Company registration number 11385808 (England and Wales)
TIRTLR HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
TIRTLR HOLDINGS LIMITED
COMPANY INFORMATION
Directors
L D Jones
J Jones
Company number
11385808
Registered office
Samuel House
Fox Valley Way
Stocksbridge
Sheffield
S36 2AA
Auditor
French Ludlam and Co Limited
Mountfield House
661 High Street
Kingswinford
West Midlands
DY6 8AL
TIRTLR HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 7
Group statement of comprehensive income
8
Group balance sheet
9
Company balance sheet
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Notes to the financial statements
14 - 29
TIRTLR HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 1 -
The directors present the strategic report for the year ended 31 March 2025.
Review of the business
The rise in turnover has arisen due to the fact that Portsmouth Mill and The Printworks have both been completed during the year.
The expansion into wider areas has seen an increased desire for investors to acquire a more nationwide portfolio and spread their risk.
Moreover there has also been an increased influx from overseas investors taking advantage of the weak pound sterling and thus making property investment in the United Kingdom an attractive proposition. With this in mind, the business is looking further a field to work in collaboration with overseas agents in countries such as Hong Kong and the Middle East to enable their clients to purchase the product the business will produce.
The results for the year and the financial position at the year end were considered satisfactory by the directors.
Principal risks and uncertainties
Management consider that the key risk for the company are the changes in the potential development law whereby permitted development conversions from B1 office space to C3 residential could be withdrawn in the near future thus making stock much harder to acquire.
Additionally, the costs of converting and developing is set to increase with the latest Grenfell reports being released whereby it is almost certain that buildings are going to be required to have much more stringent systems in place to tackle potential fire issues ultimately costing more to produce the typical product.
In anticipation of the above, the business will seek to acquire more land to build out of the ground and will limit the height these buildings will reach to ensure the fire risk is reduced and mitigating a number of requirements that will be introduced for tall buildings over 30 metres in height.
With regards to the construction of the sites, obtaining materials for the development of our sites has been challenging in particular the availability of plaster and plaster boards. This has obviously impacted and delayed the delivery of our developments with a typical delay being experienced of 3 to 4 months across the portfolio. Delays also have reduced projected profits.
Other performance indicators
The business will continue to set KPI’s for each respective department to work within and review these on a monthly basis. Any area of the business not performing will be strengthened with personnel to ensure every aspect of the business runs as effectively and efficiently as possible.
The key area for the business to progress is delivering the product on time with a quality that is not improvised. Stringent JCT contracts are in place and monitored to ensure this is delivered.
L D Jones
Director
28 May 2026
TIRTLR HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 2 -
The directors present their annual report and financial statements for the year ended 31 March 2025.
Principal activities
The principal activity of the company continued to be that of a holding company and the group principal activity continued to be that of buying and selling of real estate.
Results and dividends
The results for the year are set out on page 8.
Ordinary dividends were paid amounting to £961,800. The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
L D Jones
J Jones
Auditor
The auditor, French Ludlam and Co Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.
Medium-sized companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
On behalf of the board
L D Jones
Director
28 May 2026
TIRTLR HOLDINGS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2025
- 3 -
The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
TIRTLR HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF TIRTLR HOLDINGS LIMITED
- 4 -
Opinion
We have audited the financial statements of TIRTLR Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2025 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the group's and the parent company's affairs as at 31 March 2025 and of the group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
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.
TIRTLR HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TIRTLR HOLDINGS LIMITED
- 5 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not 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 and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors' 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 directors are responsible for assessing the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
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.
Extent to which the audit was considered capable of detecting irregularities, including fraud and the audit response
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:
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.
As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain
professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or
error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness
of the company's internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by the directors.
TIRTLR HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TIRTLR HOLDINGS LIMITED
- 6 -
Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that
may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a
material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures
in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are
based on the audit evidence obtained up to the date of our auditor's report. However, future events or
conditions may cause the company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and events in a
manner that achieves fair presentation (ie. gives a true and fair view).
