Caseware UK (AP4) 2025.0.111 2025.0.111 2025-12-31 2025-12-31 2025-12-31 0 2024-09-19 false Intermediate holding company 0 0 false false false 15966177 2024-09-18 15966177 2024-09-19 2025-12-31 15966177 2023-09-19 2024-09-18 15966177 2025-12-31 15966177 c:Director1 2024-09-19 2025-12-31 15966177 c:Director1 2025-12-31 15966177 c:Director2 2024-09-19 2025-12-31 15966177 c:Director2 2025-12-31 15966177 c:Director3 2024-09-19 2025-12-31 15966177 c:Director3 2025-12-31 15966177 c:Director4 2024-09-19 2025-12-31 15966177 c:Director4 2025-12-31 15966177 c:Director5 2024-09-19 2025-12-31 15966177 c:Director5 2025-12-31 15966177 c:Director6 2024-09-19 2025-12-31 15966177 c:Director6 2025-12-31 15966177 c:RegisteredOffice 2024-09-19 2025-12-31 15966177 d:Buildings 2024-09-19 2025-12-31 15966177 d:PlantMachinery 2024-09-19 2025-12-31 15966177 d:MotorVehicles 2024-09-19 2025-12-31 15966177 d:OfficeEquipment 2024-09-19 2025-12-31 15966177 d:Goodwill 2024-09-19 2025-12-31 15966177 d:CurrentFinancialInstruments 2025-12-31 15966177 d:CurrentFinancialInstruments d:WithinOneYear 2025-12-31 15966177 d:ShareCapital 2024-09-19 2025-12-31 15966177 d:ShareCapital 2025-12-31 15966177 d:SharePremium 2024-09-19 2025-12-31 15966177 d:SharePremium 2025-12-31 15966177 d:RetainedEarningsAccumulatedLosses 2024-09-19 2025-12-31 15966177 d:RetainedEarningsAccumulatedLosses 2025-12-31 15966177 d:FinancialAssetsDesignatedFairValueThroughProfitOrLoss 2025-12-31 15966177 d:AcceleratedTaxDepreciationDeferredTax 2025-12-31 15966177 d:OtherDeferredTax 2025-12-31 15966177 c:OrdinaryShareClass1 2024-09-19 2025-12-31 15966177 c:OrdinaryShareClass1 2025-12-31 15966177 c:OrdinaryShareClass2 2024-09-19 2025-12-31 15966177 c:OrdinaryShareClass2 2025-12-31 15966177 c:FRS102 2024-09-19 2025-12-31 15966177 c:Audited 2024-09-19 2025-12-31 15966177 c:FullAccounts 2024-09-19 2025-12-31 15966177 c:PrivateLimitedCompanyLtd 2024-09-19 2025-12-31 15966177 d:Subsidiary1 2024-09-19 2025-12-31 15966177 d:Subsidiary1 1 2024-09-19 2025-12-31 15966177 c:Consolidated 2025-12-31 15966177 c:ConsolidatedGroupCompanyAccounts 2024-09-19 2025-12-31 15966177 2 2024-09-19 2025-12-31 15966177 6 2024-09-19 2025-12-31 15966177 d:SpecificBusinessCombination1 2024-09-19 2025-12-31 15966177 d:SpecificBusinessCombination1 2025-12-31 15966177 d:SpecificBusinessCombination1 5 2025-12-31 15966177 d:SpecificBusinessCombination1 d:CurrentFinancialInstruments 2025-12-31 15966177 f:PoundSterling 2024-09-19 2025-12-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 15966177 QUANTIL HOLDINGS LIMITED ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025
QUANTIL HOLDINGS LIMITED COMPANY INFORMATION
Directors | D. W. Symondson (appointed 23 September 2024)
| B. J. Faulkner (appointed 11 November 2024)
| J. B. Pape (appointed 11 November 2024)
| J. Tillery (appointed 11 November 2024)
| D. J. Hewett (appointed 25 June 2026)
Registered number | 15966177
Registered office | The Old Rectory
| North Cerney
| Cirencester
| GL7 7BX
Independent auditors | Langtons Professional Services Limited
| Chartered Accountants & Statutory Auditors
| The Plaza
| 100 Old Hall Street
| Liverpool
| L3 9QJ
QUANTIL HOLDINGS LIMITED CONTENTS
| Page
Group strategic report | 1
Directors' report | 2 - 3
Independent auditors' report | 4 - 7
Consolidated statement of comprehensive income | 8
Consolidated statement of financial position | 9
Company statement of financial position | 10
Consolidated statement of changes in equity | 11
Company statement of changes in equity | 12
Consolidated statement of cash flows | 13 - 14
Consolidated analysis of net debt | 15
Notes to the financial statements | 16 - 37
QUANTIL HOLDINGS LIMITED GROUP STRATEGIC REPORT FOR THE PERIOD ENDED 31 DECEMBER 2025
Introduction
The directors present the strategic report for the period ended 31 December 2025.
