REGISTERED NUMBER: 07469872 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

AUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

CGN RESTAURANTS LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

5

Report of the Independent Auditors

9

Statement of Comprehensive Income

13

Balance Sheet

14

Statement of Changes in Equity

15

Cash Flow Statement

16

Notes to the Financial Statements

17

DIRECTORS:

T M Newnes

C Newnes

REGISTERED OFFICE:

The Accounting Centre Limited

First Floor

736 High Road

North Finchley

London

N12 9QD

REGISTERED NUMBER:

07469872 (England and Wales)

SENIOR STATUTORY AUDITOR:

Andrew Green LLB FCA

AUDITORS:

THP Limited

Chartered Accountants

and Statutory Auditors

34-40 High Street

Wanstead

London

E11 2RJ

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

REVIEW OF BUSINESS

The Directors are pleased to report that despite challenging market conditions, the Company increased revenue by £507,139.

Gross profit margin improved by 0.67% as food cost inflation stabilised and selling prices were adjusted.

Although the Company made an operating loss for the year, the overall trading performance improved significantly, with the operating loss reducing from £1,415,491 to £41,676.

The Company's key performance indicators are as follows:

31 December 2025

31 December 2024

£

£

Turnover

51,477,070

50,969,931

Gross profit

34,146,044

33,466,305

Gross profit %

66.33%

65.66%

Operating result

(41,676)

(1,415,491)

The net liabilities of the Company are £1.3m (2024: £1.1m) at the balance sheet date. This movement reflects the post tax loss incurred during the year. See page 5 for comments on the net current liability position.

PRINCIPAL RISKS AND UNCERTAINTIES

The management of the business and the nature of the company's strategy are subject to a number of risks. The Directors have set out below the principal risks facing the business.

The Directors are of the opinion that a thorough risk management process is adopted which involves a formal review of all risks identified below. Where possible, processes are in place to mitigate such risks.

Economic outlook

The success of the business is reliant on consumer spending. The restaurants continue to be impacted by declining retail footfall. There has also been increased uncertainty in the wider UK economy due to the impact on consumer spending. This has been exacerbated with the ongoing war in Ukraine and global inflationary pressures that have created a "cost of living crisis" in the UK. In response to this continuous risk, senior management aim to keep abreast of economic conditions. In cases of severe economic downturn, marketing and pricing strategies will be modified to reflect the new market conditions.

Inflation and the cost of living crisis

Global inflationary pressures that have arisen due to geo-political uncertainty and the conflicts in Ukraine and the Middle East continue to represent a risk to the business. These pressures are seen most clearly in relation to:

Food cost inflation

The company leverages the franchisor's supply chain system which is able to negotiate better purchasing terms, and work with the suppliers to improve supply chain efficiency and mitigate the risk of food cost inflation. There do remain significant challenges in this area as global uncertainty has hit the availability of products and prices.

Wages cost inflation and employee retention

The company is affected by wage cost inflation and pressures within the labour market. The company monitors the market to ensure complete compliance with labour market regulations, and maintains employment policies, remuneration and benefits packages that are designed to be competitive with other companies and recognise the value and contribution provided by employees, as well as providing colleagues with fulfilling career opportunities which offer progression. As with most UK based employers there remain ongoing challenges in terms of recruiting and retaining sufficiently capable staff.

Utilities costs

Increasing volatility, uncertainty, cost pressures and general environmental awareness in the UK market has resulted in increased pressure on the company in recent times. To manage and help mitigate the risk associated with these pressures, the company has entered into a number of Power Purchase Agreements (PPAs) for the provision of cost-effective clean energy from environmentally friendly energy sources.

Competition

The market in which the company operates is highly competitive. As a result, the company is subject to a high level of price sensitivity. Policies of constant price monitoring and ongoing market research are in place to mitigate risks associated with price sensitivity.

Liquidity risk

As a result of the positive cash flows from operating activities achieved in the year and expected in future periods, the Directors do not consider liquidity or cashflow risk to be an issue. The Company makes use of bank facilities in order to finance long term capital and refurbishment expenditure. The Directors also continually monitor cash flow forecasts in order to further manage liquidity risk.

Interest rate risk

Considering the debt profile of the Company, increases in interest rates present a risk. The policy of regular rate monitoring and ongoing dialogue with the lenders are in place to help mitigate this risk.

