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Registered number: 14922823 CHS BIDCO LIMITED ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2026
CHS BIDCO LIMITED COMPANY INFORMATION
Directors | H McAlister
| C Brook-Partridge
Registered number | 14922823
Registered office | 80 Cheapside
| London
| England
| EC2V 6EE
Independent auditors | Barnes Roffe Audit Limited
| Chartered Accountants & Statutory Auditors
| 3 Brook Business Centre
| Cowley Mill Road
| Uxbridge
| Middlesex
| UB8 2FX
CHS BIDCO LIMITED CONTENTS
| Page
Group strategic report | 1 - 3
Directors' report | 4 - 6
Independent auditors' report | 7 - 10
Consolidated statement of comprehensive income | 11
Consolidated statement of financial position | 12
Company statement of financial position | 13
Consolidated statement of changes in equity | 14
Company statement of changes in equity | 15
Consolidated statement of cash flows | 16
Consolidated analysis of net debt | 17
Notes to the financial statements | 18 - 32
CHS BIDCO LIMITED GROUP STRATEGIC REPORT FOR THE YEAR ENDED 31 JANUARY 2026
Introduction
The directors present their Group strategic report for the year ended 31 January 2026. Principal activity The principal activity of the group is to provide corporate brokerage and corporate finance services.
Business review and future developments
Turnover for the year was £1,788,676 (2025 - £1,383,696), notwithstanding the ongoing geopolitical uncertainty and high interest rate environment. The group generated a loss before tax of £113,066 (2025 - £431,891) for the year. The group's finances remain secure with a healthy surplus of resources over its regulatory financial requirements. The directors intend to maintain their focus on growing and developing the core business. The integration of Peterhouse Capital Ltd and Novum Securities Ltd was completed in October 2025, with the latter renamed AlbR Capital Limited. The directors anticipate a period of revenue growth following the successful stabilisation of this business integration. Principal risks and uncertainties Risk (both business and financial) is inherent in the group's business and activities. The group's ability to identify, assess, monitor and manage each type of risk is an important factor to the performance and future development of the group. The principal risks faced by the group are as follows: Market risk The most significant areas of market risk to which the group is exposed are price risk, credit risk and liquidity risk. The directors do not believe they have a material exposure to foreign exchange rate risk and interest rate risk. Price risk The group is exposed to market risk in respect of its financial instruments measured at fair value through profit or loss. The group seeks to manage this risk by increasing the diversity of its trading investments and closely monitoring individual positions relative to the group as a whole. The group holds trading investments on publicly traded markets. The trading investments are quoted on active markets and the related financial assets and liabilities are stated at fair values based on the contracted actual costs and the quoted market prices of those instruments at the Statement of financial position date. The group also holds investments in private companies. The fair values of these investments are based on the latest fundraising of the private companies. Page 1
CHS BIDCO LIMITED GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 JANUARY 2026
Interest rate risk
As the group has no borrowings other than an overdraft facility, the risk is limited to the reduction of the interest received on cash surpluses held. Credit risk The group's credit risk is primarily attributable to its financial assets at fair value through profit or loss, trade receivables and cash equivalents. The group has implemented policies that require appropriate credit checks on customers and counterparties. Liquidity risk The group seeks to manage liquidity risk to ensure that sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably. The group deems there is sufficient liquidity for the foreseeable future. Trading liabilities are not analysed by contractual maturity because trading assets and liabilities are typically held for short periods of time.
Regulatory risk and capital risk management
The group is subject to regulatory risk as a result of the need to meet regulatory capital requirements. The group's objectives when managing capital are to safeguard the group's ability to continue as a going concern in order to provide return for shareholders and maintain an optimal capital structure to reduce the cost of capital. The group defines capital as being share capital plus reserves. In calculating capital, the group's capital is analysed into Tier 1 capital. Tier 1 capital is the core measure of the group's financial strength from a regulator's point of view. It consists of the types of financial capital considered the most reliable and stable, primarily being shareholders' equity. Key performance indicators The directors use a number of different measures to monitor the ongoing performance of the group. These include daily reconciliations of revenue streams, capital adequacy and the firm's liquid resources against budget together with detailed monthly analysis of trading versus budget. These daily snapshots of the business together with the monthly management accounts and the discussion and decisions that result from them are a vital part of the management of the business and the need to mitigate risk whilst maximising the growth and profitability of the business. Page 2
CHS BIDCO LIMITED GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 JANUARY 2026
Directors' statement of compliance with duty to promote the success of the Group
As the Board of CHS Bidco Limited, we have a legal responsibility under section 172 of the Companies Act 2006 to act in the way we consider, in good faith, would be most likely to promote the group’s success for the benefit of its members as a whole, and to have regard to the long-term effect of our decisions on the group and its stakeholders, and in doing so have regard (amongst other matters) to: ∙The reputation of the group with customers, employees and suppliers in their everyday decision making. ∙The financial returns of future business and the best interests of the group when making strategic decisions. The directors carefully consider the consequences of all projects, ensuring they are fully planned and costed, taking account of the potential financial returns as well as the wider impacts on the business and the environment. In addition, the group's operations continually strive for the minimum environmental impact. This report was approved by the board on 28 May 2026 and signed on its behalf.