Business review
Quantil Holdings Limited is the holding company for Quantil Limited. Quantil Limited was acquired on 23 October 2024 and its principal activity is that of the production and sale of vegetable plants and growing services. These consolidated accounts represent the results of the Group from 23 October 2024 to 31 December 2025. A business review of the main trading company is provided in the financial statements of Quantil Limited.
Principal risks and uncertainties
The group operates in a highly competitive market which is a continuing risk to the group and could result in losing sales to competitors. The group manages this risk by focusing on the quality of its products and innovation, for example introducing new product lines and working towards sustainability around packaging and peat-free solutions. Since the United Kingdom’s exit from the European Union there have been several challenges for the business regarding government policy for non-UK seasonal workers and relevant visa schemes. These represent an ongoing cost to the group that appear to be increasing above normal inflation rates. The business is involved with all relevant agencies and trade organisations who lobby for fair policies for seasonal workers in the horticultural sector. The group also manages this risk with a robust policy on recruitment both inside and outside the United Kingdom.
Financial key performance indicators
The directors are of the opinion that analysis of key performance indicators is not necessary for the understanding of the development, performance or position of the business. This report was approved by the board on 7 August 2026 and signed on its behalf.
D. W. Symondson Director
Page 1
QUANTIL HOLDINGS LIMITED DIRECTORS' REPORT FOR THE PERIOD ENDED 31 DECEMBER 2025 The directors present their report and the financial statements for the period ended 31 December 2025.
Directors' responsibilities statement
The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated financial statements in accordance with applicable law and regulations. 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Group's financial statements and then apply them consistently; ∙make judgments and accounting estimates that are reasonable and prudent; ∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business. The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Results and dividends
The loss for the period, after taxation, amounted to £64,275. The directors do not recommend the payment of a dividend for the period.
Directors
The directors who served during the period were:
D. W. Symondson (appointed 23 September 2024)
B. J. Faulkner (appointed 11 November 2024)
J. B. Pape (appointed 11 November 2024)
J. Tillery (appointed 11 November 2024)
D. R. Pearson (appointed 19 September 2024, resigned 23 September 2024)
Disclosure of information to auditors
Each of the persons who are directors at the time when this Directors' report is approved has confirmed that: ∙so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and ∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information. Page 2
QUANTIL HOLDINGS LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE PERIOD ENDED 31 DECEMBER 2025
Auditors
The auditors, Langtons Professional Services Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. This report was approved by the board on 7 August 2026 and signed on its behalf.
