Company registration number 11151412 (England and Wales)
HIGHWOOD HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
HIGHWOOD HOLDINGS LIMITED
COMPANY INFORMATION
Directors
N Brown
P Prosser
Company number
11151412
Registered office
The Hay Barn
Upper Ashfield Farm
Hoe Lane
Romsey
Hampshire
SO51 9NJ
Auditor
Fiander ETL
Stag Gates House
63/64 The Avenue
Southampton
Hampshire
SO17 1XS
HIGHWOOD HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 4
Directors' report
5 - 6
Independent auditor's report
7 - 9
Group statement of comprehensive income
10
Group balance sheet
11
Company balance sheet
12
Group statement of changes in equity
13
Company statement of changes in equity
14
Group statement of cash flows
15
Notes to the financial statements
16 - 35
HIGHWOOD HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

The directors present the strategic report for the year ended 31 December 2025.

Review of the business

The group’s results for the year comprised turnover of £35.3m (2024 as restated: £105.7m), a gross profit of £7.8m (2024 as restated: £10.9m), operating profit of £1.9m (2024 as restated: operating loss of £1.0m) and profit on ordinary activities before taxation of £1.9m (2024 as restated: loss of £1.0m).

The group’s performance for the period under review is based on 12 months turnover compared to the prior financial period which covered 18 months.

The directors are pleased to report a year of strengthened performance and renewed momentum for the group. Disciplined execution, improved forecasting and a clear focus on strategic priorities have delivered a return to profitability and restored margin discipline across both contracting and development. By prioritising operational efficiency, cash discipline and pipeline quality over headline turnover, the group has built a leaner, more resilient platform from which to pursue sustainable growth and high-quality outcomes.

Whilst encouraged by this progress, the directors acknowledge continuing headwinds. Inflationary pressures, which eased earlier in the period, may return as events in Iran put pressure on energy, material and labour costs, and as the Bank of England holds interest rates against earlier expectations of cuts. Where project prices are fixed, the business could be exposed to higher input costs and reduced margins. We manage this through long-term supplier relationships, careful procurement and rigorous cost control.

The planning environment, a defining factor for the wider industry, is beginning to move in a more constructive direction. Changes to planning law and updates to the National Planning Policy Framework (NPPF) are prompting local authorities to reassess their positions, and the group is already seeing positive progress through the consent granted for Brentry Nursery and, towards the end of the financial year, consents for Fordingbridge and Eastleigh. Although delays, onerous conditions and inconsistency between authorities remain part of the planning landscape, recent progress demonstrates that the group is well placed to benefit from a more supportive policy environment.

Operationally, the group completed or was in the contractual process for a total of 164 beds across 4 sites, commenced construction of 180 care home beds and 82 residential units across 4 live sites, and progressed a healthy flow of land deals through planning for 2026. We have successfully secured 2 sites for the delivery of 135 care beds and are on track to secure a further 3 sites during 2026, which will deliver 285 care home beds along with a large residential site that is anticipated to deliver approximately 240 residential units from Q4 2026. The pipeline is the strongest it has been in several years.

Principal risks and uncertainties

The key risks and uncertainties expected to impact the group in the future include:

Housing incentives and supply chain implications

Government housing incentives, whether subsidies, planning reforms or new-build targets, can increase demand and place pressure on supply chains. The group is well placed to manage these conditions through strategic partnerships, long-term supplier agreements and disciplined procurement processes that support cost control and delivery certainty.

Demographic challenges in the construction workforce

The construction sector continues to face skills and capacity pressures as it seeks to attract and retain new talent. The group is taking practical steps to support future workforce resilience through apprenticeships, targeted recruitment, membership of The 5% Club and its T-Level partnership with South Hampshire College Group, as set out in the section 172 statement below.

Geopolitical risk

Global instability heightens uncertainty in supply chains, financing, energy prices and material availability. We apply scenario-based forecasting to maintain continuity across a range of conditions.

HIGHWOOD HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -

UK politics

Local government reorganisation and potential changes in political leadership may influence the planning system and the wider approach to housing supply. As a stakeholder-focused business, the group is strengthening its planning promotion activity and engagement with local plan policy makers and key decision makers in the areas where it operates.

Strategies and future outlook

Our strategy remains rooted in what we have done well for many years. We deliver successful partnership-led developments by securing land, managing the planning process, and building out in close collaboration with registered providers, local authorities, care operators and private sector partners. This end-to-end capability continues to support our reputation for reliability and remains a point of differentiation in a market where certainty is at a premium.

