IRIS Accounts Production v26.1.10.61 12204795 Board of Directors 31.12.25 1.1.25 31.12.25 31.12.25 Medium entities These accounts have been prepared in accordance with the provisions applicable to companies subject to the medium-sized companies regime. high quality construction projects. true true true false true true false false false false true false Ordinary B 0 Ordinary C 0 iso4217:GBP iso4217:USD iso4217:EUR xbrli:shares xbrli:pure utr:tonnes utr:kWh 12204795 2024-12-31 12204795 2025-12-31 12204795 2025-01-01 2025-12-31 12204795 2023-12-31 12204795 2024-01-01 2024-12-31 12204795 2024-12-31 12204795 ns15:EnglandWales 2025-01-01 2025-12-31 12204795 ns14:PoundSterling 2025-01-01 2025-12-31 12204795 ns10:Director1 2025-01-01 2025-12-31 12204795 ns10:Consolidated 2025-12-31 12204795 ns10:ConsolidatedGroupCompanyAccounts 2025-01-01 2025-12-31 12204795 ns10:PrivateLimitedCompanyLtd 2025-01-01 2025-12-31 12204795 ns10:Consolidated ns10:MediumEntities 2025-01-01 2025-12-31 12204795 ns10:Consolidated ns10:Audited 2025-01-01 2025-12-31 12204795 ns10:Medium-sizedCompaniesRegimeForDirectorsReport 2025-01-01 2025-12-31 12204795 ns10:Medium-sizedCompaniesRegimeForAccounts 2025-01-01 2025-12-31 12204795 ns10:Consolidated 2025-01-01 2025-12-31 12204795 ns10:Consolidated ns10:Medium-sizedCompaniesRegimeForDirectorsReport 2025-01-01 2025-12-31 12204795 ns10:Medium-sizedCompaniesRegimeForAccounts ns10:Consolidated 2025-01-01 2025-12-31 12204795 ns10:FullAccounts 2025-01-01 2025-12-31 12204795 ns5:Subsidiary1 2025-01-01 2025-12-31 12204795 1 2025-01-01 2025-12-31 12204795 ns10:OrdinaryShareClass1 2025-01-01 2025-12-31 12204795 ns10:OrdinaryShareClass2 2025-01-01 2025-12-31 12204795 ns10:Director2 2025-01-01 2025-12-31 12204795 ns10:Director3 2025-01-01 2025-12-31 12204795 ns10:Director4 2025-01-01 2025-12-31 12204795 ns10:Director5 2025-01-01 2025-12-31 12204795 ns10:Director6 2025-01-01 2025-12-31 12204795 ns10:RegisteredOffice 2025-01-01 2025-12-31 12204795 ns10:Consolidated 2024-01-01 2024-12-31 12204795 ns5:CurrentFinancialInstruments 2025-12-31 12204795 ns5:CurrentFinancialInstruments 2024-12-31 12204795 ns5:Non-currentFinancialInstruments 2025-12-31 12204795 ns5:Non-currentFinancialInstruments 2024-12-31 12204795 ns5:ShareCapital 2025-12-31 12204795 ns5:ShareCapital 2024-12-31 12204795 ns5:RetainedEarningsAccumulatedLosses 2025-12-31 12204795 ns5:RetainedEarningsAccumulatedLosses 2024-12-31 12204795 ns5:ShareCapital 2023-12-31 12204795 ns5:RetainedEarningsAccumulatedLosses 2023-12-31 12204795 ns5:RetainedEarningsAccumulatedLosses 2024-01-01 2024-12-31 12204795 ns5:RetainedEarningsAccumulatedLosses 2025-01-01 2025-12-31 12204795 ns5:NetGoodwill 2025-01-01 2025-12-31 12204795 ns5:IntangibleAssetsOtherThanGoodwill 2025-01-01 2025-12-31 12204795 ns5:PlantMachinery 2025-01-01 2025-12-31 12204795 ns5:FurnitureFittings 2025-01-01 2025-12-31 12204795 1 ns5:Subsidiary1 2025-01-01 2025-12-31 12204795 ns5:Subsidiary1 2025-12-31 12204795 ns5:Subsidiary1 2024-12-31 12204795 ns5:Subsidiary1 2024-01-01 2024-12-31 12204795 ns10:OrdinaryShareClass1 2025-12-31 12204795 ns10:OrdinaryShareClass2 2025-12-31 12204795 ns5:RetainedEarningsAccumulatedLosses 2024-12-31