D. W. Symondson Director
Page 3
QUANTIL HOLDINGS LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF QUANTIL HOLDINGS LIMITED
Opinion
We have audited the financial statements of Quantil Holdings Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the period ended 31 December 2025, which comprise the Consolidated statement of comprehensive income, the Consolidated analysis of net debt, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). In our opinion the financial statements: ∙give a true and fair view of the state of the Group's and of the Parent Company's affairs as at 31 December 2025 and of the Group's profit for the period 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 United Kingdom, including the Financial Reporting Council'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 or the Parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Page 4
QUANTIL HOLDINGS LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF QUANTIL HOLDINGS LIMITED (CONTINUED)
Opinion 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 Directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and ∙the Group strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
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 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: ∙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 Directors' responsibilities statement set out on page 2, 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 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. Page 5
QUANTIL HOLDINGS LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF QUANTIL HOLDINGS LIMITED (CONTINUED)
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 an Auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Group financial statements. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: The objectives of our audit, in respect to fraud, are: • to identify and assess the risks of material misstatement of the financial statements due to fraud; • to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and • to respond appropriately to fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management. Our approach was as follows: • We obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and determined that the most significant are those that relate to the reporting framework (FRS 102 and the Companies Act 2006), the relevant tax compliance regulations in the UK and the EU General Data Protection Regulation (GDPR). • We understood how the Company is complying with those frameworks by making enquiries of management. Through consideration of the results of our audit procedures we were able to either corroborate or provide contrary evidence which was then followed up. • Based on our understanding we designed our audit procedures to identify non-compliance with laws and regulations. Our procedures involved: enquiries of management; and journal entry testing, with a focus on manual consolidation journals and journals indicating large or unusual transactions based on our understanding of the business. • We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur by meeting with management to understand where it considered there was susceptibility to fraud. We also considered performance targets and their propensity to influence efforts made by management to manage revenue and earnings. Where the risk was considered to be higher, including areas impacting key performance indicators or management remuneration, we performed audit procedures to address each identified fraud risk or other risk of material misstatement. These procedures included those on revenue recognition, the assessment of items identified by management as non-recurring and testing manual journals and were designed to provide reasonable assurance that the financial statements were free from material fraud or error. Page 6
QUANTIL HOLDINGS LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF QUANTIL HOLDINGS LIMITED (CONTINUED) A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.
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 Auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed. Simon Whalley (Senior statutory auditor) for and on behalf of Langtons Professional Services Limited Chartered Accountants Statutory Auditors The Plaza 100 Old Hall Street Liverpool L3 9QJ 7 August 2026 Page 7
QUANTIL HOLDINGS LIMITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE PERIOD ENDED 31 DECEMBER 2025
| 14 months ended 31 December
| 2025
Note | £
Turnover | 4 | 10,803,137
Cost of sales |  | (5,160,010)
Gross profit |  | 5,643,127
Distribution costs |  | (1,158,294)
Administrative expenses |  | (3,594,323)
Other operating income | 5 | 111,618
Operating profit | 6 | 1,002,128
Interest receivable and similar income | 10 | 49,330
Interest payable and similar expenses | 11 | (871,552)
Profit before taxation |  | 179,906
Tax on profit | 12 | (244,181)
(Loss)/profit for the financial period |  | (64,275)
(Loss) for the period attributable to: |  |
Owners of the Parent Company |  | (64,275)
|  | (64,275)
Total comprehensive income for the period attributable to: |  |
Owners of the Parent Company |  | (64,275)
|  | (64,275)
There were no recognised gains and losses for 2025 other than those included in the consolidated statement of comprehensive income.
There was no other comprehensive income for 2025.
The notes on pages 16 to 37 form part of these financial statements.
Page 8
QUANTIL HOLDINGS LIMITED REGISTERED NUMBER: 15966177 CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2025
|  | 2025
Note |  | £
Fixed assets |  |  |
Intangible assets | 13 |  | 2,848,338
Tangible assets | 14 |  | 6,959,081
|  |  | 9,807,419
Current assets |  |  |
Stocks | 16 | 1,022,641 |
Debtors: amounts falling due within one year | 17 | 194,513 |
Cash at bank and in hand | 18 | 1,331,399 |
|  | 2,548,553 |
Creditors: amounts falling due within one year | 19 | (6,392,729) |
Net current (liabilities)/assets |  |  | (3,844,176)
Total assets less current liabilities |  |  | 5,963,243
Creditors: amounts falling due after more than one year | 20 |  | (4,280,969)
Provisions for liabilities |  |  |
Deferred taxation | 23 | (746,549) |
|  |  | (746,549)
Net assets |  |  | 935,725
Capital and reserves |  |  |
Called up share capital | 24 |  | 100,000
Share premium account | 25 |  | 900,000
Profit and loss account | 25 |  | (64,275)
Equity attributable to owners of the Parent Company |  |  | 935,725
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 7 August 2026.