We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
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.
TIRTLR HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TIRTLR HOLDINGS LIMITED
- 7 -
This report is made solely to the parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
John Richard Fullman FCCA (Senior Statutory Auditor)
For and on behalf of French Ludlam and Co Limited
29 May 2026
Statutory Auditors and Accountants
Mountfield House
661 High Street
Kingswinford
West Midlands
DY6 8AL
TIRTLR HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2025
- 8 -
2025
2024
as restated
Notes
£
£
Turnover
3
22,168,513
940,750
Cost of sales
(15,834,912)
(716,699)
Gross profit
6,333,601
224,051
Distribution costs
(1,755,304)
(850,399)
Administrative expenses
(1,185,802)
(1,384,900)
Other operating income
9,750
23,117
Movement in guaranteed rents provision
4
437,599
(2,045,854)
Operating profit/(loss)
5
3,839,844
(4,033,985)
Interest receivable and similar income
9
141,787
37,238
Interest payable and similar expenses
10
(1,294,491)
(1,829,648)
Amounts written off investments
11
1,781
91,181
Profit/(loss) before taxation
2,688,921
(5,735,214)
Tax on profit/(loss)
12
Profit/(loss) for the financial year
2,688,921
(5,735,214)
Profit/(loss) for the financial year is all attributable to the owner of the parent company.
Total comprehensive income for the year is all attributable to the owner of the parent company.
TIRTLR HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 MARCH 2025
31 March 2025
- 9 -
2025
2024
as restated
Notes
£
£
£
£
Fixed assets
Tangible assets
14
33,500
59,815
33,500
59,815
Current assets
Stocks
17
7,522,752
17,466,331
Debtors
18
2,578,231
1,898,994
Investments
19
4,068,750
Cash at bank and in hand
308,354
762,953
14,478,087
20,128,278
Creditors: amounts falling due within one year
20
(12,585,552)
(17,730,112)
Net current assets
1,892,535
2,398,166
Total assets less current liabilities
1,926,035
2,457,981
Provisions for liabilities
Provisions
22
2,280,377
3,533,290
(2,280,377)
(3,533,290)
Deferred income
23
(12,012,452)
(13,018,606)
Net liabilities
(12,366,794)
(14,093,915)
Capital and reserves
Called up share capital
25
100
100
Profit and loss reserves
(12,366,894)
(14,094,015)
Total equity
(12,366,794)
(14,093,915)
These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.
The financial statements were approved by the board of directors and authorised for issue on 28 May 2026 and are signed on its behalf by:
28 May 2026
L D Jones
Director
Company registration number 11385808 (England and Wales)
TIRTLR HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 MARCH 2025
31 March 2025
- 10 -
2025
2024
as restated
Notes
£
£
£
£
Fixed assets
Investments
15
210
210
Current assets
Debtors
18
12,066,324
10,759,403
Cash at bank and in hand
129,053
1,895
12,195,377
10,761,298
Creditors: amounts falling due within one year
20
(9,813,055)
(6,758,134)
Net current assets
2,382,322
4,003,164
Net assets
2,382,532
4,003,374
Capital and reserves
Called up share capital
25
100
100
Profit and loss reserves
2,382,432
4,003,274
Total equity
2,382,532
4,003,374
As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £659,042 (2024 - £1,302,116 loss).