REGISTERED NUMBER: 12204795 (England and Wales)

| DELCON HOLDINGS LIMITED |

| GROUP STRATEGIC REPORT, |

| REPORT OF THE DIRECTORS AND |

| CONSOLIDATED FINANCIAL STATEMENTS |

| FOR THE YEAR ENDED 31 DECEMBER 2025 |

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

Page |

Company Information | 1 |

Group Strategic Report | 2 |

Report of the Directors | 3 |

Report of the Independent Auditors | 5 |

Consolidated Income Statement | 8 |

Consolidated Other Comprehensive Income | 9 |

Consolidated Balance Sheet | 10 |

Company Balance Sheet | 11 |

Consolidated Statement of Changes in Equity | 12 |

Company Statement of Changes in Equity | 13 |

Consolidated Cash Flow Statement | 14 |

Notes to the Consolidated Cash Flow Statement | 15 |

Notes to the Consolidated Financial Statements | 16 |

DELCON HOLDINGS LIMITED

COMPANY INFORMATION

FOR THE YEAR ENDED 31 DECEMBER 2025

| DIRECTORS: | Mr J Dugan

| Mr C K Miles

| Mr S O'Connell

| Mr M A O'Connell

| Mr G O'Connell

| Mr R J Williams

| REGISTERED OFFICE: | 3rd Floor 26 Caxton Street

| London

| SW1H 0RJ

| REGISTERED NUMBER: | 12204795 (England and Wales)

| AUDITORS: | Beavis Morgan Audit Limited, Statutory Auditor

| 3rd Floor

| Marlborough House

| 298 Regents Park Road

| Finchley

| London

| N3 2SZ

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2025

The directors present their strategic report of the company and the group for the year ended 31 December 2025.

REVIEW OF BUSINESS

The principal activity of the Group is the business of construction, structural alteration, refurbishment and fit-out for exclusive residential and commercial properties in and around London.

2025 was a successful but challenging year for the Group. We completed two prestigious projects in the year that have further enhanced our portfolio of "yacht grade" fit outs. Delcon has established a strong track record of successfully delivering these challenging and demanding projects, working with some of the world's leading designers and joinery companies to achieve a unrivalled level of quality.

However, the financial results for the year were adversely affected by delayed starts to two new projects for reasons entirely out of the Group's control. One of these projects started approximately six months late and the other failed to progress beyond the preconstruction period due to issues with the BSR process. Consequently turnover decreased to £8.1m (2024:22.27m) for the year.

The Group reported a net loss for the year of £905k (2024:£0.9m profit) following a significant write down of intangible assets related to the 2019 restructuring. This is a non-cash item so does not adversely impact the Group's financial position.

Our balance sheet remains extremely strong which allows the Group to pursue a selective approach to the work we undertake. It is our stated intention to continue undertaking a limited number of exclusive schemes each year at pricing levels that properly reflect the associated risks.

PRINCIPAL RISKS AND UNCERTAINTIES

It is the Group's policy to proactively identify, understand and manage the risks inherent in the operation of our business so as to encourage responsible and informed decision making. The Group's exposure to financial risk is mitigated at an early stage of each project as each subcontractor to be employed is subjected to a stringent vetting process and prices are set at the outset of a project and continually monitored throughout for efficacy.

Credit risk exposure is limited as the Company adheres strictly to the contractual terms of each project (generally under JCT standard forms of contract), securing advanced payments and/or deposits where appropriate. The Company's history of limited bad debts is a direct result of this cautious approach.

Liquidity risk is also limited as the contract terms of projects carried out by the Company ensure that it receives settlement of its invoices on a regular basis, with appropriate action swiftly taken in the event of any breaches to the agreed terms. Allied to this, the Company's policy is to make payments to its subcontractors and suppliers in an expeditious manner.