The strategic shift to prioritise operational efficiency over headline turnover is delivering the results we expected. Margins are stronger, our pipeline is more resilient, and our relationships with clients in the care, and general housing sectors are closer. Diversity across these subsectors continues to mitigate risk while allowing us to capitalise on the strongest opportunities.

The Labour government’s amendments to the National Planning Policy Framework and the reintroduction in national housing targets together create a more constructive backdrop than the business has seen for some time. With a strategic land portfolio that is well placed against these reforms, we are confident in a sustainable pipeline of activity for the years ahead.

Our contracting business has delivered improved results, contributing £32m in revenue and £2.7m in gross profit (2024: gross loss of £1.5m), with £30.7m of secured work for the next financial year. This progress reflects stronger governance, enhanced project management and continued cost discipline. Contracting remains a core part of the group’s business model, particularly where it is focused on supporting land-led developments for key clients, and the directors are confident in its continued contribution.

The diversity within our business model continues to be a source of resilience, supported by long-standing customer relationships and a reputation for reliability. Our ability to operate across the full value chain, from land acquisition through to delivery, gives the group flexibility, control and a clear competitive advantage in a changing economic and regulatory environment.

Looking ahead, the Board is confident that the group is entering the next financial year with renewed momentum. A strong land pipeline, growing client partnerships, improving balance sheet and experienced team provide a solid platform for sustainable growth. With a clear focus on quality, margin discipline and long-term value creation, The Highwood Group is well positioned for the next stage of its development.

Key performance indicators

Management consider key performance indicators to include: turnover, gross profit, profit on ordinary activities before taxation, number of beds completed or in contractual process and number of commenced constructions contracts. The values of these key performance indicators can be found in the 'Review of the business' section.

Group section 172 statement

The Highwood Group operates as a consolidated entity, with contracting and development activities overseen by the Highwood Holdings Board. The Board reviews major decisions made by the subsidiary boards to ensure alignment with the group’s standards, strategy and values.

The Directors acknowledge their duty under Section 172 of the Companies Act 2006 to act in a way that promotes the success of the company for the benefit of its members as a whole. In doing so, the Board balances long-term sustainability with short-term objectives, considering the impact of its decisions on employees, suppliers, clients, the environment and the communities in which we operate.

During the period the Board has focused on being a responsible business in practical terms: how we treat our people, engage with communities, and use our position in the industry to support positive change.

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

Long-term decision making

Our business model is built around long-term commercial and social value, focused on land-led development with registered providers, care providers and private clients. The group’s strategic focus on efficiency, margin discipline and quality of pipeline has strengthened its foundations and positioned it to grow from a stronger and more sustainable platform.

Employees

The Board is committed to a safe, inclusive workplace with clear career pathways and ongoing training. During the period we provided 284 apprenticeship weeks, and we invest in wellbeing through our digital health service and cash plan, including tailored mental health support.

During the period we joined The 5% Club, committing to at least 5% of our workforce in earn-and-learn roles, and partnered with South Hampshire College Group (SHCG) to give T-Level students structured work experience across the two years of their course. Both reflect our view that the industry’s future depends on developing the next generation and addressing the sector’s well-documented talent shortage.

Suppliers and subcontractors

We work closely with a trusted network of subcontractors, consultants and suppliers, treating them as partners. We prioritise fairness, prompt payment and collaboration, and the Board regularly reviews procurement to ensure ethical practice, commercial fairness and environmental standards.

Clients and partners

Our business is built on long-standing partnerships with registered providers, local authorities, care providers and private clients, based on open communication, delivery confidence and mutual trust. The Board recognises and appreciates the continued support of key client partners and the strength of these relationships as the group moves into its next phase of growth.

Environment and sustainability

Highwood is committed to minimising our environmental impact, applying sustainability principles from land acquisition through to construction and aftercare. We prioritise biodiversity, meet or exceed energy efficiency targets, and respond to frameworks such as water and nutrient neutrality. The Board treats environmental performance as a key pillar of risk management and long-term success.

Community and social value

For each new project we commit a financial contribution to local community-led initiatives, from outdoor classrooms to charitable funds, totalling £19,000 during the period. We engage early with residents, local authorities and other stakeholders, generating wider social value through placemaking, employment and community investment.