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
The financial statements were approved by the board of directors and authorised for issue on 28 May 2026 and are signed on its behalf by:
28 May 2026
L D Jones
Director
Company registration number 11385808 (England and Wales)
TIRTLR HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
- 11 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
As restated for the period ended 31 March 2024:
Balance at 1 April 2023
100
(5,904,899)
(5,904,799)
Prior year adjustment
-
(2,365,702)
(2,365,702)
As restated
100
(8,270,601)
(8,270,501)
Year ended 31 March 2024:
Loss and total comprehensive income
-
(5,735,214)
(5,735,214)
Dividends
13
-
(88,200)
(88,200)
Balance at 31 March 2024
100
(14,094,015)
(14,093,915)
Year ended 31 March 2025:
Profit and total comprehensive income
-
2,688,921
2,688,921
Dividends
13
-
(961,800)
(961,800)
Balance at 31 March 2025
100
(12,366,894)
(12,366,794)
TIRTLR HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
- 12 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
As restated for the period ended 31 March 2024:
Balance at 1 April 2023
100
5,393,590
5,393,690
Year ended 31 March 2024:
Loss and total comprehensive income for the year
-
(1,302,116)
(1,302,116)
Dividends
13
-
(88,200)
(88,200)
Balance at 31 March 2024
100
4,003,274
4,003,374
Year ended 31 March 2025:
Profit and total comprehensive income
-
(659,042)
(659,042)
Dividends
13
-
(961,800)
(961,800)
Balance at 31 March 2025
100
2,382,432
2,382,532
TIRTLR HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2025
- 13 -
2025
2024
as restated
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
28
11,064,897
(8,000,236)
Interest paid
(1,154,614)
(1,761,197)
Net cash inflow/(outflow) from operating activities
9,910,283
(9,761,433)
Investing activities
Proceeds from disposal of tangible fixed assets
15,250
-
Proceeds from disposal of subsidiaries, net of cash disposed
1,781
91,181
Loans made to other entities
(7,004,903)
-
Repayment of loans
2,471,110
(655,958)
Interest received
141,787
37,238
Net cash used in investing activities
(4,374,975)
(527,539)
Financing activities
Proceeds from borrowings
6,978,613
2,121,183
Repayment of borrowings
(3,418,936)
(500,000)
Proceeds from new bank loans
1,700,105
6,522,156
Repayment of bank loans
(10,287,889)
-
Dividends paid to equity shareholders
(961,800)
(88,200)
Net cash (used in)/generated from financing activities
(5,989,907)
8,055,139
Net decrease in cash and cash equivalents
(454,599)
(2,233,833)
Cash and cash equivalents at beginning of year
762,953
2,996,786
Cash and cash equivalents at end of year
308,354
762,953
TIRTLR HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
- 14 -
1
Accounting policies
Company information
TIRTLR Holdings Limited (“the company”) is a private limited company, domiciled and incorporated in England and Wales. The registered office is The Hart Shaw Building, Europa Link, Sheffield, S9 1XU. The business address is Samuel House, Fox Valley, Stocksbridge, Sheffield, S36 2AA.
The group consists of TIRTLR Holdings Limited and all of its subsidiaries.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
1.2
Basis of consolidation
The consolidated financial statements incorporate those of TIRTLR Holdings Limited and all of its subsidiaries (ie 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 March 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.
TIRTLR HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 15 -
1.3
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.4
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer, the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably. For revenue which is derived from properties sold as part of a development this is invariably when the property is signed off as habitable, not on legal completion, cash received on legal completion is recognised as deferred income. For revenue which is derived from the sale or resale of habitable properties, this is on legal completion.
Revenue for letting agent services is recognised as the agreed services are provided to landlords.
Revenue from the provision of rental guarantees is recognised when the company has an unconditional right to the income.
1.5
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Fixtures and fittings
15% reducing balance
Computers
33% reducing balance
Motor vehicles
25% reducing balance
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
1.6
Fixed asset investments
In the parent company financial statements, investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.7
Impairment of fixed assets
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
TIRTLR HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 16 -
1.8
Stocks
Stocks are stated at the lower of cost and net realisable value. Costs comprise of direct costs of property purchase and any construction costs incurred in relation to bringing the stocks to their present condition. Net realisable value consists of the estimated selling price less all direct costs associated with the sale.
1.9
Cash and cash equivalents
Cash at bank and in hand are basic financial assets and include cash in hand, deposits held at call with banks and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.10
Financial instruments
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs. 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.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors and loans from fellow group are initially recognised at transaction price. 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.
