REGISTERED NUMBER: 15976211 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS

FOR THE PERIOD

24 SEPTEMBER 2024 TO 31 DECEMBER 2025

FOR

FORMATION HOLDINGS LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

DIRECTORS:

A C Barber

A C Jolliffe

REGISTERED OFFICE:

Unit 1 Evercreech Way

Highbridge

TA9 4AR

REGISTERED NUMBER:

15976211 (England and Wales)

ACCOUNTANTS:

Dafferns LLP

One Eastwood

Harry Weston Road

Binley Business Park

Coventry

CV3 2UB

FIXED ASSETS

Investments

5

910

CURRENT ASSETS

Debtors

6

3,880,300

Cash at bank

334,992

4,215,292

CREDITORS

Amounts falling due within one year

7

1,486,443

NET CURRENT ASSETS

2,728,849

TOTAL ASSETS LESS CURRENT LIABILITIES

2,729,759

CREDITORS

Amounts falling due after more than one year

8

2,727,638

NET ASSETS

2,121

CAPITAL AND RESERVES

Called up share capital

9

1,000

Retained earnings

1,121

2,121

The Company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the period ended 31 December 2025.

The members have not required the Company to obtain an audit of its financial statements for the period ended 31 December 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the Company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the Company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the Company.

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

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:

A C Barber - Director

A C Jolliffe - Director

1.	STATUTORY INFORMATION

Formation Holdings 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 (£), rounded to the nearest £1.

2.	STATEMENT OF COMPLIANCE

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.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention.

Investments in subsidiaries

Investments in subsidiary and associate undertaking are recognised at their respective share capital values.

Financial instruments

Basic financial instruments in debtors and creditors with no stated interest rate, and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the Income Statement in other administrative expenses.

Taxation

Taxation for the period comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference.

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.

Going concern

The financial statements have been prepared on the going concern basis owing to the continued financial support of a wholly owned subsidiary Formation Lighting Limited.

4.	EMPLOYEES AND DIRECTORS

The average number of employees during the period was 2 .

5.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

Additions

910

At 31 December 2025

910

NET BOOK VALUE

At 31 December 2025

910

6.

DEBTORS

£

Amounts falling due within one year:

Amounts owed by group undertakings

1,044,713

Amounts falling due after more than one year:

Amounts owed by group undertakings

2,835,587

Aggregate amounts

3,880,300

During the period the Company acquired the entire share capital of Formation Lighting Limited on a share for share basis.

Subsequently, approximately 79% of the shares in the Company were sold to the Formation Employee Ownership Trust.

The sale was funded partly by a bank loan obtained by the Company and partly by vendor financing. The repayment of this bank loan is funded by dividends from the Company's subsidiary, Formation Lighting Limited.

At the balance sheet date, the total amount owed to the Company by the Formation Employee Ownership Trust amounted to £3,880,300 and is reflected within debtors.

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

£

Bank loans and overdrafts

1,004,943

Social security and other taxes

6,300

Directors' current accounts

475,200

1,486,443

Creditors include the following secured liabilities:

Amounts owing in respect of the Company's bank loans totalling £1,004,943 which are secured by fixed and floating charges over the Company's assets.

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

£

Bank loans - over 1 year

2,727,638

Creditors include the following secured liabilities:

Amounts owing in respect of the Company's bank loans totalling £2,727,638 which are secured by fixed and floating charges over the Company's assets.

9.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

value:

£

8,421

A

£0.01

84.21

8,421

B

£0.01

84.21

2,105

C

£0.01

21.05

211

D

£0.01

2.11

78,947

E

£0.01

789.47

1,895

F

£0.01

18.95

1,000.00

10.	DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

Included within other creditors is an interest bearing loan advanced during the year to the Company by A C Barber totalling £237,600. The loan bears an interest rate of 7%.

Included within other creditors is an interest bearing loan advanced during the year to the Company by A C Jollife totalling £237,600. The loan bears an interest rate of 7%.

11.	RELATED PARTY DISCLOSURES

The Company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

12.	ULTIMATE CONTROLLING PARTY

The controlling party is the Formation Employee OwnershipTrust.