This year we named Treloar’s, a Hampshire charity supporting young people with physical disabilities, as our Charity of the Year. Beyond fundraising, team members have contributed to discussions on making construction more accessible to people with disabilities, both as a sector to work in and through the buildings we design and build. This is already shaping our thinking on workplace inclusion, site accessibility and design, and we look forward to extending it over the coming year.

Governance and stakeholder engagement

The Board maintains strong governance, with structured engagement across clients, staff, supply chain partners and professional advisors ensuring stakeholder perspectives inform key decisions. This allows us to anticipate challenges early, adapt with confidence and remain accountable to those we serve.

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

On behalf of the board

N Brown
Director
23 July 2026
HIGHWOOD HOLDINGS 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 is that of a holding company.

 

The principal activity of the group continued to be that of property development, building and construction services.

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 dividend.

Directors

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

S Matthews
(Resigned 8 October 2025)
N Brown
P Prosser
Financial instruments
Treasury operations and financial instruments

The group operates a centralised treasury function which is responsible for managing the liquidity and interest risks associated with the group's activities.

 

The group's principal financial instruments include bank balances, trade debtors and trade creditors arising directly from its operations.

Liquidity risk

The group manages its cash and borrowing requirements centrally in order to maximise interest income and minimise interest expense, whilst ensuring the group has sufficient liquid resources to meet the operating needs of the business.

Credit risk

Investments of cash surpluses and borrowings are made through banks and companies which must fulfil credit rating criteria approved by the Board.

 

All customers who wish to trade on credit terms are subject to credit verification procedures. Trade debtors are monitored on an ongoing basis and provision is made for doubtful debts where necessary.

Pricing risk

The directors consider that the group faces the usual pricing risk of any other company operating in a competitive, commercial environment.

Business relationships

The S172(1) statement in the strategic report provides details of how the directors have had regard to the need to foster business relationships with suppliers, customers and other stakeholders during the period.

Auditor

The auditor, Fiander ETL, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Energy and carbon report

The company has taken the available exemption to not disclose a separate energy and report in these financial statements as it is included in the financial statements of its parent company, Highwood Group Holdings Limited.

HIGHWOOD HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 6 -
Statement of directors' responsibilities

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 group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

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 auditor of the company 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 auditor of the company is aware of that information.

Disclosure in strategic report or directors' report

The group has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group'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. It has done so in respect of strategies and future outlook.

 

On behalf of the board
N Brown
Director
23 July 2026
HIGHWOOD HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF HIGHWOOD HOLDINGS LIMITED
- 7 -
Opinion

We have audited the financial statements of Highwood Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows 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:

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 group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’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 group's and 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.

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:

HIGHWOOD HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF HIGHWOOD HOLDINGS LIMITED
- 8 -
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 their environment obtained in the course of the audit, we have not identified material misstatements in the 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:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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 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 parent 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 our procedures are capable of detecting irregularities, including fraud, is detailed below.

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

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

We assessed the susceptibility of the group’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

HIGHWOOD HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF HIGHWOOD HOLDINGS LIMITED
- 9 -
Audit response to risks identified

To address the risk of fraud through management bias and override of controls, we:

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://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 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 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 members as a body, for our audit work, for this report, or for the opinions we have formed.

Mark Gregory ACA (Senior Statutory Auditor)
For and on behalf of Fiander ETL
27 July 2026
Chartered Accountants
Statutory Auditor
Stag Gates House
63/64 The Avenue
Southampton
Hampshire
SO17 1XS
HIGHWOOD HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
Year
Period
ended
ended
31 December
31 December
2025
2024
as restated
Notes
£'000
£'000
Turnover
3
35,342
105,707
Cost of sales
(27,585)
(94,853)
Gross profit
7,757
10,854
Administrative expenses
(6,142)
(11,946)
Other operating income
318
78
Operating profit/(loss)
4
1,933
(1,014)
Interest payable and similar expenses
8
(30)
(59)
Investment and loan write off
9
-
18
Profit/(loss) before taxation
1,903
(1,055)
Tax on profit/(loss)
10
(438)
117
Profit/(loss) for the financial year
1,465
(938)
Profit/(loss) for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