H McAlister Director
Page 3
CHS BIDCO LIMITED DIRECTORS' REPORT FOR THE YEAR ENDED 31 JANUARY 2026 The directors present their report and the financial statements for the year ended 31 January 2026.
Directors' responsibilities statement
The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), 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 the Group 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 for the Group's financial statements and then apply them consistently; ∙make judgments 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 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 the Group and to 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Going concern The financial statements have been prepared on a going concern basis, which assumes that the Company will continue in operational existence for the foreseeable future and will be able to realise its assets and discharge its liabilities in the normal course of business. The Group has incurred a loss of £113,066 for the year ended 31 January 2026. In addition, there have been delays in the recovery of significant trade receivables totalling £952,575, some of which remain outstanding beyond agreed credit terms. These events and conditions indicate the existence of a material uncertainty that may cast significant doubt on the Company’s ability to continue as a going concern. Page 4
CHS BIDCO LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 JANUARY 2026
Management’s assessment and mitigating actions:
∙The directors have prepared cash flow forecasts for a period of at least 12 months from the date of approval of the financial statements, which indicate that the Group will have sufficient resources to meet its obligations as they fall due. ∙Active measures are being taken to recover outstanding debts, including formal repayment plans agreed with major debtors. ∙Cost-saving initiatives have been implemented, including a reduction in discretionary spending and staff restructuring. While there remains material uncertainty due to the matters described above, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis of accounting in preparing the financial statements.
Results and dividends
The loss for the year, after taxation, amounted to £113,066 (2025 - £431,891). The dividends declared for the year totalled £Nil (2025 - £Nil).
Directors
The directors who served during the year were:
H McAlister
C Brook-Partridge
Matters covered in the Group strategic report
The group has chosen in accordance with section 414C of the Companies Act 2006, to set out the following information, which would otherwise be included in the Directors' report, in the Group strategic report: financial risk management and business review and future developments.
Disclosure of information to auditors
Each of the persons who are directors at the time when this Directors' report is approved has confirmed that: ∙so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and ∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.
Post balance sheet events
There have been no subsequent events that require disclosure or adjustments to the financial statements. Page 5
CHS BIDCO LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 JANUARY 2026
Auditors
Before the year end, Barnes Roffe LLP resigned as auditors due to the transfer of its audit business and its successor Barnes Roffe Audit Limited was appointed by the directors under s485 Companies Act 2006. This report was approved by the board on 28 May 2026 and signed on its behalf.
H McAlister Director
Page 6
CHS BIDCO LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CHS BIDCO LIMITED
Opinion
We have audited the financial statements of CHS Bidco Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 January 2026, which comprise the Consolidated statement of comprehensive income, the Consolidated statement of financial position, the Company statement of financial position, the Consolidated statement of cash flows, the Consolidated statement of changes in equity, the Company statement of changes in equity. and the related notes, 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 Group's and of the parent Company's affairs as at 31 January 2026 and of the Group's loss 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 Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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.
Material uncertainty related to going concern
We draw attention to note 2.3 in the financial statements, which indicates that a material uncertainty exists that may cast significant doubt on the company’s ability to continue as a going concern. As stated in note 2.3, these events or conditions, along with other matters as set forth in note 2.3, indicate that a material uncertainty exists that may cast significant doubt on the company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.
Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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. Page 7
CHS BIDCO LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CHS BIDCO LIMITED (CONTINUED)
Opinion 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 Group 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 Group strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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 set out on page 4, 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 Group's and 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 Group or the parent Company or to cease operations, or have no realistic alternative but to do so. Page 8
CHS BIDCO LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CHS BIDCO LIMITED (CONTINUED) 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 an Auditors' 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 Group financial statements. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with law and regulations, was as follows: ∙The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations; ∙We identified the laws and regulations applicable to the company through discussion with directors and other management, and from our commercial knowledge and experience of the relevant sector; ∙The specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the parent company, are as follows: °Companies Act 2006. °FRS102. °Tax legislation. ∙We assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and reviewing board minutes; ∙Laws and regulations were communicated within the audit team at the planning meeting, and during the audit as any further laws and regulation were identified. The audit team remained alert to instances of noncompliance throughout the audit; and ∙As auditors of all group companies we were able to cover the above matters at a group and component level and thereby ensure the audit team were aware of the above matters across all companies. We assessed the susceptibility of the Group and the parent’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur by: ∙Making enquiries of management as to where they consider there was susceptibility to fraud and their knowledge of actual suspected and alleged fraud; ∙Considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; ∙Reviewing the financial statements and testing the disclosures against supporting documentation; ∙Performing analytical procedures to identify any unusual or unexpected trends or anomalies; ∙Inspecting and testing journal entries to identify unusual or unexpected transactions; ∙Assessing whether judgement and assumptions made in determining significant accounting estimates were indicative of management bias; and ∙Investigating the rationale behind significant transactions, or transactions that are unusual or outside the Group and the parent’s usual course of business. Page 9
CHS BIDCO LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CHS BIDCO LIMITED (CONTINUED) The areas that we identified as being susceptible to misstatement through fraud were: ∙Management bias in the estimates and judgements made; ∙Management override of controls; and ∙Posting of unusual journals or transactions. 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 Auditors' report.
Use of our report
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed. Elliot S J Arwas (Senior statutory auditor) for and on behalf of Barnes Roffe Audit Limited Chartered Accountants & Statutory Auditors 3 Brook Business Centre Cowley Mill Road Uxbridge Middlesex UB8 2FX 28 May 2026 Page 10
CHS BIDCO LIMITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 JANUARY 2026
| 2026 | 2025
Note | £ | £
Turnover | 4 | 1,788,676 | 1,383,696
Gross profit |  | 1,788,676 | 1,383,696
Administrative expenses |  | (1,915,474) | (1,820,385)
Operating loss | 5 | (126,798) | (436,689)
Interest receivable and similar income | 9 | 22,534 | 13,980
Interest payable and similar expenses | 10 | (8,802) | (9,182)
Loss before taxation |  | (113,066) | (431,891)
Tax on loss | 11 | - | -
Loss for the financial year |  | (113,066) | (431,891)
Total comprehensive income for the year |  | (113,066) | (431,891)
The notes on pages 18 to 32 form part of these financial statements.
Page 11
CHS BIDCO LIMITED REGISTERED NUMBER: 14922823 CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 JANUARY 2026
|  |  |  | As restated
|  | 2026 |  | 2025
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Tangible assets | 12 |  | 8,593 |  | 8,278
|  |  | 8,593 |  | 8,278
Current assets |  |  |  |  |
Debtors: amounts falling due after more than one year | 14 | 90,359 |  | 109,877 |
Debtors: amounts falling due within one year | 14 | 1,056,656 |  | 798,294 |
Current asset investments | 15 | 134,409 |  | 51,429 |
Cash at bank and in hand | 16 | 133,858 |  | 105,606 |
|  | 1,415,282 |  | 1,065,206 |
Creditors: amounts falling due within one year | 17 | (1,271,209) |  | (807,752) |
Net current assets |  |  | 144,073 |  | 257,454
Net assets |  |  | 152,666 |  | 265,732
Capital and reserves |  |  |  |  |
Called up share capital | 19 |  | 100 |  | 100
Profit and loss account | 20 |  | 152,566 |  | 265,632
|  |  | 152,666 |  | 265,732
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 28 May 2026.