Workplace health and safety

The Company retains its focus on protecting the health and safety of our employees and customers, and continues to benefit from the measures and changes that were implemented through the pandemic, including the redesign of kitchens and the mandating that all customer payments are made electronically rather than cash.

SECTION 172(1) STATEMENT

The Directors of the Company, and those of all UK companies, must act in accordance with a set of general duties. These duties are set out in Section 172 of the Companies Act 2006 which are summarised as follows:

"A Director of a Company must act in the way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its shareholders as a whole, and in doing so have regard (amongst other matters) to:

a. the likely consequences of any decisions in the long term;

b. the interests of the company's employees;

c. the need to foster the company's business relationships with suppliers, customers and others;

d. the impact of the company's operations on the community and the environment;

e. the desirability of the company maintaining a reputation for high standards of business conduct; and

f. the need to act fairly as between the shareholders of the company."

The following paragraphs summarise how the Directors fulfilled their duties:

Risk Management

As we develop as a business so does the risk environment in which we operate become more complex. It is therefore vital that we effectively identify, evaluate, manage and mitigate risks that the business may encounter. We continually evolve our approach to risk management. Details of the risks encountered by the business and the steps taken to mitigate these risks are detailed on page 3.

Our people

Our people are fundamental to the delivery and success of our operations. We aim to be a responsible employer in our approach to pay and benefits received by our employees. The health, safety and wellbeing of our people are also a major concern for the business and we try to ensure we manage and monitor these as closely as possible. For our business to succeed we need to manage our people's performance, develop and bring through talent while ensuring we operate as efficiently and as effectively as possible. For further details on our people see page 5.

Business Relationships

In order to grow and develop our business we need to grow and develop our business relationships with our suppliers and strategic partners. This includes working with these partners so that we can deliver for the customers and communities we serve.

Community and Environment

It is important to the business that we interact responsibly with the communities in which it operates and the wider environment. We seek to be involved as much as possible in local community activities and work closely with local bodies to ensure that the community is best served. We try where possible to minimise our impact on the environment. The company seeks to minimise its impact on the environment wherever possible.

High Standards of Business Conduct

It is important to the business that we apply high standards of conduct in all areas in which we operate. This principle is closely monitored by the board and wider management team making sure the business behaves in a responsible manner in all activities it undertakes.

Shareholders

As this is an owner managed business there is inherently an alignment between the goals of the management and the shareholders.

ON BEHALF OF THE BOARD:

C Newnes - Director

11 August 2026

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

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of operating quick service restaurants.

GOING CONCERN

The balance sheet as at 31 December 2025 shows a net current liability position of £3,577,246 (2024: £7,864,244) and a deficit in shareholders funds of £1,284,900 (2024: £1,128,045).

During the year, the company obtained external bank finance in order to settle a significant balance with the Franchisor.

The Company continues to meet its other day to day working capital requirements through operating cash flows.

The directors have prepared detailed cash flow forecasts covering a period of at least 12 months from the date of approval of these financial statements. These forecasts include expected trading performance, committed capital expenditure and scheduled loan repayments. The forecasts demonstrate that the company has sufficient liquidity during the assessment period.

Having reviewed these forecasts together with available banking facilities and expected support available from the franchisor, the directors conclude that the company has adequate resources to continue in operational existence for the foreseeable future and accordingly continue to adopt the going concern basis of accounting.

DIVIDENDS

Interim dividends of £nil (2024: £nil) were paid during the year. The Directors do not recommend payment of a final dividend and recognise that dividends cannot be paid until the company has sufficient distributable profit

FUTURE DEVELOPMENTS

The Directors are confident that continued focus on the key management policies will strengthen the financial position of the company during the ensuing year.

DIRECTORS

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

T M Newnes

C Newnes

ENGAGEMENT WITH EMPLOYEES

The company does not discriminate between employees or potential employees on grounds of colour, race, ethnic or national origin, sex, disability, age, marital status or religious beliefs. Full consideration is given to applications for employment from those with disabilities who are able to demonstrate that they have the necessary abilities.

The importance of staff training, equal opportunity, health and safety, environmental matters and the avoidance of sexual harassment is recognised at all levels and is monitored on a regular basis by committees chaired by a director or senior manager reporting directly to the Board.