HIGHWOOD HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 11 -
2025
2024
as restated
Notes
£'000
£'000
£'000
£'000
Fixed assets
Intangible assets
11
13
37
Tangible assets
12
66
122
Investment property
13
387
-
0
Investments
14
807
807
1,273
966
Current assets
Stocks
17
5,657
4,163
Debtors falling due after more than one year
19
2,187
1,279
Debtors falling due within one year
19
10,427
16,953
Cash at bank and in hand
2,578
4,943
20,849
27,338
Creditors: amounts falling due within one year
20
(12,762)
(20,193)
Net current assets
8,087
7,145
Total assets less current liabilities
9,360
8,111
Creditors: amounts falling due after more than one year
21
(1,421)
(1,708)
Provisions for liabilities
Deferred tax liability
22
71
-
0
(71)
-
Net assets
7,868
6,403
Capital and reserves
Called up share capital
24
89
89
Share premium account
180
180
Profit and loss reserves
7,599
6,134
Total equity
7,868
6,403
The financial statements were approved by the board of directors and authorised for issue on 23 July 2026 and are signed on its behalf by:
23 July 2026
N Brown
Director
Company registration number 11151412 (England and Wales)
HIGHWOOD HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 12 -
2025
2024
as restated
Notes
£'000
£'000
£'000
£'000
Fixed assets
Investments
14
837
837
837
837
Current assets
Debtors
19
6,855
8,732
Cash at bank and in hand
36
62
6,891
8,794
Creditors: amounts falling due within one year
20
(7,806)
(9,709)
Net current liabilities
(915)
(915)
Net liabilities
(78)
(78)
Capital and reserves
Called up share capital
24
89
89
Profit and loss reserves
(167)
(167)
Total equity
(78)
(78)

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company's profit for the year was £nil (2024 - £121,136 loss)

The financial statements were approved by the board of directors and authorised for issue on 23 July 2026 and are signed on its behalf by:
23 July 2026
N Brown
Director
Company registration number 11151412 (England and Wales)
HIGHWOOD HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 13 -
Share capital
Share premium account
Profit and loss reserves
Total
£'000
£'000
£'000
£'000
As restated for the period ended 31 December 2024:
Balance at 1 July 2023
87
180
7,072
7,339
Period ended 31 December 2024:
Loss and total comprehensive income
-
-
(938)
(938)
Other movements
2
-
-
2
Balance at 31 December 2024
89
180
6,134
6,403
Period ended 31 December 2025:
Profit and total comprehensive income
-
-
1,465
1,465
Balance at 31 December 2025
89
180
7,599
7,868
HIGHWOOD HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 14 -
Share capital
Profit and loss reserves
Total
£'000
£'000
£'000
As restated for the period ended 31 December 2024:
Balance at 1 July 2023
87
(46)
41
Period ended 31 December 2024:
Loss and total comprehensive income for the period
-
(121)
(121)
Other movements
2
-
2
Balance at 31 December 2024
89
(167)
(78)
Period ended 31 December 2025:
Profit and total comprehensive income
-
-
-
0
Balance at 31 December 2025
89
(167)
(78)
HIGHWOOD HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 15 -
2025
2024
as restated
Notes
£'000
£'000
£'000
£'000
Cash flows from operating activities
Cash absorbed by operations
28
(2,331)
(3,598)
Interest paid
(30)
(59)
Income taxes refunded/(paid)
1
(6)
Net cash outflow from operating activities
(2,360)
(3,663)
Investing activities
Purchase of tangible fixed assets
(5)
(11)
Proceeds from disposal of tangible fixed assets
-
2
Net cash used in investing activities
(5)
(9)
Net decrease in cash and cash equivalents
(2,365)
(3,672)
Cash and cash equivalents at beginning of year
4,943
8,615
Cash and cash equivalents at end of year
2,578
4,943
HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 16 -
1
Accounting policies
Company information

Highwood Holdings Limited (“the company”) is a private company limited by shares domiciled and incorporated in England and Wales. The registered office is The Hay Barn, Upper Ashfield Farm, Hoe Lane, Romsey, Hampshire, SO51 9NJ.

 

The group consists of Highwood Holdings Limited and all of its subsidiaries.

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 amounts in these financial statements are rounded to the nearest £1,000.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of investment properties. The principal accounting policies adopted are set out below.

The 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. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

 

 

The financial statements of the group are consolidated in the financial statements of Highwood Group Holdings Limited. These consolidated financial statements are available from its registered office,The Hay Barn, Upper Ashfield Farm, Romsey, Hampshire, SO51 9NJ.

HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -
1.2
Basis of consolidation

Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

The consolidated group financial statements consist of the financial statements of the parent company Highwood Holdings Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

 

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.

 

If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.

 

Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.

