Company registration number 10322979 (England and Wales)
DRENCAN LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
DRENCAN LIMITED
COMPANY INFORMATION
Directors
Mrs I Gibbor
M Hennebry
A J Schreier
M A Gibbor
C Dudley-Scales
Secretary
E Lewis
Company number
10322979
Registered office
CP House
Otterspool Way
Watford
Hertfordshire
WD25 8JJ
Auditor
RSM UK Audit LLP, Statutory Auditor
Chartered Accountants
25 Farringdon Street
London
EC4A 4AB
DRENCAN LIMITED
CONTENTS
Page
Strategic report
1 - 4
Directors' report
5
Directors' responsibilities statement
6
Independent auditor's report
7 - 9
Profit and loss account
10
Balance sheet
11
Statement of changes in equity
12
Notes to the financial statements
13 - 20
DRENCAN LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

Introduction

The directors present their strategic report of Drencan Limited (“the company”) for the year ended 31 December 2025.

The principal activity of the company during the year continued to be that of an investment holding company.

The hotel and leisure sector showed an incremental improvement on the volumes seen in 2024 albeit ongoing geopolitical conflicts continued to impact some of our key feeder markets. Occupancy and room rates remained constant but higher costs impacted the overall performance of the businesses in which the company invests.

During the year, the company received dividends of £2,583k (2024: £830k) from its subsidiary undertakings.

The CP Holdings Group (the “group”) consisting of CP Holdings Limited, and its key operating subsidiaries including Drencan Limited recognises the importance of delivering effective corporate governance in supporting the long-term success and sustainability of its business and operates under high standards of corporate governance.

The directors are collectively responsible for ensuring that they operate in a manner that best promotes the interests of the group with consideration to its wider group of stakeholders. Underlying this responsibility is an appropriate Corporate Governance framework. The group has decided not to follow a specific code and has implemented its own corporate governance framework (the “framework”), which is continually reviewed and enhanced to meet evolving legal and regulatory requirements. This Framework ensures that robust corporate governance procedures are in place to regulate the behaviour and activities of the boards and supports the application of Section 172(1) throughout the group.

Governance Policies and Process

When making decisions, the directors of the company consult, where appropriate, with their finance, tax and legal teams, other third parties and stakeholders.

The directors are responsible for the corporate governance framework, including the likely long-term consequences and the general conduct of the company’s affairs. The directors are continually reviewing their internal processes to strengthen the governance and compliance controls of the company enabling the sustainable growth of the business.

Strategy – Opportunities and risk

The company operates a framework which defines how risks and opportunities are reviewed and decisions are made. This framework adapts as risks and opportunities evolve. A periodic review is undertaken of the risks of the investments held by the company by its senior management, this is communicated with the company’s shareholder.

The directors have pursued a strategy aimed at maximising the return on investments and ensuring the long-term viability of the business.

The principal risks associated with Drencan are detailed in the Strategic Report above. The board consider principal risks to be those that could cause the greatest damage if not effectively evaluated, understood and managed.

DRENCAN LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
Information

Drencan is a subsidiary of a diverse holding company. Drencan is an investment holding company and details of its performance can be found above in the Strategic Report.

The directors currently review financial and operational information when making their decisions. The governance process is constantly under review, processes are assessed for appropriateness and amended if deemed applicable.

Governance Policies and Process

Group-wide governance policies and processes are designed to complement and promote the group strategy. Policies are reviewed on an annual basis and updated as appropriate by the group board; all company directors are informed of any amendments. This is an iterative process, allowing for the policies to be adapted as the business grows and changes.

Principal Decisions

Generally, the principal decisions that the directors would consider are dividends, divestment or acquisition activity, significant capital investments, impairment of investments, capital gains, financing and board composition. A principal decision tends to be one that is material to the company and those that are significant to any of the key stakeholder groups.

During the year there were a number of capital decisions made, which included –

- Refurbishment of rooms in Nove Lazne Smrdáky; and

- Infrastructure projects in Piestany including main drain pipe work

Engagement of Stakeholders

The company is proud to be part of a private, family-owned group, which is fully committed to maintaining its values and its relationships with its investments and shareholders. The company works with its stakeholders in an honest, respectful and responsible way and seeks to work with others who share the company’s commitments to safety, ethics and compliance.