TIRTLR HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 17 -
Derecognition of financial liabilities
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
1.11
Equity instruments
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
1.12
Provisions
Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group 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 reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
1.13
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
1.14
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.15
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
TIRTLR HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 18 -
2
Judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Revenue recognition
Revenue from the sale of properties is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer. As a result, revenue and the associated costs of sale are recognised at different points depending on the nature of the property being sold. The directors have assessed that the following judgements are the most significant to the financial statements:
For properties sold as part of a development, the risk and rewards are invariably transferred when the development is signed off by an independent third party as habitable. This can be after “completion” when the property is legally sold, in which case the revenue is included in deferred income.
For properties that are already habitable, including properties that were purchased by the group for resale, the risks and rewards of ownership pass on legal completion of the sale.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Guaranteed rent agreements issued on property sales
The group issue “rental guarantees” primarily, but not exclusively, on the sale of properties that it is developing. The rental guarantee is a contract entered into by a group company which guarantees a landlord/investor a net yield, usually in the range of 8-10% of the property price. Guarantees are not entered into for all properties sold in the year but are used to provide security of investment to key customers. The agreements usually pay out the guaranteed amount in full up to the point the property is habitable and then for a further 2 years from that date, topping up the rent and covering unforeseen costs and void periods as necessary to meet the contracted amount. The group does have some legacy guarantees that are lifetime guarantees. Most contracts include a three month termination notice period.
The directors are of the opinion that the substance of the contracts is most fairly represented by the accounting treatment used for a warranty provision. Therefore, on legal completion of a sale with a rental guarantee a provision is recognised for the future outflows expected to occur under the agreement. The provision required/recognised is heavily dependent on several factors including, expected date of habitability, expected occupancy rates, expected market rent, expected increase in other associated property costs and the discount rate used.
Provisions for contracts which, due to the increase in rental yields over time, are no longer expected to be loss making over the course of the next 12 months are not recognised as a liability. Contracts which are expected to be profit generating are not recognised as an asset.
The carrying amounts of these provisions can be found with further explanation in note 22 – Provisions for liabilities. Actual outcomes could vary significant from these estimates.
TIRTLR HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 19 -
3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Letting agent fees
493,444
680,750
Sale of property
21,675,069
260,000
22,168,513
940,750
2025
2024
£
£
Other revenue
Interest income
141,787
37,238
Commissions received
9,750
14,809
Sundry income
-
8,308
4
Exceptional item
2025
2024
£
£
Expenditure
Movement in provisions
(437,599)
2,045,854
(437,599)
2,045,854
The company recognises the cost in relation to the guaranteed rent provisions as an exceptional item, see note 22 for further details.
5
Operating profit/(loss)
2025
2024
£
£
Operating profit/(loss) for the year is stated after charging:
Depreciation of owned tangible fixed assets
10,801
19,541
Loss on disposal of tangible fixed assets
264
-
Operating lease charges
21,123
16,137
6
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
5,275
6,000
Audit of the financial statements of the company's subsidiaries
21,135
27,000
26,410
33,000
TIRTLR HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 20 -
7
Employees
The average monthly number of persons (including directors) employed by the group and company during the year was:
Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
17
20
0
0
Their aggregate remuneration comprised:
Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
589,844
552,458
Social security costs
43,983
42,326
-
-
Pension costs
9,143
11,300
642,970
606,084
8
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
12,500
19,756
Company pension contributions to defined contribution schemes
4,963
1,560
17,463
21,316
9
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
3,448
28,619
Other interest income
138,339
8,619
Total income
141,787
37,238
TIRTLR HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 21 -
10
Interest payable and similar expenses
2025
2024
£
£
Interest on bank overdrafts and loans
595,135
726,834
Interest on other borrowings
559,453
1,034,363
Unwinding of discount on provisions
139,877
68,451
Other interest
26
-
Total finance costs
1,294,491
1,829,648
11
Amounts written off investments
2025
2024
£
£
Disposal of subsidiaries
1,781
91,181
The company uses special purpose vehicles (SPVs) for each development. When each development is complete, the SPV is then dissolved. The gain on disposal therefore represents liabilities that are extinguished when these SPVs cease to exist.