1.3
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.4
Reporting period

The financial statements cover the 12 month year ended 31 December 2025, the prior period covers the 18 month period ending 31 December 2024. The company had decided to change it's prior year reporting period to better reflect it's business cycle. As a result, the comparative amounts presented in the financial statements (including the related notes) are not entirely comparable.

1.5
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates. The group recognises turnover on an accruals basis, where the amount of turnover can be reliably measured and it is probable that the future economic benefits will flow to the group.

 

Revenue from construction contracts is recognised by reference to the value of certified work at the year end.

 

Land sales are recognised upon exchange of ownership, when the rewards and responsibilities are transferred.

HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -
1.6
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Software
20% straight line
1.7
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold improvements
10% straight line
Plant and equipment
20 - 25% straight line
Fixtures and fittings
20% straight line
Computers
25% straight line
Motor vehicles
25% straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

1.8
Investment properties

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.

1.9
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 19 -
1.10
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

1.11
Work in progress

Work in progress is stated at the lower of cost and estimated selling price less costs to complete and sell.

1.12
Construction contracts

Where the outcome of a construction contract can be estimated reliably, revenue and costs are recognised by reference to the stage of completion of the contract activity at the reporting end date. Variations in contract work, claims and incentive payments are included to the extent that the amount can be measured reliably and its receipt is considered probable.

 

When it is probable that total contract costs will exceed total contract turnover, the expected loss is recognised as an expense immediately.

1.13
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.14
Financial instruments

The group 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 group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and 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. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 20 -
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 group 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.

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 group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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 payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.15
Equity instruments

Equity instruments issued by the group 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 group.

1.16
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 group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 21 -
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.

 

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 if, and only if, there is 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.

1.17
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.18
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.19
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

2
Judgements and key sources of estimation uncertainty

In the application of the group’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.

HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
2
Judgements and key sources of estimation uncertainty
(Continued)
- 22 -
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Accounting for construction contracts

Recognition of revenue and profit is based on judgements made in respect of the ultimate profitability of a contract. Such judgements are arrived at through the use of estimation in relation to costs and value of work performed to date and to be performed in bringing contracts to completion. These estimates are made by reference to recovery of pre-contract costs, variations in work scopes, claim recoveries and expected contract costs to complete. The group has appropriate control procedures to ensure all estimates are determined on a consistent basis and subject to review and authorisation. The amount included in cost accruals which has been estimated based on the expected profit margin is £9,104,767 (2024 restated: £14,260,730).

Fair value of investment properties

Investment properties included in within the financial statements are carried at fair value £386,564 (2024: £nil). The directors determine the fair value using their assessment of current market conditions. In forming this judgement, consideration has been given to recent comparable market transactions, observable market data where available, and their own experience and knowledge of the property sector. The directors are satisfied that the resulting valuation represents an appropriate estimate of fair value in accordance with the requirements of FRS 102.

3
Turnover and other revenue
2025
2024
£'000
£'000
Turnover analysed by class of business
Property development, building and construction
32,242
90,207
Land sales
3,100
15,500
35,342
105,707

 

The total turnover of the group for the year has been derived from its principal activities wholly undertaken in the United Kingdom.

4
Operating profit/(loss)
2025
2024
£'000
£'000
Operating profit/(loss) for the period is stated after charging:
Depreciation of owned tangible fixed assets
61
108
(Profit)/loss on disposal of tangible fixed assets
-
2
Amortisation of intangible assets
24
36
Operating lease charges
154
275
HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 23 -
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£'000
£'000
For audit services
Audit of the financial statements of the group and company
3
3
Audit of the financial statements of the company's subsidiaries
31
31
34
34
For other services
Taxation compliance services
9
8
All other non-audit services
17
17
26
25
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Directors
3
3
3
3
Administration
16
15
5
6
Operations
36
66
-
-
Total
55
84
8
9

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Wages and salaries
4,542
8,737
1,375
1,923
Social security costs
551
991
157
236
Pension costs
151
325
51
105
5,244
10,053
1,583
2,264
HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 24 -
7
Directors' remuneration
2025
2024
£'000
£'000
Remuneration for qualifying services
593
902
Group pension contributions to defined contribution schemes
21
41
614
943

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 3 (2024 - 4).

Remuneration disclosed above includes the following amounts paid to the highest paid director:
2025
2024
£'000
£'000
Remuneration for qualifying services
217
240
Group pension contributions to defined contribution schemes
7
12

The comparative amounts included for employee and directors' remuneration cover the 18 months period ending 31 December 2024.