D. W. Symondson
Director
The notes on pages 16 to 37 form part of these financial statements. Page 9
QUANTIL HOLDINGS LIMITED REGISTERED NUMBER: 15966177 COMPANY STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2025
|  | 2025
Note |  | £
Fixed assets |  |  |
Investments | 15 |  | 12,894,809
|  |  | 12,894,809
Current assets |  |  |
Cash at bank and in hand | 18 | 8,383 |
|  | 8,383 |
Creditors: amounts falling due within one year | 19 | (11,825,280) |
Net current (liabilities)/assets |  |  | (11,816,897)
Total assets less current liabilities |  |  | 1,077,912
Net assets |  |  | 1,077,912
Capital and reserves |  |  |
Called up share capital | 24 |  | 100,000
Share premium account | 25 |  | 900,000
Profit for the period |  | 77,912 |
Profit and loss account carried forward |  |  | 77,912
|  |  | 1,077,912
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 7 August 2026.
D. W. Symondson
Director
The notes on pages 16 to 37 form part of these financial statements. Page 10
QUANTIL HOLDINGS LIMITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE PERIOD ENDED 31 DECEMBER 2025
| Called up share capital | Share premium account | Profit and loss account | Equity attributable to owners of Parent Company | Total equity
| £ | £ | £ | £ | £
Comprehensive income for the period |  |  |  |  |
Loss for the period | - | - | (64,275) | (64,275) | (64,275)
Total comprehensive income for the period | - | - | (64,275) | (64,275) | (64,275)
Contributions by and distributions to owners |  |  |  |  |
Shares issued during the period | 100,000 | 900,000 | - | 1,000,000 | 1,000,000
Total transactions with owners | 100,000 | 900,000 | - | 1,000,000 | 1,000,000
At 31 December 2025 | 100,000 | 900,000 | (64,275) | 935,725 | 935,725
| The notes on pages 16 to 37 form part of these financial statements.
Page 11
QUANTIL HOLDINGS LIMITED COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE PERIOD ENDED 31 DECEMBER 2025
| Called up share capital | Share premium account | Profit and loss account | Total equity
| £ | £ | £ | £
Comprehensive income for the period |  |  |  |
Profit for the period | - | - | 77,912 | 77,912
Total comprehensive income for the period | - | - | 77,912 | 77,912
Contributions by and distributions to owners |  |  |  |
Shares issued during the period | 100,000 | 900,000 | - | 1,000,000
Total transactions with owners | 100,000 | 900,000 | - | 1,000,000
At 31 December 2025 | 100,000 | 900,000 | 77,912 | 1,077,912
| The notes on pages 16 to 37 form part of these financial statements.
Page 12
QUANTIL HOLDINGS LIMITED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE PERIOD ENDED 31 DECEMBER 2025
|  |  | 2025
|  |  | £
Cash flows from operating activities |
(Loss)/profit for the financial period | (64,275)
Adjustments for: |
Amortisation of intangible assets | 376,195
Depreciation of tangible assets | 590,096
Loss on disposal of tangible assets | (2,500)
Interest paid | 855,256
Interest received | (49,330)
Taxation charge | 244,181
(Increase)/decrease in stocks | (409,424)
Decrease in debtors | 517,513
Increase in creditors | 375,568
Increase in amounts owed to groups | 4,792,645
Corporation tax (paid)/received | (185,654)
Net cash generated from operating activities | 7,040,271
Cash flows from investing activities |
Purchase of tangible fixed assets | (472,400)
Sale of tangible fixed assets | 2,500
Purchase of fixed asset investments | (10,120,207)
Interest received | 49,330
Net cash from investing activities | (10,540,777)
Cash flows from financing activities |
Issue of ordinary shares | 1,000,000
New secured loans | 4,687,161
Interest paid | (855,256)
Net cash used in financing activities | 4,831,905
Net increase in cash and cash equivalents | 1,331,399
Page 13
QUANTIL HOLDINGS LIMITED CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED) FOR THE PERIOD ENDED 31 DECEMBER 2025
|  | 2025
|  | £
Cash and cash equivalents at the end of period | 1,331,399
Cash and cash equivalents at the end of period comprise: |
Cash at bank and in hand | 1,331,399
| 1,331,399
The notes on pages 16 to 37 form part of these financial statements.
