|
Registered number:
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
IONIAN 1 LIMITED
COMPANY INFORMATION
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
IONIAN 1 LIMITED
CONTENTS
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
IONIAN 1 LIMITED
GROUP STRATEGIC REPORT
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
The directors present their Strategic Report for Ionian 1 Limited for the financial period ended 30 September 2025.
Ionian 1 Limited is a parent company owning 100% shares in Ionian Island Holidays Limited. The Group’s principal activity is that of a licensed tour operator specialising in the provision of package holidays exclusively to Greece.
A group restructuring took place in August 2024, under which the tour operating business, Ionian Island Holidays Limited, was separated from the property business, Ionian Island Properties Limited, and from the original holding company, IIH Holdings Limited. Following the restructuring, Ionian Island Holidays Limited became wholly owned by Ionian 1 Limited.
On 30 September 2025, IIH Trustee Limited, acting in its capacity as an Employee Ownership Trust (EOT), acquired 100% of the issued ordinary share capital of Ionian 1 Limited, which in turn controls 100% of Ionian Island Holidays Limited and Ionian Island (Flights) Limited (a non-trading company). As a result of this transaction, Ionian 1 Limited became an employee-owned company with effect from that date and an additional £0.25m in professional and administrative costs and other one-off adjustments associated with the transaction were incurred by the Group. As part of the settlement consideration, a surplus cash settlement of £5,800,000 was made. This amount has been recognised in the financial statements for the period and has had a material impact on the Group’s reserves and reported net assets. The directors believe the transition to employee ownership will strengthen employee engagement, ensure long-term stability, and align the interests of all staff with the future success of the business. Furthermore, the directors believe the Employee Ownership Trust (EOT) best serves the group's long-term interests by solidifying the strong supplier relationships built over the last 24 years. This move also rewards the enduring loyalty of Ionian's staff and customers, reinforcing the core ethos and focus shared by everyone at the group. The group has maintained its investment in technology and its website during this period of successful growth, which has resulted in significant improvements in online business performance and operational efficiency.
Page 1
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
IONIAN 1 LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
The Group’s performance during the period was influenced by continued volatility in the holiday sector. Cost-of living pressures continued to suppress discretionary spending and affect demand during key booking periods, while supplier cost inflation placed pressure on margins.
Operational disruption within the aviation sector, including flight cancellations and capacity constraints, continued to impact load factors during parts of the season. Despite these challenges, the directors consider the level of profitability achieved to be a significant accomplishment and a demonstration of the resilience of the business. The Group has been voted for the last 15 consecutive years in the prestigious British Travel Awards as the “Best Specialist Tour Operator to Hellenic Europe” and was also voted Best Small Villa Holiday Company.
As the Group looks ahead to the 2026 season, confirmed forward bookings are encouraging.
The Group continues to:
∙Use multiple airlines to mitigate the risk of airline failure
∙Reduce early and late season flight commitments
∙Rationalise its overall flight programme
∙Fix fuel prices on committed flights
∙Pursue favourable suppliers
The directors believe these measures position the Group well for the forthcoming financial year.
As at 30 September 2025, the Group had net assets of £5,000,750 (2024: £10,658,903).
The Directors have prepared the accounts on a going concern basis, having concluded that the Group has sufficient funds and cash reserves to meet its liabilities as they fall due for the foreseeable future.
Page 2
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
IONIAN 1 LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
Successful management of existing and emerging risks is critical to the long-term success of the business and the achievement of its strategic objectives. Risk management remains an integral part of the Group’s governance framework.
Cost of Living Crisis Ongoing pressure on household finances continues to reduce discretionary spending. The Group is responding through disciplined pricing, targeted marketing and improved operational efficiency. Health and safety The pandemic demonstrated the potential impact of infectious disease on the travel sector. The Group continues to monitor public health risks and maintain operational resilience. Financial Risk The Group is exposed to credit, liquidity, cashflow and foreign exchange risks. These are mitigated through strong cash management, currency hedging and fuel price fixing. Airline Failure The risk of airline failure is mitigated through the use of multiple airline suppliers. Other Risks Other risks include political instability, volcanic disruption and force majeure events.
This report was approved by the board on 19 February 2026 and signed on its behalf.
Page 3
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
IONIAN 1 LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
The directors present their report and the financial statements for the period ended 30 September 2025.
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.
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;
∙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.
The profit for the period, after taxation, amounted to £250,847 (2024 - £658,903).
The directors did not recommend a final dividend in the year (2024: £nil).
The directors who served during the period were:
Page 4
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
IONIAN 1 LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
There have been no significant events affecting the Group since the period end that would change the opinion of the current financial statements.
The auditors, Xeinadin Audit Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
Page 5
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
IONIAN 1 LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF IONIAN 1 LIMITED
We have audited the financial statements of Ionian 1 Limited (the 'parent Company') and its subsidiaries (the 'Group') for the period ended 30 September 2025, which comprise the Consolidated statement of profit and loss account, the Consolidated balance sheet, the Company balance sheet, 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 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 or the 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.
Page 6
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
IONIAN 1 LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF IONIAN 1 LIMITED (CONTINUED)
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.
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 period 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.
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.
Page 7
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
IONIAN 1 LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF IONIAN 1 LIMITED (CONTINUED)
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:
∙Enquiry of management and those charged with governance around actual and potential litigation and claims;
∙Reviewing minutes of meetings of those charged with governance;
∙Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias;
∙Enquiry of management and those charged with governance to identify any instances of non-compliance with laws and regulations.
The potential effect of these laws and regulations on the financial statements varies considerably.
Firstly, the Group is subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related companies legislation), distributable profits legislation and taxation legislation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.
Secondly, the Group is subject to many other laws and regulations where the consequence of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance the imposition of fines or litigation or the loss of the Group’s license to operate. We identified the following areas as those most likely to have such an effect: health and safety including data protection laws, employment law, ABTA and ATOL compliance recognising the nature of the Group’s activities. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and other management and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including
Page 8
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
IONIAN 1 LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF IONIAN 1 LIMITED (CONTINUED)
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.
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 Auditors' 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.
for and on behalf of
Chartered Accountants
Registered Auditors
8th Floor Becket House
36 Old Jewry
EC2R 8DD
Page 9
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
IONIAN 1 LIMITED
CONSOLIDATED PROFIT AND LOSS ACCOUNT
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
Page 10
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
IONIAN 1 LIMITED
REGISTERED NUMBER: 12297489
CONSOLIDATED BALANCE SHEET
AS AT 30 SEPTEMBER 2025
Page 11
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
IONIAN 1 LIMITED
REGISTERED NUMBER: 12297489
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 30 SEPTEMBER 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 20 to 39 form part of these financial statements.
Page 12
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
IONIAN 1 LIMITED
REGISTERED NUMBER: 12297489
COMPANY BALANCE SHEET
AS AT 30 SEPTEMBER 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 20 to 39 form part of these financial statements.
Page 13
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 OCTOBER 2024
Page 15
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||