8
Interest payable and similar expenses
2025
2024
£'000
£'000
Other interest on financial liabilities
-
2
Other interest
30
57
Total finance costs
30
59
9
Amounts written off investments and loans
2025
2024
£'000
£'000
Amounts written back to financial liabilities
-
18
10
Taxation
2025
2024
£'000
£'000
Current tax
UK corporation tax on profits for the current period
186
-
0
Adjustments in respect of prior periods
-
0
65
Total current tax
186
65
HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
10
Taxation
2025
2024
£'000
£'000
(Continued)
- 25 -
Deferred tax
Origination and reversal of timing differences
252
(182)
Total tax charge/(credit)
438
(117)

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

2025
2024
£'000
£'000
Profit/(loss) before taxation
1,903
(1,055)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
476
(264)
Tax effect of expenses that are not deductible in determining taxable profit
24
16
Tax effect of income not taxable in determining taxable profit
-
0
(6)
Change in unrecognised deferred tax assets
(73)
72
Adjustments in respect of prior years
-
0
65
Group relief
11
-
0
Taxation charge/(credit)
438
(117)
11
Intangible fixed assets
Group
Software
£'000
Cost
At 1 January 2025
120
Disposals
(8)
At 31 December 2025
112
Amortisation and impairment
At 1 January 2025
83
Amortisation charged for the year
24
Disposals
(8)
At 31 December 2025
99
HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
11
Intangible fixed assets
(Continued)
- 26 -
Carrying amount
At 31 December 2025
13
At 31 December 2024
37
The company had no intangible fixed assets at 31 December 2025 or 31 December 2024.
12
Tangible fixed assets
Group
Leasehold improvements
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£'000
£'000
£'000
£'000
£'000
£'000
Cost
At 1 January 2025
263
58
54
107
17
499
Additions
-
0
-
0
-
0
5
-
0
5
Disposals
-
0
(1)
(1)
(24)
-
0
(26)
At 31 December 2025
263
57
53
88
17
478
Depreciation and impairment
At 1 January 2025
215
38
35
73
16
377
Depreciation charged in the year
15
8
13
24
1
61
Eliminated in respect of disposals
-
0
(1)
(1)
(24)
-
0
(26)
At 31 December 2025
230
45
47
73
17
412
Carrying amount
At 31 December 2025
33
12
6
15
-
0
66
At 31 December 2024
48
20
19
34
1
122
The company had no tangible fixed assets at 31 December 2025 or 31 December 2024.
HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 27 -
13
Investment property
Group
Company
2025
2025
£'000
£'000
Fair value
At 1 January 2025
-
-
Transfers from inventories
102
-
Net gains or losses through fair value adjustments
285
-
At 31 December 2025
387
-

The directors have determined the fair value of the investment property at the reporting date based on their assessment of current market conditions. In forming this judgement, consideration has been given to recent comparable market transactions, observable market data where available, and their own experience and knowledge of the property sector.

If investment properties were stated on an historical cost basis rather than a fair value basis, the amounts would have been included as follows:
Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Cost
102
-
-
-
Accumulated depreciation
-
-
-
-
Carrying amount
102
-
-
-
14
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£'000
£'000
£'000
£'000
Investments in subsidiaries
15
-
0
-
0
30
30
Unlisted investments
807
807
807
807
807
807
837
837
Fixed asset investments not carried at market value

Unlisted investments have been initially and subsequently measured at cost less impairment in line with section 11.14(d)(v) of FRS 102. The directors consider that there has been no impairment of the investment since acquisition.

HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
14
Fixed asset investments
(Continued)
- 28 -
Movements in fixed asset investments
Group
Investments
£'000
Cost or valuation
At 1 January 2025 and 31 December 2025
807
Carrying amount
At 31 December 2025
807
At 31 December 2024
807
Movements in fixed asset investments
Company
Shares in subsidiaries
Other investments
Total
£'000
£'000
£'000
Cost or valuation
At 1 January 2025 and 31 December 2025
30
807
837
Carrying amount
At 31 December 2025
30
807
837
At 31 December 2024
30
807
837
HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 29 -
15
Subsidiaries