Page 14
QUANTIL HOLDINGS LIMITED CONSOLIDATED ANALYSIS OF NET DEBT FOR THE PERIOD ENDED 31 DECEMBER 2025
| Cash flows | Acquisition and disposal of subsidiaries | At 31 December 2025
| £ | £ | £
Cash at bank and in hand | (1,443,203) | 2,774,602 | 1,331,399
Debt due after 1 year | (4,280,969) | - | (4,280,969)
Debt due within 1 year | (406,193) | - | (406,193)
| (6,130,365) | 2,774,602 | (3,355,763)
The notes on pages 16 to 37 form part of these financial statements.
Page 15
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025
1. | General information
Quantil Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is The Old Rectory, North Cerney, Cirencester, England, GL7 7BX. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3). The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements. The following principal accounting policies have been applied:
| 2.2 | Basis of consolidation
The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full. The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of financial position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.
| 2.3 | 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. Page 16
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.4 | Foreign currency translation
Functional and presentation currency The Company's functional and presentational currency is GBP. Transactions and balances Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges. Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
| 2.5 | Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised: Sale of goods Revenue from the sale of goods is recognised when all of the following conditions are satisfied: ∙the Group has transferred the significant risks and rewards of ownership to the buyer; ∙the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; ∙the amount of revenue can be measured reliably; ∙it is probable that the Group will receive the consideration due under the transaction; and ∙the costs incurred or to be incurred in respect of the transaction can be measured reliably. Page 17
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.6 | Operating leases: the Group as lessee
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term. Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
| 2.7 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.8 | Finance costs
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
| 2.9 | Borrowing costs
All borrowing costs are recognised in profit or loss in the period in which they are incurred.
| 2.10 | Pensions
Defined contribution pension plan The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations. The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Group in independently administered funds. Page 18
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.11 | Current and deferred taxation
The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and ∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date. Page 19
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.12 | Intangible assets
Goodwill Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated statement of comprehensive income over its useful economic life. Other intangible assets Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years. The estimated useful lives range as follows:
|  |  |  | Goodwill | - |  | 10 years
| 2.13 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. Depreciation is provided on the following basis:
|  |  |  | Freehold property | - | 2% - 5% straight line
|  |  |  | Plant and machinery | - | 5% - 33% straight line
|  |  |  | Motor vehicles | - | 20% straight line
|  |  |  | Office equipment | - | 10% - 33% straight line
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
| 2.14 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment. Page 20
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.15 | Stocks
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads. At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
| 2.16 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.17 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value. In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.
| 2.18 | Creditors
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
| 2.19 | Provisions for liabilities
Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made. Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties. Increases in provisions are generally charged as an expense to profit or loss.
| 2.20 | Financial instruments
The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments. Financial instruments are recognised in the Group's Statement of financial position when the Group becomes party to the contractual provisions of the instrument. Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. Page 21
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.20 | Financial instruments (continued)
Basic financial assets Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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. Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments. Impairment of financial assets 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 profit or loss. Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate. If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss. Basic 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 the deduction of all its liabilities. Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial. Debt instruments are subsequently carried at their amortised cost using the effective interest rate method. Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the Page 22
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.20 | Financial instruments (continued)
effective interest method. Discounting is omitted where the effect of discounting is immaterial. Derecognition of financial instruments Derecognition of financial assets Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained. Derecognition of financial liabilities Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.
3. | Judgments in applying accounting policies and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
4. | Turnover
The whole of the turnover is attributable to the principal activity of the company.
| All turnover arose within the United Kingdom.