The directors consider that the table below lays out the relationships with the key stakeholders :-

DRENCAN LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -

Who ? Stakeholder group | Why? Why is it important to engage | How ? How management and / or directors engaged | What ? What were the key topics engagement | Outcomes and actions What was the impact of the engagement including any actions taken
Regulators | Compliance with regulatory requirements such as health and safety and TCFD, is essential for the long term benefit of the group | Generation of carbon risk registers and energy usage collation by local company representatives | Compliance record Carbon reporting and energy utilisation | Improvements to processes and procedures
Shareholders | Engagement is essential for the owners to understand the state of the business and to ratify principal decisions | Provision of information for CP monthly board meetings | Monthly accounts, budget, cashflows, ESG and risk registers Discussions on risk around the Group resulting in the decision to form an Audit Committee | Monthly rolling cashflows and quarterly review of budgets and forecasts Annual review of risk registers Establishment of a Groupwide Audit Committee
Investments | To understand how the investments are performing and the key decisions that they are making | Discussions with the boards of directors of the investments | Trading conditions and funding | Assessment of working capital requirements and capital expenditure

Drencan engages with its stakeholders on material issues relating to their business, taking into consideration current and future events, including its principal decisions. The engagement supports the directors to understand the impact of their decisions and identify any material issues. This aligns with the company’s purpose and strategy.

DRENCAN LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -

On behalf of the board

C Dudley-Scales
Director
10 June 2026
DRENCAN LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -

The directors present their annual report and financial statements for the year ended 31 December 2025.

Principal activities

The principal activity of the company continued to be that of an investment holding company.

Results and dividends

The results for the year are set out on page 10.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Mrs I Gibbor
M Hennebry
A J Schreier
M A Gibbor
C Dudley-Scales
Auditor

RSM UK Audit LLP were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, the directors intend to reconfirm the appointment of RSM UK Audit LLP.

Energy and carbon report

As the company has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.

Strategic report

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

On behalf of the board
C Dudley-Scales
Director
10 June 2026
DRENCAN LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 6 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.

In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;

- make judgements and accounting estimates that are reasonable and prudent;

- state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company 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 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

DRENCAN LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF DRENCAN LIMITED
- 7 -
Opinion

We have audited the financial statements of Drencan Limited (the 'company') for the year ended 31 December 2025 which comprise the profit and loss account, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its profit for the year then ended;

- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

- have been prepared in accordance with the requirements of the Companies Act 2006.

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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the U nited K ingdom, including the F inancial R eporting C ouncil’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

- the information given in the strategic report and the directors' r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

DRENCAN LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF DRENCAN LIMITED (CONTINUED)
- 8 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report and the directors' r eport.

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, or returns adequate for our audit have not been received from branches not visited by us; or

- the 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' r esponsibilities s tatement, 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 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 company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities are instances of non-compliance with laws and regulations. The objectives of our audit are to obtain sufficient appropriate audit evidence regarding compliance with laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements, to perform audit procedures to help identify instances of non-compliance with other laws and regulations that may have a material effect on the financial statements, and to respond appropriately to identified or suspected non-compliance with laws and regulations identified during the audit.

In relation to fraud, the objectives of our audit are to identify and assess the risk of material misstatement of the financial statements due to fraud, to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud through designing and implementing appropriate responses and to respond appropriately to fraud or suspected fraud identified during the audit.

However, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.

DRENCAN LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF DRENCAN LIMITED (CONTINUED)
- 9 -

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, the audit engagement team:

- obtained an understanding of the nature of the industry and sector, including the legal and regulatory framework that the company operates in and how the company is complying with the legal and regulatory framework;

- inquired of management, and those charged with governance, about their own identification and assessment of the risks of irregularities, including any known actual, suspected or alleged instances of fraud;

- discussed matters about non-compliance with laws and regulations and how fraud might occur including assessment of how and where the financial statements may be susceptible to fraud.

As a result of these procedures, we consider the most significant laws and regulations that have a direct impact on the financial statements are FRS 102, the Companies Act 2006 and tax compliance regulations. We performed audit procedures to detect non-compliances which may have a material impact on the financial statements which included reviewing financial statement disclosures and inspecting tax computations.

The audit engagement team identified the risk of management override of controls as the area where the financial statements were most susceptible to material misstatement due to fraud. Audit procedures performed included but were not limited to testing a sample of journal entries and other adjustments utilising data analytics techniques, evaluating the business rationale in relation to significant, unusual transactions and transactions entered into outside the normal course of business.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: http://www.frc.org.uk/auditorsresponsibilities This description forms part of our auditor’s report.