Cash flow risk is managed on a daily basis via the Group's established procedures of credit management, payment processing and continual financial analysis and reconciliation. During the year, the Group retained its excellent rating with credit reference agencies.

This report has been prepared in accordance with the special provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

Mr C K Miles - Director

17 July 2026

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

REPORT OF THE DIRECTORS

FOR THE YEAR ENDED 31 DECEMBER 2025

The directors present their report with the financial statements of the company and the group for the year ended 31 December 2025.

DIVIDENDS

No interim dividend was paid on the Ordinary B £1 Shares. The directors recommend that no final dividend be paid on these shares.

Interim dividends per share on the Ordinary C £1 Shares were paid as follows:

£72,000 |  | - 30 April 2025 |  |

£144,000 |  | - 13 August 2025 |  |

£72,000 |  | - 11 December 2025 |  |

| £288,000 |  |

The directors recommend that a final dividend of £72,000 be paid on these shares.

The total distribution of dividends for the year ended 31 December 2025 will be £360,000.

FUTURE DEVELOPMENTS

The current economic climate is full of uncertainty and the new tax policies of our current Government continue to have a particularly negative impact on our marketplace. The effects of the Building Safety Act are also continuing with delays in the regulatory processes slowing construction activity for affect buildings. Both of these matters are creating particularly strong headwinds for our marketplace.

Effective credit risk assessment will remain critical when engaging subcontractors during these turbulent economic times and the Company will continue to implement stringent credit control measures to mitigate default risk.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report.

Mr J Dugan

Mr C K Miles

Mr S O'Connell

Mr M A O'Connell

Mr G O'Connell

Mr R J Williams

FINANCIAL RISK MANAGEMENT OBJECTIVES & POLICIES

The Company mitigates credit risk through the completion of detailed and thorough monthly valuations for each of our projects. The value of works completed are accurately measured and payments agreed with both our professional client teams and our subcontractors with payments then made/received in accordance with contracted timescales. The Directors consider this to be an essential risk management process.

Individual project reviews are completed on a regular basis to monitor project performance and profitability with corrective action taken by the Directors as required.

The Company employ strict internal control procedures with clearly allocated responsibilities and segregation of key duties. Regular financial reconciliation and reporting is completed on all aspects of the business to ensure compliance and to monitor ongoing performance.

Bonds and other forms of security are obtained from clients and subcontractors alike in circumstances where the Directors consider it to be necessary.

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

REPORT OF THE DIRECTORS

FOR THE YEAR ENDED 31 DECEMBER 2025

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group Strategic Report, the Report of the Directors 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 the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

- | select suitable accounting policies and then apply them consistently;

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

- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, Beavis Morgan Audit Limited, Statutory Auditor, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mr C K Miles - Director

17 July 2026

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

DELCON HOLDINGS LIMITED

Opinion

We have audited the financial statements of Delcon Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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

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

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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 the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 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 the audit:

- | the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- | the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

DELCON HOLDINGS LIMITED

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

- | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

- | the parent company financial statements are not in agreement with the accounting records and returns; or

- | certain disclosures of directors' remuneration specified by law are not made; or

- | we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page four, 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 necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors 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:

- Reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements.

- Enquiring of management concerning actual and potential litigation and claims.

- Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud.

- In addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside theorems course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

DELCON HOLDINGS LIMITED

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 a Report of the Auditors 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.

Hassan Behcet (Senior Statutory Auditor)