The company gives full and fair consideration to applications for employment from those with disabilities. In the event of employees becoming disabled whilst in service of the company, every effort is made to continue their employment by transfer to alternative duties, if required and by provision of such retraining as is appropriate.

ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS

Suppliers

As part of a wider business network, we primarily utilise established supply chains who manage many of our suppliers on our behalf. We are proud supporters of British and Irish agriculture and work with over 23,000 British and Irish farmers who supply quality produce for our menu, as well as businesses who help us create more sustainable packaging. This extensive supply chain across the UK and Ireland enables our suppliers to contribute to our success.

We have long-term partnerships with many of our suppliers. Such long-term partnerships encourage collaboration and enable suppliers to make decisions for the long term, giving them the confidence to invest in their businesses. In order to meet our continued volume growth, suppliers need to invest in future capacity, which involves significant capital investment in equipment and infrastructure. Long-term commitment to supply our company in the UK has enabled our suppliers to grow with us and drive positive change within their own businesses. The wider Supply Chain and Sustainability function that the company is part of has a broad remit, from ensuring our products and ingredients meet our high food safety, quality and traceability expectations from farm to front counter, to the transportation of goods from supplier to restaurant, procurement of all food and paper, as well as responsibility for our nutrition, sustainability, agriculture, packaging and recycling strategies across our supply base.

Customers

Our customers are at the heart of everything we do. We acknowledge the importance of keeping our customers engaged with our business. As part of a wider franchise network we are able to utilise established customer communication channels, as well as our own tailored channels, to effectively communicate with our customers.

The Local Community

The Company recognises its responsibility to the wider community in which its restaurants are based. We actively take part in community events and work with local representative bodies that help promote the areas in which the stores operate.

STREAMLINED ENERGY AND CARBON REPORTING

In line with the government's streamlined energy and carbon reporting requirements we are required to report our organisation's carbon emissions for the period 1st January 2025 to 31st December 2025.

GHG emissions decreased by 35% in 2025 compared with 2024, primarily due to lower electricity and natural gas emissions. Refrigerant emissions also declined, while transport emissions remained broadly unchanged. Waste emissions were newly reported in 2025.

Greenhouse gas emissions

Greenhouse gas emissions by year (tCO2e)

Emissions source

2025

2024

Electricity

1,074

1,630

Natural Gas

80

153

Purchased fuel

-

-

Transportation - direct

27

26

Refrigerants

16

28

Waste: Franchise

3

-

Total Emissions (tCO2e)

1,200

1,837

Location-based emissions report for the year ending December 2025

Streamlined Energy and Carbon Reporting

Emission Scope

2025 (tCO2e)

2024 (tCO2e)

Natural gas

1

79.56

153.00

Transport

1

22.62

22.00

Refrigerants

1

15.77

28.00

Propane

1

-

-

Purchased electricity

2

972.29

1,497

Scope 1 + 2 (Location-based)

1,090.24

1,700.00

Emissions from business travel in rental cars or employee-owned vehicles where the business is responsible for purchasing the fuel+ T&D losses+ Waste

3

108.86

137.00

Scope 1 + 2 + 3 (Location-based)

1,199.10

1,837.00

tCO2e / £m turnover (Scope 1 + 2) *Location-based

21.18

33.35

tCO2e / £m turnover (Scope 1 + 2 + 3) *Location-based

23.29

36.04

Market-based emissions report for the year ending December 2025

Streamlined Energy and Carbon Reporting

Emission Scope

2025 (tCO2e)

2024 (tCO2e)

Natural gas

1

79.56

153.00

Transport

1

22.62

22.00

Refrigerants

1

15.77

28.00

Propane

1

-

-

Purchased electricity

2

-

88.00

Scope 1 + 2 (Market-based)

117.95

291.00

Emissions from business travel in rental cars or employee-owned vehicles where the business is responsible for purchasing the fuel+ T&D losses+ Waste

3

108.86

137.00

Scope 1 + 2 + 3 (Market-based)

226.82

428.00

tCO2e / £m turnover (Scope 1 + 2) *Market-based

2.29

5.71

tCO2e / £m turnover (Scope 1 + 2 + 3) *Market-based

4.41

8.40

kWh for year ending December 2025

Source

2025

%

2024

%

(kWh)

(kWh)

Electricity

5,493,142

91

7,231,462

89

Transport(Scope 1)

109,917

2

108,297

1

Natural gas

434,858

7

836,440

10

Total

6,037,917

100.00

8,176,199

100.00

Greenhouse Gas (GHG) Reporting Methodology Statement

Location-based emissions were calculated using energy consumption data obtained from utility suppliers. Market-based Scope 2 emissions reflect renewable electricity supported by REGOs supplied by Npower.