H McAlister
Director
The notes on pages 18 to 32 form part of these financial statements. Page 12
CHS BIDCO LIMITED REGISTERED NUMBER: 14922823 COMPANY STATEMENT OF FINANCIAL POSITION AS AT 31 JANUARY 2026
|  | 2026 |  | 2025
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Investments | 13 |  | 150,000 |  | 150,000
|  |  | 150,000 |  | 150,000
Current assets |  |  |  |  |
Cash at bank and in hand | 16 | 1 |  | 100 |
|  | 1 |  | 100 |
Creditors: amounts falling due within one year | 17 | (100) |  | (100) |
Net current (liabilities)/assets |  |  | (99) |  | -
Net assets |  |  | 149,901 |  | 150,000
Capital and reserves |  |  |  |  |
Called up share capital | 19 |  | 100 |  | 100
Profit and loss account brought forward |  | 149,900 |  | 149,955 |
Loss for the year |  | (99) |  | (55) |
Profit and loss account carried forward | 20 |  | 149,801 |  | 149,900
|  |  | 149,901 |  | 150,000
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 28 May 2026.
H McAlister
Director
The notes on pages 18 to 32 form part of these financial statements. Page 13
CHS BIDCO LIMITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 JANUARY 2026
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 February 2025 | 100 | 265,632 | 265,732
Comprehensive income for the year |  |  |
Loss for the year | - | (113,066) | (113,066)
Total comprehensive income for the year | - | (113,066) | (113,066)
At 31 January 2026 | 100 | 152,566 | 152,666
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 JANUARY 2025
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 February 2024 | 100 | 697,523 | 697,623
Comprehensive income for the year |  |  |
Loss for the year | - | (431,891) | (431,891)
Total comprehensive income for the year | - | (431,891) | (431,891)
At 31 January 2025 | 100 | 265,632 | 265,732
| The notes on pages 18 to 32 form part of these financial statements.
Page 14
CHS BIDCO LIMITED COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 JANUARY 2026
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 February 2025 | 100 | 149,900 | 150,000
Comprehensive income for the year |  |  |
Loss for the year | - | (99) | (99)
Total comprehensive income for the year | - | (99) | (99)
At 31 January 2026 | 100 | 149,801 | 149,901
COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 JANUARY 2025
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 February 2024 | 100 | 149,955 | 150,055
Comprehensive income for the year |  |  |
Loss for the year | - | (55) | (55)
Total comprehensive income for the year | - | (55) | (55)
At 31 January 2025 | 100 | 149,900 | 150,000
| The notes on pages 18 to 32 form part of these financial statements.
Page 15
CHS BIDCO LIMITED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 JANUARY 2026
|  |  | 2026 | 2025
|  |  | £ | £
Cash flows from operating activities |  |
Loss for the financial year | (113,066) | (431,891)
Adjustments for: |  |
Depreciation of tangible assets | 5,887 | 10,030
Interest paid | 8,802 | 9,182
Interest received | (22,534) | (13,980)
(Increase) in debtors | (238,844) | (220,993)
Increase in creditors | 463,457 | 43,596
Net cash generated from/(used in) operating activities | 103,702 | (604,056)
Cash flows from investing activities |  |
Purchase of tangible fixed assets | (6,202) | (6,435)
Fair value change as opposed to cash | (82,980) | 173,153
Interest received | 22,534 | 13,980
Net cash (used in)/generated from investing activities | (66,648) | 180,698
Cash flows from financing activities |  |
Interest paid | (8,802) | (9,182)
Net cash used in financing activities | (8,802) | (9,182)
Net increase/(decrease) in cash and cash equivalents | 28,252 | (432,540)
Cash and cash equivalents at beginning of year | 105,606 | 538,146
Cash and cash equivalents at the end of year | 133,858 | 105,606
Cash and cash equivalents at the end of year comprise: |  |
Cash at bank and in hand | 133,858 | 105,606
| 133,858 | 105,606
The notes on pages 18 to 32 form part of these financial statements.
Page 16
CHS BIDCO LIMITED CONSOLIDATED ANALYSIS OF NET DEBT FOR THE YEAR ENDED 31 JANUARY 2026
| At 1 February 2025 | Cash flows | At 31 January 2026
| £ | £ | £
Cash at bank and in hand | 105,606 | 28,252 | 133,858
Listed investments | 51,429 | 82,980 | 134,409
| 157,035 | 111,232 | 268,267
The notes on pages 18 to 32 form part of these financial statements.
