REGISTERED NUMBER: 16140780 (England and Wales)

Unaudited Financial Statements

for the Period 17th December 2024 to 30th June 2025

for

CWD Group Holdings Limited

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

J D Porter

S R Cameron

REGISTERED OFFICE:

53 Newfoundland Circus

Bristol

Bristol

BS2 9AP

REGISTERED NUMBER:

16140780 (England and Wales)

ACCOUNTANTS:

Dunkley's

Woodlands Grange

Woodlands Lane

Bradley Stoke

Bristol

United Kingdom

BS32 4JY

FIXED ASSETS

Investments

4

1,811,505

CURRENT ASSETS

Cash at bank and in hand

301,236

CREDITORS

Amounts falling due within one year

5

1,815,745

NET CURRENT LIABILITIES

(1,514,509

)

TOTAL ASSETS LESS CURRENT LIABILITIES

296,996

CREDITORS

Amounts falling due after more than one year

6

300,000

NET LIABILITIES

(3,004

)

CAPITAL AND RESERVES

Called up share capital

7

200

Retained earnings

(3,204

)

SHAREHOLDERS' FUNDS

(3,004

)

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the period ended 30th June 2025.

The members have not required the company to obtain an audit of its financial statements for the period ended 30th June 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 17th June 2026 and were signed on its behalf by:

J D Porter - Director

1.	STATUTORY INFORMATION

CWD Group 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.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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

The financial statements are prepared on a going concern basis.

The functional and presentation currency of the company is sterling (£).

Preparation of consolidated financial statements

The financial statements contain information about CWD Group Holdings Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Related party exemption

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.

Critical accounting judgements and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses.

In the opinion of the directors, there are no significant judgements or key sources of estimation uncertainty that have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

Investments in subsidiaries

Investments in subsidiary undertakings are stated at cost less impairment, if any.

An impairment review is carried out where there is an indication that the investment may be impaired. Any impairment loss is recognised in the income statement.

Financial instruments

Financial assets and financial liabilities are recognised when the company becomes a party to the contractual provisions of the instrument.

- Loans and receivables are measured at amortised cost using the effective interest method.

- Loans payable are measured at amortised cost.

The company does not enter into complex financial instruments.

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.

Turnover

The company is a holding company and did not trade during the period.

Revenue would otherwise be recognised when performance obligations are satisfied and the amount of revenue can be measured reliably.

Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and in hand and short-term highly liquid investments with a maturity of three months or less from the date of acquisition.

Leases

The company did not enter into any lease arrangements during the period.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the period was NIL.

4.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

Additions

1,811,505

At 30th June 2025

1,811,505

NET BOOK VALUE

At 30th June 2025

1,811,505

During the year, the company became the holding company of the group following a share for share exchange and acquisition of shares in C W Duke Holdings Limited. The reorganisation was undertaken for bona fide commercial reasons and did not give rise to any change in ultimate ownership or control of the group.

The details of the subsidiary undertakings at the balance sheet date are as follows:

Name of subsidiary

Country of incorporation

Proportion of ownership

C W Duke Holdings Limited

England and Wales

100%

The principal activity of the subsidiary undertakings is that of a holding company.

5.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

£

Other loans

381,036

Amounts owed to group undertakings

1,336,017

Directors' current accounts

98,692

1,815,745

6.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

£

Other loans - 1-2 years

80,000

Other loans - 2-5 years

220,000

300,000

Other loans consists of deferred consideration and loans arising on the acquisition of shares during the year. These comprise an interest-bearing loan of £300,000 repayable on notice and deferred consideration payable in fixed instalments.

7.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

value:

£

120

Ordinary

£1

120

80

Ordinary B

£1

80

200

During the year, the company issued additional 60 Ordinary shares and 40 Ordinary B shares as part of a group reorganisation and share-for-share exchange.

8.	RELATED PARTY DISCLOSURES

During the year, the company acquired the entire issued share capital of a subsidiary from the shareholders, who are related parties.

The consideration comprised cash, loan balances and deferred consideration.

At the year end, amounts outstanding in respect of the transaction are included within creditors.

9.	ULTIMATE CONTROLLING PARTY

The controlling party is J D Porter.

10.	EVENTS AFTER REPORTING DATE

There were no events after the reporting date requiring adjustment or disclosure in these financial statements.

11.	CONTINGENT LIABILITIES

The company had no contigent liabilities.