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

Name of undertaking
Registered
Nature of business
Class of
% Held
office
shares held
Direct
Indirect
Highwood Group Limited
England and Wales
Holding company
Ordinary
100.00
Highwood Construction Limited
England and Wales
Property development, building & construction services
Ordinary
100.00
Highwood Residential Limited
England and Wales
Property development
Ordinary
100.00
Highwood Homes Limited
England and Wales
Property development
Ordinary
100.00
Highwood Resources Limited
England and Wales
Provision of resources
Ordinary
100.00
Highwood Ventures Limited
England and Wales
Property development
Ordinary
100.00
Highwood Land (Horndean) Limited
England and Wales
Property development
Ordinary
100.00
Highwood (Botley) Limited
England and Wales
Property development
Ordinary
100.00
North Stoneham Developments Limited
England and Wales
Property development
Ordinary
100.00
Highwood Land (South Allington) Limited
England and Wales
Property development
Ordinary
100.00
Highwood Ventures 2 Limited
England and Wales
Property development
Ordinary
100.00
Highwood Ventures 1 Limited
England and Wales
Property development
Ordinary
100.00
Highwood Ventures 19 Limited
England and Wales
Property development
Ordinary
100.00
Highwood Ventures 3 Limited
England and Wales
Dormant
Ordinary
100.00
Highwood Ventures 18 Limited
England and Wales
Dormant
Ordinary
100.00

During the year ended 31 December 2025, the group acquired the 100% shareholdings in Highwood Ventures 19 Limited.

 

This is to recognise the transfer of Highwood Ventures 19 Limited from being a direct subsidiary of the ultimate parent holding company, Highwood Group Holdings Limited, to being a subsidiary of Highwood Homes Limited (and so within this group and this consolidation).

 

This transfer is a group reconstruction and as such is accounted for under merger accounting. This requires the transfer to be treated as if it was always in place. Therefore the transactions relating to the subsidiary have been brought into the comparative and opening positions.

 

During the year, the group also acquired 100% shareholdings in Highwood Ventures 3 Limited and Highwood Ventures 18 Limited. The companies were acquired at the par value of share capital, which was equal to the value of net assets in each.

 

The registered offices for all the entities noted above are the same as disclosed for this entity.

HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 30 -
16
Associates

Details of associates at 31 December 2025 are as follows:

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Hoe Lane Investments Limited
England and Wales
Property development
Ordinary
25
Hoe Lane Properties Limited
England and Wales
Property development
Ordinary
25

The registered offices for all the entities noted above are the same as disclosed for this entity.

17
Stocks
Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Work in progress
5,657
4,163
-
-
18
Construction contracts

The revenue disclosed for both the current and comparative periods, relates to construction contracts and land sales. All trade debtors, work in progress and trade creditors at the year end are related to these ongoing contracts.

 

The balance sheet also includes accrued income of £859,180 (2024 restated - £5,607,636) and accrued costs of £9,104,779 (2024 restated - £14,260,731) in respect of these contracts.

19
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£'000
£'000
£'000
£'000
Trade debtors
2,244
3,987
-
0
-
0
Corporation tax recoverable
-
0
2
-
0
-
0
Amounts owed by group undertakings
6,273
5,901
6,272
8,166
Other debtors
941
1,122
566
566
Prepayments and accrued income
969
5,759
17
-
0
10,427
16,771
6,855
8,732
Deferred tax asset (note 22)
-
0
182
-
0
-
0
10,427
16,953
6,855
8,732
Amounts falling due after more than one year:
Trade debtors
2,187
1,279
-
0
-
0
Total debtors
12,614
18,232
6,855
8,732
HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 31 -
20
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Trade creditors
1,900
2,941
4
1
Amounts owed to group undertakings
91
-
0
7,532
9,671
Corporation tax payable
184
-
0
-
0
-
0
Other taxation and social security
653
1,793
97
37
Other creditors
315
583
-
0
-
0
Accruals and deferred income
9,619
14,876
173
-
0
12,762
20,193
7,806
9,709
21
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Trade creditors
1,421
1,708
-
0
-
0
22
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
Assets
Assets
2025
2024
2025
2024
Group
£'000
£'000
£'000
£'000
Tax losses
-
-
-
182
Investment property
71
-
-
-
71
-
-
182
The company has no deferred tax assets or liabilities.
Group
Company
2025
2025
Movements in the year:
£'000
£'000
Asset at 1 January 2025
(182)
-
Charge to profit or loss
253
-
Liability at 31 December 2025
71
-
HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 32 -
23
Retirement benefit schemes
2025
2024
Defined contribution schemes
£'000
£'000
Charge to profit or loss in respect of defined contribution schemes
151
325

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

 

There were outstanding contributions at year end of £24,279 (2024: £53,024).