Use of our report

This report is made solely to the company's member 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 member those matters we are required to state to the member in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's member, for our audit work, for this report, or for the opinions we have formed.

David Hough (Senior Statutory Auditor)
For and on behalf of RSM UK Audit LLP, Statutory Auditor
Chartered Accountants
25 Farringdon Street
London
EC4A 4AB
10 June 2026
DRENCAN LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
2025
2024
Notes
£
£
Administrative expenses
(11,157)
107,001
Operating (loss)/profit
3
(11,157)
107,001
Income from shares in group undertakings
5
2,582,531
829,684
Other interest receivable and similar income
5
-
0
18,571
Profit before taxation
2,571,374
955,256
Tax on profit
7
(89,444)
(41,318)
Profit for the financial year
2,481,930
913,938

No items of the comprehensive income for either the year or the prior year other than the profit or loss for the year. Accordingly, no statement of other comprehensive income has been presented.

The notes on pages 13 to 20 form part of these financial statements.

DRENCAN LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 11 -
2025
2024
Notes
£
£
£
£
Fixed assets
Investments
8
55,983,881
56,417,198
Current assets
Debtors
10
7,368
25,939
Cash at bank and in hand
63,001
67,119
70,369
93,058
Creditors: amounts falling due within one year
11
(18,194,094)
(21,132,030)
Net current liabilities
(18,123,725)
(21,038,972)
Net assets
37,860,156
35,378,226
Capital and reserves
Called up share capital
12
55,000
55,000
Share premium account
13
23,728,343
23,728,343
Profit and loss reserves
14,076,813
11,594,883
Total equity
37,860,156
35,378,226
The financial statements were approved by the board of directors and authorised for issue on 10 June 2026 and are signed on its behalf by:
C Dudley-Scales
Director
Company registration number 10322979 (England and Wales)
DRENCAN LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
Share capital
Share premium account
Profit and loss reserves
Total
£
£
£
£
Balance at 1 January 2024
55,000
23,728,343
10,680,945
34,464,288
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
913,938
913,938
Balance at 31 December 2024
55,000
23,728,343
11,594,883
35,378,226
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
2,481,930
2,481,930
Balance at 31 December 2025
55,000
23,728,343
14,076,813
37,860,156
DRENCAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 13 -
1
Accounting policies
Company information

Drencan Limited is a private company limited by shares incorporated in England and Wales. The registered office is CP House, Otterspool Way, Watford, Hertfordshire, WD25 8JJ.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £.

The preparation of financial statements in compliance with FRS102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies (see note 2),

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. T he company has therefore taken advantage of e xemptions from the following disclosure requirements:

- Section 3 Financial Presentation paragraph 3.17(d) (inclusion of cashflows);

- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

- Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The financial statements of the company are consolidated in the financial statements of CP Holdings Limited. These consolidated financial statements are available from Companies House, Crown Way, CF14 3UZ.

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

1.2
Going concern

The directors have made appropriate enquiries, including obtaining a letter of support confirming that the intercompany creditor will not be recalled for at least twelve months from the date of approval of these financial statements. Based on this, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and therefore continue to adopt the going concern basis in preparing the financial statements.true

1.3
Fixed asset investments

Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

DRENCAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 14 -
1.4
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.

1.5
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

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 debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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 for a similar debt instrument. Financial assets classified as receivable within one year are not amortised. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for objective indicators of impairment at each reporting end date. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account.

For f inancial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the company would receive for the asset if it were to be sold at the reporting date. The impairment loss is recognised in profit or loss.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

DRENCAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 15 -
Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors and loans from fellow group companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future paymen ts discounted at a market rate of interest for a similar debt instrument. Financial liabilities classified as payable within one year are not amortised. Financing transactions are those in which payment is deferred beyond normal payment terms or is financed at a rate of interest that is not a market rate.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are s ubsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value th r ough profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged, expires or cancelled.

1.6
Share Capital

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.7
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

DRENCAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.8
Foreign exchange

Functional and presentation currency

The company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period 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 period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

1.9

Investment income

Investment income is recognised when dividends become legally receivable.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following is the critical judgement and estimation that the directors have made in the process of applying the company's accounting policies and that have the most significant affect on the amounts recognised in the financial statements.