for and on behalf of Beavis Morgan Audit Limited, Statutory Auditor

3rd Floor

Marlborough House

298 Regents Park Road

Finchley

London

N3 2SZ

17 July 2026

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

CONSOLIDATED INCOME STATEMENT

FOR THE YEAR ENDED 31 DECEMBER 2025

| 2025 |  | 2024

| Notes | £ | £ |

TURNOVER | 3 | 8,066,125 |  | 22,274,220 |  |

Cost of sales | 5,223,883 |  | 19,238,027 |  |

GROSS PROFIT | 2,842,242 |  | 3,036,193 |  |

Administrative expenses | 3,761,495 |  | 2,019,686 |  |

(919,253 | ) | 1,016,507 |  |

Other operating income | - |  | 1,907 |  |

OPERATING (LOSS)/PROFIT | 5 | (919,253 | ) | 1,018,414 |  |

Interest receivable and similar income | 63,900 |  | 133,220 |  |

(855,353 | ) | 1,151,634 |  |

Amounts written off investments | 8 | (11,339 | ) | - |  |

(844,014 | ) | 1,151,634 |  |

Interest payable and similar expenses | 9 | 60,683 |  | 263,354 |  |

(LOSS)/PROFIT BEFORE TAXATION | (904,697 | ) | 888,280 |  |

Tax on (loss)/profit | 10 | 408,471 |  | 228,640 |  |

(LOSS)/PROFIT FOR THE FINANCIAL YEAR | (1,313,168 | ) | 659,640 |  |

(Loss)/profit attributable to:

Owners of the parent | (1,313,168 | ) | 659,640 |  |

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

CONSOLIDATED OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2025

| 2025 |  | 2024

| Notes | £ | £ |

(LOSS)/PROFIT FOR THE YEAR | (1,313,168 | ) | 659,640 |  |

OTHER COMPREHENSIVE INCOME |

Other comprehensive income | - |  | 1,852 |  |

Income tax relating to other comprehensive income | - |  | - |  |

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX | - |  | 1,852 |  |

TOTAL COMPREHENSIVE INCOME FOR THE YEAR | (1,313,168 | ) | 661,492 |  |

Total comprehensive income attributable to:

Owners of the parent | (1,313,168 | ) | 661,492 |  |

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

CONSOLIDATED BALANCE SHEET

31 DECEMBER 2025

| 2025 | 2024 |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Intangible assets | 13 | 1,500,663 |  | 4,001,776 |  |

Tangible assets | 14 | 99,705 |  | 100,589 |  |

Investments | 15 | - |  | - |  |

1,600,368 |  | 4,102,365 |  |

CURRENT ASSETS

Debtors | 16 | 2,580,412 |  | 2,409,958 |  |

Cash at bank | 941,346 |  | 3,692,981 |  |

3,521,758 |  | 6,102,939 |  |

CREDITORS

Amounts falling due within one year | 17 | 2,705,730 |  | 5,976,378 |  |

NET CURRENT ASSETS | 816,028 |  | 126,561 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 2,416,396 |  | 4,228,926 |  |

CREDITORS

Amounts falling due after more than one year | 18 | (1,480,054 | ) | (1,619,371 | ) |

PROVISIONS FOR LIABILITIES | 20 | (24,927 | ) | (24,972 | ) |

NET ASSETS | 911,415 |  | 2,584,583 |  |

CAPITAL AND RESERVES

Called up share capital | 21 | 93 |  | 93 |  |

Retained earnings | 22 | 911,322 |  | 2,584,490 |  |

SHAREHOLDERS' FUNDS | 911,415 |  | 2,584,583 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 17 July 2026 and were signed on its behalf by:

Mr C K Miles - Director

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

COMPANY BALANCE SHEET

31 DECEMBER 2025

| 2025 | 2024 |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Intangible assets | 13 | - |  | - |  |

Tangible assets | 14 | - |  | - |  |

Investments | 15 | 7,802,593 |  | 7,802,594 |  |

7,802,593 |  | 7,802,594 |  |

CURRENT ASSETS

Cash at bank | 50,006 |  | 83 |  |

CREDITORS

Amounts falling due within one year | 17 | 2,327,197 |  | 2,391,784 |  |

NET CURRENT LIABILITIES | (2,277,191 | ) | (2,391,701 | ) |

TOTAL ASSETS LESS CURRENT LIABILITIES | 5,525,402 |  | 5,410,893 |  |

CREDITORS

Amounts falling due after more than one year | 18 | 1,480,054 |  | 1,619,371 |  |

NET ASSETS | 4,045,348 |  | 3,791,522 |  |

CAPITAL AND RESERVES

Called up share capital | 21 | 93 |  | 93 |  |

Retained earnings | 22 | 4,045,255 |  | 3,791,429 |  |

SHAREHOLDERS' FUNDS | 4,045,348 |  | 3,791,522 |  |

Company's profit for the financial year | 613,826 |  | 694,771 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 17 July 2026 and were signed on its behalf by:

Mr C K Miles - Director

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2025

| Called up |

| share |  | Retained |  | Total

| capital |  | earnings |  | equity

£ | £ | £ |

Balance at 1 January 2024 | 93 |  | 1,922,998 |  | 1,923,091 |  |

Changes in equity

Total comprehensive income | - |  | 661,492 |  | 661,492 |  |

Balance at 31 December 2024 | 93 |  | 2,584,490 |  | 2,584,583 |  |

Changes in equity

Dividends | - |  | (360,000 | ) | (360,000 | ) |

Total comprehensive income | - |  | (1,313,168 | ) | (1,313,168 | ) |

Balance at 31 December 2025 | 93 |  | 911,322 |  | 911,415 |  |

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2025

| Called up |

| share |  | Retained |  | Total

| capital |  | earnings |  | equity

£ | £ | £ |

Balance at 1 January 2024 | 93 |  | 3,096,658 |  | 3,096,751 |  |

Changes in equity

Total comprehensive income | - |  | 694,771 |  | 694,771 |  |

Balance at 31 December 2024 | 93 |  | 3,791,429 |  | 3,791,522 |  |

Changes in equity

Dividends | - |  | (360,000 | ) | (360,000 | ) |

Total comprehensive income | - |  | 613,826 |  | 613,826 |  |

Balance at 31 December 2025 | 93 |  | 4,045,255 |  | 4,045,348 |  |

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

CONSOLIDATED CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 DECEMBER 2025

| 2025 |  | 2024

| Notes | £ | £ |

Cash flows from operating activities

Cash generated from operations | 1 | (2,006,178 | ) | 3,377,392 |  |

Interest paid | (60,683 | ) | (263,354 | ) |

Tax paid | (207,765 | ) | (2,864 | ) |

Net cash from operating activities | (2,274,626 | ) | 3,111,174 |  |

Cash flows from investing activities

Purchase of tangible fixed assets | (41,592 | ) | (102,289 | ) |

Sale of tangible fixed assets | - |  | 161,489 |  |

Disposal of subsidiary (net of cash disp | - |  | 1,491 |  |

Loan Repayment | - |  | (3,400,000 | ) |

Interest received | 63,900 |  | 133,220 |  |

Net cash from investing activities | 22,308 |  | (3,206,089 | ) |

Cash flows from financing activities

Loan repayments in year | (139,317 | ) | - |  |

Equity dividends paid | (360,000 | ) | - |  |

Net cash from financing activities | (499,317 | ) | - |  |

Decrease in cash and cash equivalents | (2,751,635 | ) | (94,915 | ) |

Cash and cash equivalents at beginning of year | 2 | 3,692,981 |  | 3,787,896 |  |

Cash and cash equivalents at end of year | 2 | 941,346 |  | 3,692,981 |  |

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 DECEMBER 2025

1. | RECONCILIATION OF (LOSS)/PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

| 2025 |  | 2024

£ | £ |

| (Loss)/profit before taxation | (904,697 | ) | 888,280 |  |

| Depreciation charges | 2,542,887 |  | 18,790 |  |

| Amounts written off | - |  | (171,637 | ) |

| Finance costs | 60,683 |  | 263,354 |  |

| Finance income | (63,900 | ) | (133,220 | ) |

1,634,973 |  | 865,567 |  |

| Decrease in stocks | - |  | 2,250,000 |  |

| Increase in trade and other debtors | (168,115 | ) | (182,640 | ) |

| (Decrease)/increase in trade and other creditors | (3,473,036 | ) | 444,465 |  |

| Cash generated from operations | (2,006,178 | ) | 3,377,392 |  |

2. | CASH AND CASH EQUIVALENTS

| The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

| Year ended 31 December 2025

| 31.12.25 |  | 1.1.25

£ | £ |

| Cash and cash equivalents | 941,346 |  | 3,692,981 |  |

| Year ended 31 December 2024

| 31.12.24 |  | 1.1.24

£ | £ |

| Cash and cash equivalents | 3,692,981 |  | 3,787,896 |  |

3. | ANALYSIS OF CHANGES IN NET FUNDS

| At 1.1.25 | Cash flow | At 31.12.25

£ | £ | £ |

| Net cash |

| Cash at bank and in hand | 3,692,981 |  | (2,751,635 | ) | 941,346 |  |

3,692,981 |  | (2,751,635 | ) | 941,346 |  |

| Total | 3,692,981 |  | (2,751,635 | ) | 941,346 |  |

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

1. | STATUTORY INFORMATION

| Delcon Holdings Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

| The presentation currency of the financial statements is the Pound Sterling (£).