Page 23
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025
5. | Other operating income
|  |  |  |  | 14 months ended 31 December
|  |  |  |  | 2025
|  |  |  |  | £
| Net rents receivable | 111,618
|  | 111,618
6. | Operating profit
| The operating profit is stated after charging:
|  |  |  |  | 14 months ended 31 December
|  |  |  |  | 2025
|  |  |  |  | £
| Exchange differences | 57
| Other operating lease rentals | 52,882
7. | Auditors' remuneration
| During the period, the Group obtained the following services from the Company's auditors:
|  |  |  |  | 14 months ended 31 December
|  |  |  |  | 2025
|  |  |  |  | £
| Fees payable to the Company's auditors for the audit of the consolidated and Parent Company's financial statements | 17,360
Page 24
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025
8. | Employees
| Staff costs were as follows:
|  | Group
|  | 2025
|  | £
| Wages and salaries | 2,522,762
| Social security costs | 300,158
| Cost of defined contribution scheme | 181,257
|  | 3,004,177
| The average monthly number of employees, including the directors, during the period was as follows:
|  |  | 14 months ended 31 December
|  |  | 2025
|  |  | No.
|  | Management and administration | 26
|  | Nursery and greenhouse | 41
|  |  | 67
Page 25
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025
9. | Directors' remuneration
|  |  |  |  | 14 months ended 31 December
|  |  |  |  | 2025
|  |  |  |  | £
| Directors' emoluments | 165,210
| Group contributions to defined contribution pension schemes | 104,282
|  | 269,492
| During the period retirement benefits were accruing to 2 directors in respect of defined contribution pension schemes.
| The highest paid director received remuneration of £69,988.
| The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £87,741.
| The remuneration of key management personnel for the period was £286,915 emoluments and £41,252 contributions to defined contribution pension schemes.
10. | Interest receivable
|  |  |  |  | 14 months ended 31 December
|  |  |  |  | 2025
|  |  |  |  | £
| Other interest receivable | 49,330
|  | 49,330
Page 26
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025
11. | Interest payable and similar expenses
|  |  |  |  | 14 months ended 31 December
|  |  |  |  | 2025
|  |  |  |  | £
| Bank interest payable | 278,855
| Other loan interest payable | 9,512
| Loans from group undertakings | 583,185
|  | 871,552
12. | Taxation
|  |  |  |  | 14 months ended 31 December
|  |  |  |  | 2025
|  |  |  |  | £
| Corporation tax |
| Current tax on profits for the year | 243,847
|  | 243,847
| Total current tax | 243,847
| Deferred tax |
| Origination and reversal of timing differences | 334
| Total deferred tax | 334
| Tax on profit | 244,181
Page 27
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025 12.Taxation (continued)
| Factors affecting tax charge for the period
| The tax assessed for the period is higher than the standard rate of corporation tax in the UK of 25%. The differences are explained below:
|  |  |  |  | 14 months ended 31 December
|  |  |  |  | 2025
|  |  |  |  | £
| Profit on ordinary activities before tax | 179,906
| Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% | 44,977
| Effects of: |
| Non-tax deductible amortisation of goodwill and impairment | 94,049
| Expenses not deductible for tax purposes, other than goodwill amortisation and impairment | 264
| Capital allowances for period in excess of depreciation | 19,733
| Other differences leading to an increase (decrease) in the tax charge | 85,158
| Total tax charge for the period | 244,181
| Factors that may affect future tax charges
There were no factors that may affect future tax charges. Page 28
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025
13. | Intangible assets
| Group and Company
|  | Goodwill
|  | £
| At 19 September 2024 | 419,283
| Additions | 3,224,533