Page 17
CHS BIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2026
1. | General information
CHS Bidco Limited is a company limited by shares, incorporated in England and Wales. The address of the registered office is 80 Cheapside, London, England, EC2V 6EE. The company is a holding company. The principal activity of the group is to provide corporate brokerage services, with a focus on stock broking and corporate finance services. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3). The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements. The following principal accounting policies have been applied:
| 2.2 | Basis of consolidation
The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full. The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of financial position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases. Page 18
CHS BIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2026 2.Accounting policies (continued)
| 2.3 | Going concern
The financial statements have been prepared on a going concern basis, which assumes that the Company will continue in operational existence for the foreseeable future and will be able to realise its assets and discharge its liabilities in the normal course of business. The Group has incurred a loss of £113,066 for the year ended 31 January 2026. In addition, there have been delays in the recovery of significant trade receivables totalling £952,575, some of which remain outstanding beyond agreed credit terms. These events and conditions indicate the existence of a material uncertainty that may cast significant doubt on the Company’s ability to continue as a going concern. Management’s assessment and mitigating actions: ∙The directors have prepared cash flow forecasts for a period of at least 12 months from the date of approval of the financial statements, which indicate that the Group will have sufficient resources to meet its obligations as they fall due. ∙Active measures are being taken to recover outstanding debts, including formal repayment plans agreed with major debtors. ∙Cost-saving initiatives have been implemented, including a reduction in discretionary spending and staff restructuring. While there remains material uncertainty due to the matters described above, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis of accounting in preparing the financial statements.
| 2.4 | Revenue
Revenue is generated from the Group's principal activity of corporate brokerage. Revenue is recognised according to the services as described below: Corporate finance retainer fees are recognised in the period in which they are earned. Corporate finance success fees are recognised on completion of the deal. Stockbrokers commission is recognised upon execution of the trade. In some cases the consideration received is in the form of quoted securities in the client companies. In such cases revenue is recognised at the weighted average bid-price of the security to which the service relates. When consideration is received in warrants on quoted securities, they are recognised at their fair value at the date of receipt using a valuation model. Income from securities trading activity comprises all realised gains and losses on trading and unrealised changes in the fair value of financial assets and liabilities held for trading, together with any related dividend income on positions held. Page 19
CHS BIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2026 2.Accounting policies (continued)
| 2.5 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. Depreciation is provided on the following basis:
|  |  |  | Long-term leasehold property | - | Over the life of the lease
|  |  |  | Office equipment | - | Over 3 years
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 Statement of comprehensive income.
| 2.6 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment. Investments in listed company shares are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in Statement of comprehensive income for the period.
| 2.7 | 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.
| 2.8 | 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. In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.
| 2.9 | Financial instruments
The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments. Financial instruments are recognised in the Group's Statement of financial position when the Group becomes party to the contractual provisions of the instrument. Page 20
CHS BIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2026 2.Accounting policies (continued)
| 2.9 | Financial instruments (continued)
Financial assets and liabilities are offset, with 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 trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments. Other financial assets Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment. Impairment of financial assets At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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. Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate. If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss. Basic 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 the deduction of all its liabilities. Page 21
CHS BIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2026 2.Accounting policies (continued)
| 2.9 | Financial instruments (continued)
Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial. Debt instruments are subsequently carried at their amortised cost using the effective interest rate method. Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. Other financial instruments Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss. Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy. Derecognition of financial instruments Derecognition of financial assets Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained. Derecognition of financial liabilities Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.
| 2.10 | Creditors
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method. Page 22
CHS BIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2026 2.Accounting policies (continued)
| 2.11 | Foreign currency translation
Functional and presentation currency The Group's functional and presentational currency is GBP. Transactions and balances At each year end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of comprehensive income except when deferred in other comprehensive income as qualifying cash flow hedges. Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in the Statement of comprehensive income within 'other operating income'.
| 2.12 | Operating leases: the Group as lessee
Rentals paid under operating leases are charged to the Statement of comprehensive income on a straight-line basis over the lease term.
| 2.13 | Pensions
Defined contribution pension plan The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations. The contributions are recognised as an expense in the Statement of comprehensive income when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Group in independently administered funds.
| 2.14 | Interest income
Interest income is recognised in the Statement of comprehensive income using the effective interest method.
| 2.15 | Finance costs
Finance costs are charged to the Statement of comprehensive income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument. Page 23
CHS BIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2026 2.Accounting policies (continued)
| 2.16 | Taxation
Tax is recognised in the Statement of comprehensive income except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.
| 2.17 | Restatement of comparatives
Comparable amounts have been restated to reflect a reclassification within other debtors following a review of aged balances. Certain balances previously included within other debtors and outstanding for more than one year have been represented to better reflect their nature and recoverability. This change is presentational only and has no impact on previously reported profits or net assets.