12
Taxation
The actual charge for the year can be reconciled to the expected charge/(credit) for the year based on the profit or loss and the standard rate of tax as follows:
2025
2024
£
£
Profit/(loss) before taxation
2,688,921
(5,735,214)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 25.00% (2024: 19.00%)
672,230
(1,089,691)
Tax effect of expenses that are not deductible in determining taxable profit
31,322
6,522
Tax effect of utilisation of tax losses not previously recognised
(626,692)
Unutilised tax losses carried forward
(180,311)
1,074,613
Permanent capital allowances in excess of depreciation
561
1,462
Unrealised profit adjustment
102,890
7,094
Taxation charge
-
-
13
Dividends
2025
2024
Recognised as distributions to equity holders:
£
£
Interim paid
961,800
88,200
TIRTLR HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 22 -
14
Tangible fixed assets
Group
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
Cost
At 1 April 2024
7,770
18,405
173,783
199,958
Disposals
(31,319)
(31,319)
At 31 March 2025
7,770
18,405
142,464
168,639
Depreciation and impairment
At 1 April 2024
4,522
17,614
118,007
140,143
Depreciation charged in the year
486
254
10,061
10,801
Eliminated in respect of disposals
(15,805)
(15,805)
At 31 March 2025
5,008
17,868
112,263
135,139
Carrying amount
At 31 March 2025
2,762
537
30,201
33,500
At 31 March 2024
3,248
791
55,776
59,815
The company had no tangible fixed assets at 31 March 2025 or 31 March 2024.
15
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
16
210
210
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 April 2024 and 31 March 2025
210
Carrying amount
At 31 March 2025
210
At 31 March 2024
210
16
Subsidiaries
Details of the company's subsidiaries at 31 March 2025 are as follows:
TIRTLR HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
16
Subsidiaries
(Continued)
- 23 -
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
The Lettings Room Limited
England and Wales
Ordinary
100.00
The Investment Room Limited
England and Wales
Ordinary
100.00
TIRTLR3 Limited
England and Wales
Ordinary
100.00
TIRTLR6 Limited
England and Wales
Ordinary
100.00
TIR Lettings Limited
England and Wales
Ordinary
100.00
TIRTLR9 Limited
England and Wales
Ordinary
100.00
TIRTLR10 Limited
England and Wales
Ordinary
100.00
17
Stocks
Group
Company
2025
2024
2025
2024
£
£
£
£
Work in progress
7,522,752
17,466,331
-
-
No stock is pledged as security for liabilities due to the respective loans been repaid during the year (2024 - £17,051,000).
18
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
667,246
763,926
Corporation tax recoverable
401,829
401,829
Amounts owed by group undertakings
10,543,380
10,103,445
Other debtors
1,509,156
979,715
1,121,115
655,958
Prepayments and accrued income
155,353
2,578,231
1,898,994
12,066,324
10,759,403
19
Current asset investments
Group
Company
2025
2024
2025
2024
£
£
£
£
Loans
4,068,750
TIRTLR HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 24 -
20
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans
21
8,587,784
Other borrowings
21
8,630,860
5,071,183
2,968,750
Trade creditors
3,219,679
3,382,994
Amounts owed to group undertakings
1,835
1,740,957
Corporation tax payable
401,829
401,829
Other taxation and social security
165,232
125,823
-
Other creditors
51,430
49,315
9,396,291
1,999,233
Accruals
116,522
513,013
13,100
49,194
12,585,552
17,730,112
9,813,055
6,758,134
21
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Bank loans
8,587,784
Other loans
8,630,860
5,071,183
2,968,750
8,630,860
13,658,967
-
2,968,750
Payable within one year
8,630,860
13,658,967
2,968,750
Included in bank loans is a loan drawn in March 2023 with an 18 month term loan, which is secured over the development in the company which holds the loan TIRTLR6 Limited. The loan is interest bearing at 10% and the interest is payable in full at the end of the term. The loan includes an interest retention of £120,000 which was deducted off the first draw down. Subject to certain criteria and valuations of the ongoing development this loan includes a facility of up to £9,250,000.
