and shareholding in the Company.