3. | Judgments in applying accounting policies and key sources of estimation uncertainty
The directors do not consider there to be any critical accounting judgements in preparing the financial statements. Determine whether trade debtors are recoverable. Factors taken into consideration include credit worthiness of clients and expected recovery.
4. | Turnover
The whole of the turnover relates to the group's principal activity and arose in the United Kingdom.
5. | Operating loss
| The operating loss is stated after charging:
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| Depreciation of tangible fixed assets | 5,887 | 10,030
| Other operating lease rentals | 103,505 | 121,755
Page 24
CHS BIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2026
6. | Auditors' remuneration
| During the year, the Group obtained the following services from the Company's auditors and their associates:
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| Fees payable to the Group's auditors for the audit of the consolidated and parent Company's financial statements | 23,290 | 22,170
7. | Employees
| Staff costs, including directors' remuneration, were as follows:
|  | 2026 | 2025
|  | £ | £
| Wages and salaries | 922,090 | 827,167
| Social security costs | 124,809 | 107,148
| Cost of defined contribution scheme | 9,937 | 10,828
|  | 1,056,836 | 945,143
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | 2026 | 2025
|  |  | No. | No.
|  | Management and administration | 11 | 11
Page 25
CHS BIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2026
8. | Directors' remuneration
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| Directors' emoluments | 315,093 | 315,026
| Group contributions to defined contribution pension schemes | 2,642 | 2,642
|  | 317,735 | 317,668
| During the year retirement benefits were accruing to 2 directors (2025 - 2) in respect of defined contribution pension schemes. The highest paid director received remuneration of £158,703 (2025 - £158,744). The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £1,321 (2025 - £1,321). The key management remuneration, other than directors, for the year was £155,483 (2025 - £155,361).
9. | Interest receivable
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| Other interest receivable | 22,534 | 13,980
|  | 22,534 | 13,980
10. | Interest payable and similar expenses
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| Bank interest payable | 8,802 | 9,182
|  | 8,802 | 9,182
11. | Taxation
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| Total current tax | - | -
Page 26
CHS BIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2026 11.Taxation (continued)
| Factors affecting tax charge for the year
| The tax assessed for the year is higher than (2025 - higher than) the standard rate of corporation tax in the UK of 25% (2025 - 25%). The differences are explained below:
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| Loss on ordinary activities before tax | (113,066) | (431,891)
| Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2025 - 25%) | (28,267) | (107,973)
| Effects of: |  |
| Expenses not deductible for tax purposes, other than goodwill amortisation and impairment | (358) | 4,221
| Capital allowances for year in excess of depreciation | 2,664 | 177
| Utilisation of tax losses | (2,257) | -
| Fair value of current investment | 12,322 | -
| Unrelieved tax losses carried forward | 15,896 | 103,575
| Total tax charge for the year | - | -
| Factors that may affect future tax charges
Future tax charges are anticipated to be affected by the utilisation of losses carried forward. A deferred tax asset has not been recognised in respect of these losses due to uncertainty over the timing of the future utilisation of the losses. There is no expiry date of timing differences of unused tax losses. Page 27
CHS BIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2026
12. | Tangible fixed assets
| Group
|  | Long-term leasehold property | Office equipment | Total
|  | £ | £ | £
| Cost |  |  |
| At 1 February 2025 | 14,816 | 84,627 | 99,443
| Additions | - | 6,202 | 6,202
| At 31 January 2026 | 14,816 | 90,829 | 105,645
| Depreciation |  |  |
| At 1 February 2025 | 14,816 | 76,349 | 91,165
| Charge for the year | - | 5,887 | 5,887
| At 31 January 2026 | 14,816 | 82,236 | 97,052
| Net book value |  |  |
| At 31 January 2026 | - | 8,593 | 8,593
| At 31 January 2025 | - | 8,278 | 8,278
| The company does not have any tangible fixed assets.