2. | ACCOUNTING POLICIES

| Basis of preparing the financial statements

| These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

| Turnover

| Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

| Goodwill

| Goodwill, being the amount paid in connection with the acquisition of a business in 0, is being amortised evenly over its estimated useful life of nil years.

| Intangible assets

| Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

| Tangible fixed assets

| Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

| Plant and machinery | - | 50% on cost

| Fixtures and fittings | - | 20% on cost

| Financial instruments

| The company has chosen to adopt the FRS102 in respect of financial instruments.

| Basic financial assets, including trade and other debtors and cash and bank balances are initially recognised at transaction price, unless the arrangement constitute a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

| At the end of each reporting period, financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in the income statement.

| 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. Accounts 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.

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2025

2. | ACCOUNTING POLICIES - continued

| Taxation

| Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

| Current or deferred taxation assets and liabilities are not discounted.

| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

| Deferred tax

| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

| Hire purchase and leasing commitments

| Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

| Pension costs and other post-retirement benefits

| The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

3. | TURNOVER

| The turnover and loss (2024 - profit) before taxation are attributable to the one principal activity of the group.

| An analysis of turnover by class of business is given below:

| 2025 |  | 2024

£ | £ |

| Construction | 8,066,125 |  | 22,273,245 |  |

| Hotel Income | - |  | 975 |  |

8,066,125 |  | 22,274,220 |  |

| An analysis of turnover by geographical market is given below:

| 2025 |  | 2024

£ | £ |

| United Kingdom | 8,066,125 |  | 22,274,220 |  |

8,066,125 |  | 22,274,220 |  |

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2025

4. | EMPLOYEES AND DIRECTORS

| 2025 |  | 2024

£ | £ |

| Wages and salaries | 1,548,601 |  | 2,274,930 |  |

| Social security costs | 213,147 |  | 270,739 |  |

| Other pension costs | 83,361 |  | 82,764 |  |

1,845,109 |  | 2,628,433 |  |

| The average number of employees during the year was as follows:

| 2025 |  | 2024

| Admin Staff | 7 |  | 11 |  |

| Site Staff | 13 |  | 18 |  |

20 |  | 29 |  |

| The average number of employees by undertakings that were proportionately consolidated during the year was 20 (2024 - 29 ) .

| 2025 |  | 2024

£ | £ |

| Directors' remuneration | 463,050 |  | 529,760 |  |

| Directors' pension contributions to money purchase schemes | 39,400 |  | 12,878 |  |

| Information regarding the highest paid director is as follows:

| 2025 |  | 2024

£ | £ |

| Emoluments etc | 170,800 |  | 162,260 |  |

| Pension contributions to money purchase schemes | 33,000 |  | 6,478 |  |

5. | OPERATING (LOSS)/PROFIT

| The operating loss (2024 - operating profit) is stated after charging/(crediting):

| 2025 |  | 2024

£ | £ |

| Other operating leases | 79,346 |  | 68,000 |  |

| Depreciation - owned assets | 41,774 |  | 18,790 |  |

| Goodwill amortisation | 2,501,113 |  | - |  |

| Foreign exchange differences | (53,057 | ) | 21,479 |  |

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2025

6. | AUDITORS' REMUNERATION

| Auditors remuneration for the group consolidated accounts for the year was as follows:

|  | 2025 |  | 2024 |  |

| Delcon Holdings Limited |  | 3,000 |  | 3,000 |  |

| Delcon Construction Limited |  | 6,700 |  | 6,700 |  |

| Audit-Related Remuneration |  | 9,700 |  | 9,700 |  |

| Delcon Construction Limited - Non-Audit Services |  | 4,500 |  | 4,500 |  |

| Total Auditors Remuneration |  | 14,200 |  | 14,200 |  |

7. | EXCEPTIONAL ITEMS

| 2025 |  | 2024

£ | £ |

| Exceptional items | - |  | 170,936 |  |

8. | AMOUNTS WRITTEN OFF INVESTMENTS |

| 2025 |  | 2024

£ | £ |

| No description | (11,339 | ) | - |  |

9. | INTEREST PAYABLE AND SIMILAR EXPENSES |

| 2025 |  | 2024

£ | £ |

| Interest payable | 60,683 |  | 263,354 |  |

10. | TAXATION

| Analysis of the tax charge

| The tax charge on the loss for the year was as follows:

| 2025 |  | 2024

£ | £ |

| Current tax:

| UK corporation tax | 408,640 |  | 207,765 |  |

| Over provision in prior years | (124 | ) | - |  |

| Total current tax | 408,516 |  | 207,765 |  |

| Deferred tax | (45 | ) | 20,875 |  |

| Tax on (loss)/profit | 408,471 |  | 228,640 |  |

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2025

10. | TAXATION - continued

| Reconciliation of total tax charge included in profit and loss

| The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

| 2025 |  | 2024

£ | £ |

| (Loss)/profit before tax | (904,697 | ) | 888,280 |  |

| (Loss)/profit multiplied by the standard rate of corporation tax in the UK of 25 % (2024 - 25 %) | (226,174 | ) | 222,070 |  |

| Effects of:

| Expenses not deductible for tax purposes | 12,326 |  | 6,570 |  |

| Amortisation of goodwill | 625,278 |  | - |  |

| Reversal of w/off of investments | (2,835 | ) | - |  |

| Prior year tax adjustment | (124 | ) | - |  |

| Total tax charge | 408,471 |  | 228,640 |  |

| Tax effects relating to effects of other comprehensive income |

| There were no tax effects for the year ended 31 December 2025.

| 2024 |

| Gross |  | Tax |  | Net |

£ | £ | £ |

| Other comprehensive income | 1,852 |  | - |  | 1,852 |  |

11. | INDIVIDUAL INCOME STATEMENT

| As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.

12. | DIVIDENDS

| 2025 |  | 2024

£ | £ |

| Ordinary C shares of £1 each

| Interim | 360,000 |  | - |  |

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2025

13. | INTANGIBLE FIXED ASSETS

| Group

| Goodwill

£ |

| COST

| At 1 January 2025

| and 31 December 2025 | 4,001,776 |  |

| AMORTISATION

| Amortisation for year | 2,501,113 |  |

| At 31 December 2025 | 2,501,113 |  |

| NET BOOK VALUE

| At 31 December 2025 | 1,500,663 |  |

| At 31 December 2024 | 4,001,776 |  |

14. | TANGIBLE FIXED ASSETS

| Group

| Fixtures |

| Plant and |  | and |

| machinery |  | fittings |  | Totals

£ | £ | £ |

| COST

| At 1 January 2025 | 56,936 |  | 246,823 |  | 303,759 |  |

| Additions | - |  | 41,592 |  | 41,592 |  |

| Reclassification/transfer | (56,936 | ) | 50,000 |  | (6,936 | ) |

| At 31 December 2025 | - |  | 338,415 |  | 338,415 |  |

| DEPRECIATION

| At 1 January 2025 | 11,789 |  | 191,381 |  | 203,170 |  |

| Charge for year | - |  | 41,774 |  | 41,774 |  |

| Reclassification/transfer | (11,789 | ) | 5,555 |  | (6,234 | ) |

| At 31 December 2025 | - |  | 238,710 |  | 238,710 |  |

| NET BOOK VALUE

| At 31 December 2025 | - |  | 99,705 |  | 99,705 |  |

| At 31 December 2024 | 45,147 |  | 55,442 |  | 100,589 |  |

15. | FIXED ASSET INVESTMENTS

| Company

| Investments (neither listed nor unlisted) were as follows:

2025 | 2024 |

£ | £ |

| Investments | 7,802,593 |  | 7,802,594 |  |

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2025

15. | FIXED ASSET INVESTMENTS - continued

| The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

| Subsidiary

| Delcon Construction Limited

| Registered office: 3rd Floor 26 Caxton Street, London,SW1H 0RJ

| Nature of business: Construction

| %

| Class of shares: | holding |

| Ordinary | 100.00 |

2025 | 2024 |

£ | £ |

| Aggregate capital and reserves | 3,338,540 |  | 2,593,875 |  |

| Profit for the year | 1,232,665 |  | 1,132,459 |  |

16. | DEBTORS

| Group |

2025 | 2024 |

£ | £ |

| Amounts falling due within one year: |

| Trade debtors | 1,818,564 |  | 1,760,281 |  |

| Amounts recoverable on contract | 647,151 |  | 394,175 |  |

| Other debtors | 9,484 |  | 3,913 |  |

| VAT | - |  | 137,213 |  |

| Prepayments and accrued income | 105,213 |  | 90,676 |  |

2,580,412 |  | 2,386,258 |  |

| Amounts falling due after more than one | year: |

| Other debtors | - |  | 23,700 |  |

| Aggregate amounts | 2,580,412 |  | 2,409,958 |  |

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2025

17. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| Group |  | Company |

2025 | 2024 | 2025 | 2024 |

£ | £ | £ | £ |

| Trade creditors | 537,239 |  | 2,867,500 |  | - |  | - |  |

| Amounts owed to group undertakings | - |  | - |  | 2,030,361 |  | 2,391,784 |  |

| Tax | 408,640 |  | 207,889 |  | 224,836 |  | - |  |

| Social security and other taxes | 112,905 |  | 125,631 |  | - |  | - |  |

| VAT | 134,608 |  | - |  | - |  | - |  |

| Other creditors | 124,944 |  | 13,548 |  | 72,000 |  | - |  |

| Accruals and deferred income | 1,387,394 |  | 2,761,810 |  | - |  | - |  |

2,705,730 |  | 5,976,378 |  | 2,327,197 |  | 2,391,784 |  |

18. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |

| Group |  | Company |

2025 | 2024 | 2025 | 2024 |

£ | £ | £ | £ |

| Other creditors | 1,480,054 |  | 1,619,371 |  | 1,480,054 |  | 1,619,371 |  |

19. | LEASING AGREEMENTS

| Minimum lease payments fall due as follows:

| Group

| Non-cancellable |

| operating leases |

2025 | 2024 |

£ | £ |

| Within one year | 77,980 |  | 77,980 |  |

| Between one and five years | 233,940 |  | 311,922 |  |

311,920 |  | 389,902 |  |

20. | PROVISIONS FOR LIABILITIES

| Group |

2025 | 2024 |

£ | £ |

| Deferred tax | 24,927 |  | 24,972 |  |

| Group

| Deferred |

| tax |

£ |

| Balance at 1 January 2025 | 24,972 |  |

| Credit to Income Statement during year | (45 | ) |

| Balance at 31 December 2025 | 24,927 |  |

DELCON HOLDINGS LIMITED (REGISTERED NUMBER: 12204795)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2025

21. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 2025 | 2024 |

| value: | £ | £ |

| 45 | Ordinary B | £1 | 45 |  | 145 |  |

| 48 | Ordinary C | £1 | 48 |  | 48 |  |

93 |  | 193 |  |

22. | RESERVES

| Group

| Retained

| earnings

£ |

| At 1 January 2025 | 2,584,490 |  |

| Deficit for the year | (1,313,168 | ) |

| Dividends | (360,000 | ) |

| At 31 December 2025 | 911,322 |  |

| Company

| Retained

| earnings

£ |

| At 1 January 2025 | 3,791,429 |  |

| Profit for the year | 613,826 |  |

| Dividends | (360,000 | ) |

| At 31 December 2025 | 4,045,255 |  |

23. | PENSION COMMITMENTS

| The company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension costs charge represents contributions payable by the company to the fund and amounted to £83,361 (2024: £82,765).

24. | RELATED PARTY DISCLOSURES

| An amount of £1,480,054 (2023: £1,619,371) is owed to a related party in the form of a secured loan at the balance sheet date. Interest was payable on the loan of £60,683 (2023: £263,354).