24
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£'000
£'000
Issued and fully paid
Ordinary shares of £1 each
88,896
88,896
89
89

There is only one class of shares and all shares in issue have the same rights, preferences and restrictions attached to them.

25
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2025
2024
2025
2024
£'000
£'000
£'000
£'000
Within one year
146
169
-
-
Between two and five years
515
270
-
-
661
439
-
-
HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 33 -
26
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2025
2024
£'000
£'000
Aggregate compensation
1,448
1,961

The group has taken advantage of the exemptions contained within section 33.1A of FRS102 to not disclose transactions with other group entities that are 100% owned members of the group.

 

During the year the group made sales of £nil (2024: £760,000) to Littlemeads Investments Limited, a company that shares key management personnel. There was no balance outstanding at the year end in relation to this transaction.

 

During the year the group also operated loan accounts with other entities under the control of the directors. These loan accounts were interest free and repayable on demand.

 

At the balance sheet date, the following amounts were owed to the group by:

 

Highwood Strategic Land Limited - £522,267 (2024: £518,987).

Upper Ashfield Management Company Limited - £282 (2024: £1,025).

Hoe Lane Investments Limited - £252,489 (2024: £252,339).

Hoe Lane Properties Limited - £150 (2024: £nil)

 

At the balance sheet date, the following amounts were owed by the group to:

 

CKS Investment Properties Limited - £290,000 (2024: £500,000).

 

The group also had transactions with Granthorne Holdings Limited which included purchases of £nil (2024: £40,000) during the year. There was no amount outstanding as at the year end relating to these transactions.

 

The group was charged interest on the loan from CKS Investment Properties Limited during the year totalling £33,797 (2024 - £54,795).

27
Controlling party

The immediate and ultimate parent company is Highwood Group Holdings Limited, a company incorporated in England and Wales. The registered office is The Hay Barn, Upper Ashfield Farm, Romsey, Hampshire, SO51 9NJ. Copies of the consolidated accounts can be obtained from Companies House.

HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 34 -
28
Cash absorbed by group operations
2025
2024
£'000
£'000
Profit/(loss) after taxation
1,465
(938)
Adjustments for:
Taxation charged/(credited)
438
(117)
Finance costs
30
59
(Gain)/loss on disposal of tangible fixed assets
-
2
Fair value gain on investment properties
(285)
-
0
Amortisation and impairment of intangible assets
24
36
Depreciation and impairment of tangible fixed assets
61
108
Other gains and losses
-
(18)
Movements in working capital:
(Increase)/decrease in stocks
(1,596)
478
Decrease/(increase) in debtors
5,434
(3,105)
Decrease in creditors
(7,902)
(103)
Cash absorbed by operations
(2,331)
(3,598)
29
Analysis of changes in net funds - group
1 January 2025
Cash flows
31 December 2025
£'000
£'000
£'000
Cash at bank and in hand
4,943
(2,365)
2,578
HIGHWOOD HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 35 -
30
Prior period adjustment
Reconciliation of changes in equity - group
1 July
31 December
2023
2024
Notes
£'000
£'000
Adjustments to prior year
Recognition of balloon payment to turnover
1
-
(129)
Recognition of balloon payment to direct costs
1
-
10
Total adjustments
-
(119)
Equity as previously reported
7,339
6,522
Equity as adjusted
7,339
6,403
Analysis of the effect upon equity
Profit and loss reserves
-
(119)
Reconciliation of changes in loss for the previous financial period
2024
Notes
£'000
Adjustments to prior year
Recognition of balloon payment to turnover
1
(129)
Recognition of balloon payment to direct costs
1
10
Total adjustments
(119)
Loss as previously reported
(819)
Loss as adjusted
(938)
Reconciliation of changes in equity - company
The prior period adjustments do not give rise to any effect upon equity.
Reconciliation of changes in loss for the previous financial period
2024
£'000
Adjustments to prior year
Total adjustments
-
Loss as previously reported
(121)
Loss as adjusted
(121)
Notes to reconciliation
1. Recognition of balloon payment

Revenue relating to a balloon payment on a specific contract has been amended to reflect the inclusion of a retention debtor. The total receipt is unchanged, however, profitability has been reduced in order allocate a proportion of this payment against the retention debtor, which reflects previously recognised income.

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