Included in other loans is a loan drawn in January 2023, which was due for repayment in full in December 2023. The loan is held by the parent company but is secured over the development in TIRTLR3 Limited and TIRTLR9 Limited. The loan is interest bearing at £37,500 per month, a 15% repayment charge is also due when the loan is repaid. The loan was extended to repaid when the respective development complete which is expected within the next year.
Included in other loans is an amount owed to a company under common control. This loan is interest free and repayable on demand.
22
Provisions for liabilities
Group
Company
2025
2024
2025
2024
£
£
£
£
Guaranteed rent agreements
2,280,377
3,533,290
-
-
TIRTLR HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
22
Provisions for liabilities
(Continued)
- 25 -
Guaranteed rent agreements
The group issue “rental guarantees” primarily, but not exclusively, on the sale of properties that it is developing. The rental guarantee is a contract entered into by a group company which guarantees a landlord/investor a net yield, usually in the range of 8-10% of the property price. Guarantees are not entered into for all properties sold in the year but are used to provide security of investment to key customers. The agreements usually pay out the guaranteed amount in full up to the point the property is habitable and then for a further 2 years from that date, topping up the rent and covering unforeseen costs and void periods as necessary to meet the contracted amount. The group does have some legacy guarantees that are lifetime guarantees. Most contracts include a three month termination notice period.
The directors are of the opinion that the substance of the contracts is most fairly represented by the accounting treatment used for a warranty provision. Therefore, on legal completion of a sale with a rental guarantee a provision is recognised for the future outflows expected to occur under the agreement. The provision required/recognised is heavily dependent on several factors including, expected date of habitability, expected occupancy rates, expected market rent, expected increase in other associated property costs and the discount rate used.
Provisions for contracts which, due to the increase in rental yields over time, are no longer expected to be loss making over the course of the next 12 months are not recognised as a liability. Contracts which are expected to be profit generating are not recognised as an asset.
Actual outcomes could vary significantly from these estimates.
Movements on provisions:
Guaranteed rent agreements
Total
Group
£
£
At 1 April 2024
3,533,290
3,533,290
Additional provisions in the year
1,500,213
1,500,213
Change in assumptions
(2,070,844)
(2,070,844)
Utilisation of provision
(955,191)
(955,191)
Unwinding of discount
139,877
139,877
Overprovision of brought forward provision
133,032
133,032
At 31 March 2025
2,280,377
2,280,377
Indication of expected timing of outflows:
Guaranteed rent agreements
Total
£
£
Expected within 1 year
519,570
519,570
Expected after 1 year
1,760,807
1,760,807
2,280,377
2,280,377
TIRTLR HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
22
Provisions for liabilities
(Continued)
- 26 -
The above represents the directors best estimate of the timing of outflows which they expect to fall due. Included within amounts expected to fall due after 1 year is the directors best estimate of amounts covered by lifetime guarantees. These have been provided for over the timeframe in which the rental yield is expected to increase so as to cover the minimum guarantee and all associate costs and voids. Depending on the age of the individual agreements amongst other factors (listed above) the period ranged from 6 - 10 years. Where applicable a discount rate of 5% has been applied to amounts falling due after 1 year.
Analysis of charge to the profit and loss account:
Total
£
£
Additional provisions in the year
1,500,213
1,500,213
Change of assumptions
(2,070,844)
(2,070,844)
Overprovision of brought forward provision
133,032
133,032
Recorded as exceptional item
(437,599)
(437,599)
Due to the significant amounts involved and and the unpredictable nature of the estimates the directors have chosen to show the amounts charged to the profit and loss account each year as an exceptional item. The rationale for each amount included in the profit and loss account is as follows:
Additional provisions in the year - this relates to new guarantees entered into in the year.