Impairment of investment

In preparing these financial statements, the directors have exercised judgement in determining whether there are indicators of impairment of the company's investments. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the investments.

DRENCAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 17 -
3
Operating (loss)/profit
2025
2024
Operating (loss)/profit for the year is stated after (crediting):
£
£
Exchange gains
(6,630)
(4,046)
4
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
8,840
8,500
5
Interest receivable and similar income
2025
2024
£
£
Interest income
Other interest income
-
0
18,571
Income from fixed asset investments
Income from shares in group undertakings
2,582,531
829,684
Total income
2,582,531
848,255
Disclosed on the profit and loss account as follows:
Income from shares in group undertakings
2,582,531
829,684
Other interest receivable and similar income
-
18,571
6
Employees

The company has no employees other than the directors, who are remunerated by the parent company, CP Holdings Limited.

7
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
89,444
41,318
DRENCAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
7
Taxation
(Continued)
- 18 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
Profit before taxation
2,571,374
955,256
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
642,844
238,814
Tax effect of expenses that are not deductible in determining taxable profit
-
0
(31,880)
Tax effect of income not taxable in determining taxable profit
(645,633)
(207,421)
Unutilised tax losses carried forward
(30,744)
487
Group relief
33,534
-
0
Foreign tax
122,977
41,318
Group Relief paid/(received)
(33,534)
-
0
Taxation charge for the year
89,444
41,318

Factors that may affect future tax changes

The company has estimated losses of £240,204(2024:£60,000) available to carry forward against future profits.

There is a potential deferred tax asset of approximately £60,051(2024:£15,000) which has not been recognised in the financial statements due to the uncertainty concerning the timescale as to its recoverability. It is anticipated that the deferred tax asset will be recovered when the company makes sufficient taxable profits.

8
Fixed asset investments
2025
2024
Notes
£
£
Investments in subsidiaries
9
55,983,881
55,983,881
Unlisted investments
-
0
433,317
55,983,881
56,417,198
DRENCAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
8
Fixed asset investments
(Continued)
- 19 -
Movements in fixed asset investments
Shares in subsidiaries
Other investments
Total
£
£
£
Cost or valuation
At 1 January 2025
55,983,881
433,317
56,417,198
Disposals
-
(433,317)
(433,317)
At 31 December 2025
55,983,881
-
55,983,881
Carrying amount
At 31 December 2025
55,983,881
-
55,983,881
At 31 December 2024
55,983,881
433,317
56,417,198
9
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Lécebné Lázne Mariánské Lázne a.s,
Csehország, 353 29, Mariánské Lázne, Masarykova 22, Czech Repubilic
Operation of spa hotels
Ordinary
100.00
Slovenské Liecenbné Kipele Piestany a.s
921 29, Piestany, Winterova 29, Slovakia
Operation of spa hotels
Ordinary
90.00
10
Debtors
2025
2024
Amounts falling due within one year:
£
£
Other debtors
7,368
7,368
Prepayments and accrued income
-
0
18,571
7,368
25,939
11
Creditors: amounts falling due within one year
2025
2024
£
£
Amounts owed to group undertakings
18,155,794
21,092,465
Accruals and deferred income
38,300
39,565
18,194,094
21,132,030

Amounts owed to group undertakings are interest free, have no fixed repayment date and are repayable on demand.

DRENCAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
12
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
55,000
55,000
55,000
55,000

There is a single class of ordinary shares. There are no restrictions on the distribution of dividends and the repayment of capital.

13
Share premium account

The share premium reserve includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium.

14
Ultimate controlling party

The parent undertaking of the smallest group of undertakings for which group financial statements are drawn up and of which the company is a member is CP Holdings Limited, whose registered office is at CP House, Otterspool Way, Watford WD25 8HR. Copies of these group financial statements are available to the public from Companies House, Crown Way, Cardiff CF14 3UZ.

As at the balance sheet date the ultimate parent company was CP Holdings Limited a company incorporated in England and Wales. Subsequent to the year end the ultimate parent company has changed and has become Greystone Holdings Ltd a company incorporated in the Isle of Man but managed and controlled in the UK. Despite this change, and in the opinion of the directors the ultimate controlling party continues to be the Gibbor and Schreier families.

15
Related party transactions

The company has taken advantage of the exemption contained in FRS 102 Section 33 'Related Party Disclosures' from disclosing transactions with entities which are a wholly owned part of the group.

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