| At 31 December 2025 | 3,643,816
| At 19 September 2024 | 419,283
| Charge for the period on owned assets | 376,195
| At 31 December 2025 | 795,478
| Net book value |
| At 31 December 2025 | 2,848,338
Page 29
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025
14. | Tangible fixed assets
| Group
|  | Freehold property | Plant and machinery | Motor vehicles | Office equipment | Total
|  | £ | £ | £ | £ | £
| Cost or valuation |  |  |  |  |
| Additions | 77,553 | 286,239 | 1,800 | 106,808 | 472,400
| Acquisition of subsidiary | 2,454,839 | 8,942,231 | 112,093 | 180,228 | 11,689,391
| Disposals | - | - | (72,085) | - | (72,085)
| At 31 December 2025 | 2,532,392 | 9,228,470 | 41,808 | 287,036 | 12,089,706
| Depreciation |  |  |  |  |
| Charge for the period on owned assets | 13,387 | 557,012 | 9,332 | 10,365 | 590,096
| Transfers intra group | 95,960 | 4,273,578 | 77,086 | 165,990 | 4,612,614
| Disposals | - | - | (72,085) | - | (72,085)
| At 31 December 2025 | 109,347 | 4,830,590 | 14,333 | 176,355 | 5,130,625
| Net book value |  |  |  |  |
| At 31 December 2025 | 2,423,045 | 4,397,880 | 27,475 | 110,681 | 6,959,081
15. | Fixed asset investments
| Company
|  | Investments in subsidiary companies
|  | £
| Cost or valuation |
| Additions | 12,894,809
| At 31 December 2025 | 12,894,809
Page 30
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025
| Subsidiary undertaking
| The following was a subsidiary undertaking of the Company:
| Name | Class of shares | Holding
| Quantil Limited | Ordinary | 100%
16. | Stocks
|  | Group
|  | 2025
|  | £
| Finished goods and goods for resale | 1,022,641
|  | 1,022,641
| The difference between purchase price or production cost of stocks and their replacement cost is not material.
17. | Debtors
|  | Group
|  | 2025
|  | £
| Trade debtors | 82,766
| Other debtors | 68,617
| Prepayments and accrued income | 43,130
|  | 194,513
18. | Cash and cash equivalents
|  | Group | Company
|  | 2025 | 2025
|  | £ | £
| Cash at bank and in hand | 1,331,399 | 8,383
|  | 1,331,399 | 8,383
Page 31
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025
19. | Creditors: Amounts falling due within one year
|  | Group | Company
|  | 2025 | 2025
|  | £ | £
| Bank loans | 406,193 | -
| Trade creditors | 631,913 | -
| Amounts owed to group undertakings | 4,792,645 | 11,803,528
| Corporation tax | 58,193 | -
| Other taxation and social security | 80,014 | 5,456
| Other creditors | 47,775 | -
| Accruals and deferred income | 375,996 | 16,296
|  | 6,392,729 | 11,825,280
| Bank loans are secured by a debenture and a first legal charge over a number of areas of freehold land.
20. | Creditors: Amounts falling due after more than one year
|  | Group
|  | 2025
|  | £
| Bank loans | 4,280,969
|  | 4,280,969
| Bank loans are secured by a debenture and a first legal charge over a number of areas of freehold land.
| The aggregate amount of liabilities repayable wholly or in part more than five years after the reporting date is:
|  | Group
|  | 2025
|  | £
| Repayable by instalments | 2,402,126
|  | 2,402,126
Bank loans are repayable by monthly instalments over 10 years with interest being charged at 1.96% p.a. over base rate. Page 32
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025
21. | Loans
| Analysis of the maturity of loans is given below:
|  | Group
|  | 2025
|  | £
| Amounts falling due within one year |
| Bank loans | 406,193
| Amounts falling due 1-2 years |
| Bank loans | 430,527
| Amounts falling due 2-5 years |
| Bank loans | 1,448,315
| Amounts falling due after more than 5 years |
| Bank loans | 2,402,126
|  | 4,687,161
22. | Financial instruments
|  | Group | Company
|  | 2025 | 2025
|  | £ | £
| Financial assets |  |
| Financial assets measured at fair value through profit or loss | 1,331,399 | 8,383
| Financial assets measured at fair value through profit or loss comprise cash at bank and in hand.
