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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).