Page 28
CHS BIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2026
13. | Fixed asset investments
| Company
|  | Investments in subsidiary companies
|  | £
| Cost and carrying value |
| At 1 February 2025 | 150,000
| At 31 January 2026 | 150,000
| Subsidiary undertakings
| The following were subsidiary undertakings of the Company:
| Name | Registered office | Principal activity | Class of shares | Holding
| Hyde Park Holdings Limited | 80 Cheapside, London, England, EC2V 6EE | Financial investment | Ordinary | 100%
| AlbR Capital Limited (held indirectly) | 80 Cheapside, London, England, EC2V 6EE | Security and commodity contracts dealing | Ordinary | 100%
| Hyde Park Holdings Nominee 1 Ltd (held indirectly) | 80 Cheapside, London, England, EC2V 6EE | Dormant company | Ordinary | 100%
| Hyde Park Holdings Nominee 2 Ltd (held indirectly) | 80 Cheapside, London, England, EC2V 6EE | Dormant company | Ordinary | 100%
| Hyde Park Holdings Nominee 3 Ltd (held indirectly) | 80 Cheapside, London, England, EC2V 6EE | Dormant company | Ordinary | 100%
Page 29
CHS BIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2026
14. | Debtors
|  | Group | As restated Group
|  | 2026 | 2025
|  | £ | £
| Due after more than one year |  |
| Other debtors | 90,359 | 109,877
|  | 90,359 | 109,877
|  | Group | As restated Group
|  | 2026 | 2025
|  | £ | £
| Due within one year |  |
| Trade debtors | 912,875 | 598,490
| Other debtors | 133,261 | 165,569
| Prepayments and accrued income | 10,520 | 34,235
|  | 1,056,656 | 798,294
15. | Financial assets at fair value through profit or loss
|  | Group | Group
|  | 2026 | 2025
|  | £ | £
| Listed investments | 134,409 | 51,429
|  | 134,409 | 51,429
| The fair value of listed equity securities is based on current bid prices in an active market.
16. | Cash and cash equivalents
|  | Group | Group | Company | Company
|  | 2026 | 2025 | 2026 | 2025
|  | £ | £ | £ | £
| Cash at bank and in hand | 133,858 | 105,606 | 1 | 100
|  | 133,858 | 105,606 | 1 | 100
Page 30
CHS BIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2026
17. | Creditors: Amounts falling due within one year
|  | Group | Group | Company | Company
|  | 2026 | 2025 | 2026 | 2025
|  | £ | £ | £ | £
| Trade creditors | 60,548 | 103,598 | - | -
| Amounts owed to group undertakings | - | - | 100 | 100
| Other taxation and social security | 330,550 | 60,105 | - | -
| Other creditors | 37,154 | 2,106 | - | -
| Accruals and deferred income | 842,957 | 641,943 | - | -
|  | 1,271,209 | 807,752 | 100 | 100
18. | Financial instruments
|  | Group | Group
|  | 2026 | 2025
|  | £ | £
| Financial assets |  |
| Financial assets measured at fair value through profit or loss | 134,409 | 51,429
| Financial assets that are debt instruments measured at amortised cost | 1,136,495 | 873,936
|  | 1,270,904 | 925,365
|  | Group | Group | Company | Company
|  | 2026 | 2025 | 2026 | 2025
|  | £ | £ | £ | £
| Financial liabilities |  |  |  |
| Financial liabilities measured at amortised cost | 97,702 | 105,704 | 100 | 100
|  | 97,702 | 105,704 | 100 | 100
| Financial assets measured at fair value through profit or loss comprise listed investments. Financial assets that are debt instruments measured at amortised cost comprise trade and other debtors. Financial liabilities measured at amortised cost comprise trade and other creditors, and amounts owed to group undertakings.
Page 31
CHS BIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2026
19. | Share capital
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 10,000 (2025 - 1,000) Ordinary shares of £0.01 (2025 - £0.10) each | 100 | 100
| On 22 December 2025, 1,000 Ordinary shares of £0.1 each were divided into 10,000 Ordinary shares of £0.01 each.
20. | Reserves
Profit and loss account Profit and loss account includes current year retained profits.
21. | Pension commitments
The group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the group in an independently administered fund. The pension cost charge represents contributions payable by the group to the fund and amounted to £9,937 (2025 - £10,828). The balance owing to the pension fund at the reporting date amounted to £2,154 (2025 - £2,106).
22. | Related party transactions
| The group has taken advantage of the exemption allowed by FRS102 not to disclose any transactions between the company and its wholly-owned subsidiaries. Key management personnel remuneration is stated in note 8.
23. | Post balance sheet events
There have been no subsequent events that require disclosure or adjustments to the financial statements.
24. | Controlling party
There is no ultimate controlling party.
Page 32