Overprovision of brought forward provision - this is the amount the in year cost fail to reach the amount expected in the previous year.
23
Deferred income
Group
Company
2025
2024
2025
2024
£
£
£
£
Arising from property sales
12,012,452
13,018,606
-
-
Deferred income represents deposits and amounts paid on legal exchange or completion of property sales on developments prior to the risk and rewards of ownership being transferred to the purchaser. Amounts which relate to sales completions are secured over the legal title of the property it relates to which is included in stock, amounts which relate to deposits are unsecured.
24
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
9,143
11,300
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
TIRTLR HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 27 -
25
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
100
100
100
100
26
Related party transactions
Key management personnel are the directors of the company. The aggregate remuneration can be found in note 8.
Group related party transactions
Included within other borrowings is an amount owed to a company under common control of £8,630,859 (2024 - £2,102,433). The loan is interest free, unsecured and repayable on demand.
Included within other debtors is an amount due from a company under common control of £4,068,750 (2024 - £36,636). The loan is interest free, unsecured and repayable on demand.
Company related party transactions
Included in other debtors are loans to the directors of the company for £1,121,001 (2024 - £655,958). The loan is unsecured, interest bearing at 2.25% and is repayable upon demand.
Included within other borrowings is an amount owed to a company under common control of £9,396,291 (2024 - £1,999,233). The loan is interest free, unsecured and repayable on demand.
27
Controlling party
L Jones is considered the ultimate controlling party by virtue of their control of TIRTLR Holdings Limited.
TIRTLR HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 28 -
28
Cash generated from/(absorbed by) operations - group
2025
2024
£
£
Profit/(loss) after taxation
2,688,921
(5,735,214)
Adjustments for:
Finance costs
1,294,491
1,829,648
Investment income
(141,787)
(37,238)
Loss on disposal of tangible fixed assets
264
-
Depreciation and impairment of tangible fixed assets
10,801
19,541
Other gains and losses
(1,781)
(91,181)
(Decrease)/increase in provisions
(1,392,790)
1,242,727
(Decrease)/increase in deferred income
(1,006,154)
831,426
Movements in working capital:
Decrease/(increase) in stocks
9,943,579
(7,635,283)
Decrease in debtors
187,635
1,572,050
(Decrease)/increase in creditors
(518,282)
10,488
Decrease in deferred income
-
(7,200)
Cash generated from/(absorbed by) operations
11,064,897
(8,000,236)
29
Analysis of changes in net debt - group
1 April 2024
Cash flows
31 March 2025
£
£
£
Cash at bank and in hand
762,953
(454,599)
308,354
Borrowings excluding overdrafts
(13,658,967)
5,028,107
(8,630,860)
(12,896,014)
4,573,508
(8,322,506)
30
Prior period adjustment
Changes to the balance sheet - group
As previously reported
Adjustment at 1 Apr 2023
Adjustment at 31 Mar 2024
As restated at 31 Mar 2024
£
£
£
£
Current assets
Stocks
19,868,997
(2,365,702)
(36,964)
17,466,331
Capital and reserves
Profit and loss reserves
(11,691,349)
(2,365,702)
(36,964)
(14,094,015)
TIRTLR HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
30
Prior period adjustment
(Continued)
- 29 -
Changes to the profit and loss account - group
As previously reported
Adjustment
As restated
Period ended 31 March 2024
£
£
£
Cost of sales
(679,735)
(36,964)
(716,699)
Loss for the financial period
(5,698,250)
(36,964)
(5,735,214)
Notes to reconciliation
Adjustment to correct stock cost split across phases of a development
In the year it was discovered the original purchase price of two developments held in the group had been recorded incorrectly. As such, an adjustment has been made to restate the original profits made on the development when these were sold in the years to 31 March 2023, 2024 and 2025.
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