23. | Deferred taxation
| Group
|  | 2025
|  | £
| Charged to profit or loss | (334)
| Arising on business combinations | (746,215)
| At end of year | (746,549)
Page 33
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025 23.Deferred taxation (continued)
| Company
|  | 2025
| At end of year | -
| The deferred taxation balance is made up as follows:
|  | Group | Company
|  | 2025 | 2025
|  | £ | £
| Accelerated capital allowances | (755,560) | -
| Short term timing differences | 9,011 | -
|  | (746,549) | -
24. | Share capital
|  |  |  |  | 2025
|  |  |  |  | £
|  | Allotted, called up and fully paid |
|  | 80,000 A Ordinary shares of £1.00 each | 80,000
|  | 20,000 B Ordinary shares of £1.00 each | 20,000
|  |  | 100,000
80,000 A Ordinary shares of £1 each and 20,000 B Ordinary shares of £1 each were issued in the period for consideration of £800,000 and £200,000 respectively.
25. | Reserves
Share premium account Share premium arose as a result of share capital being purchased for consideration above par value. Page 34
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025
26. | Business combinations
On 23 October 2024 Quantil Holdings Limited acquired the entire share capital of Quantil Limited. The acquisition method of accounting is being used.
| Acquisition of Quantil Limited
| Recognised amounts of identifiable assets acquired and liabilities assumed
|  |  |  |  | Book value | Fair value adjustments | Fair value
|  |  |  |  | £ | £ | £
| Fixed Assets |  |  |
| Tangible | 7,082,314 | - | 7,082,314
|  | 7,082,314 | - | 7,082,314
| Current Assets |  |  |
| Stocks | 613,217 | - | 613,217
| Debtors | 712,026 | - | 712,026
| Cash at bank and in hand | 2,774,602 | - | 2,774,602
| Total Assets | 11,182,159 | - | 11,182,159
| Creditors |  |  |
| Due within one year | (765,668) | - | (765,668)
| Deferred taxation | (746,215) | - | (746,215)
| Total Identifiable net assets | 9,670,276 | - | 9,670,276
| Goodwill | 3,224,533
| Total purchase consideration | 12,894,809
| Consideration
|  |  |  |  | £
| Cash | 12,750,000
| Directly attributable costs | 144,809
| Total purchase consideration | 12,894,809
Page 35
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025 26.Business combinations (continued)
| Cash outflow on acquisition
|  |  |  |  | £
| Purchase consideration settled in cash, as above | 12,750,000
| Directly attributable costs | 144,809
|  | 12,894,809
| Less: Cash and cash equivalents acquired | (2,774,602)
| Net cash outflow on acquisition | 10,120,207
27. | 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 cost charge represents contributions payable by the Company to the fund. Contributions totalling £36,043 were payable to the fund at the reporting date and are included in creditors.
28. | Commitments under operating leases
| At 31 December 2025 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
|  | Group
|  | 2025
|  | £
| Not later than 1 year | 17,004
| Later than 1 year and not later than 5 years | 8,502
|  | 25,506
| The company also leases property to third parties and as at 31 December 2025 all such lease agreements expired within one year and the minimum lease payments due were £4,130.
Page 36
QUANTIL HOLDINGS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2025
29. | Related party transactions
| The company has taken advantage of the exemption under paragraph 33.1A of FRS 102 and has not disclosed transactions with its subsidiary company. During the period the company made recharges of £445,163 to a company with common directors and £4,638 was due from this company at the year end. During the period the company received management charges of £108,269 from its ultimate parent company and £25,500 was due to the ultimate parent company at the year end. During the period the company received a £9,827,859 loan from its ultimate parent company. Interest of £554,896 was charged on the loan in the period. At the year end, £4,495,594 and £15,286 was due to the parent undertaking in relation to loan and interest balances respectively. During the period the company received a £299,230 loan from a Nominee company owned by its ultimate parent company. Interest of £28,289 was charged on the loan in the period. At the year end, £297,051 and £1,010 was due to the Nominee company in relation to loan and interest balances respectively. During the period the company received a £1,750,000 loan from the ultimate controlling party. Interest of £9,512 was charged on the loan and the loan was repaid in full during the period.
30. | Controlling party
The ultimate parent undertaking is Alexander Square Partners Limited, a company registed in England and Wales.
Page 37