Transport emissions were calculated using annual mileage data for grey fleet petrol vehicles, company-owned petrol, diesel, battery electric and plug-in hybrid electric vehicles, and company-owned diesel vans. Emissions were estimated using the relevant vehicle- and fuel-specific emission factors.

Refrigerant emissions have been estimated, as refrigerant data is collected on a biennial basis through a survey.

The methodology is consistent with the 2025 edition of the UK Government GHG Conversion Factors for Company Reporting.

Energy efficiency initiatives

During 2025, CGN Restaurants Limited applied the following energy efficiency measures:

- Reductions to the time schedule for internal lighting, external lighting (signage, car parking lighting, etc.), Air Handling Unit (AHU) conditioning, kitchen extract system, etc.

- Improvements to the Car Park lighting schedule.

- Decreased temperature set points in dining and kitchen areas, e.g. overdoor heater setpoint reduced from 28 degrees Celsius to 22 degrees Celsius.

- Increased temperature deadbands in dining and kitchen areas, especially to AHUs.

- Local control settings change from ‘Always On’ to ‘Normal.

- Heating set point temperature reduction.

- BMS time adjusted to sync with actual time.

DISCLOSURE IN THE STRATEGIC REPORT

The Company has chosen to make disclosures in relation to financial risk management and other matters considered to be of strategic importance which would otherwise be in the Directors report within the Strategic Report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

-	select suitable accounting policies and then apply them consistently;

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

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

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

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 company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, THP Limited, will be proposed for re-appointment.

ON BEHALF OF THE BOARD:

C Newnes - Director

11 August 2026

Opinion

We have audited the financial statements of CGN Restaurants Limited (the 'company') for the year ended 31 December 2025 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and 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 company's affairs as at 31 December 2025 and of its 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 company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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 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 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 Strategic Report and the Report of the Directors 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, or returns adequate for our audit have not been received from branches not visited by us; or

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

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

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

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page eight, 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 company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

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:

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

- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

- we identified the laws and regulations applicable to the company through discussions with the directors and other management, and from our commercial knowledge and experience of the sector in which the company operates;

- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental, food hygiene and health and safety legislation;

- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

- identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

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

- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

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

- performed analytical procedures to identify any unusual or unexpected relationships;

- tested journal entries to identify unusual transactions;

- assessed whether judgements and assumptions made in determining the accounting estimates set out in note 3 were indicative of potential bias; and

- investigated the rationale behind significant or unusual transactions.

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

- agreeing financial statement disclosures to underlying supporting documentation;

- enquiring of management as to actual and potential litigation and claims; and

- reviewing correspondence with HMRC, the franchisor and any other relevant regulators as required.

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

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

A further description of our responsibilities 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.

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.

Andrew Green LLB FCA (Senior Statutory Auditor)

for and on behalf of THP Limited

Chartered Accountants

and Statutory Auditors

34-40 High Street

Wanstead

London

E11 2RJ

11 August 2026

TURNOVER

51,477,070

50,969,931

Cost of sales

17,331,026

17,503,626

GROSS PROFIT

34,146,044

33,466,305

Administrative expenses

34,187,720

34,881,796

OPERATING LOSS

5

(41,676

)

(1,415,491

)

Interest receivable and similar income

3,692

-

(37,984

)

(1,415,491

)

Interest payable and similar expenses

6

123,840

225,120

LOSS BEFORE TAXATION

(161,824

)

(1,640,611

)

Tax on loss

7

(4,969

)

(403,485

)

LOSS FOR THE FINANCIAL YEAR

(156,855

)

(1,237,126

)

FIXED ASSETS

Intangible assets

8

5,003,772

5,468,577

Tangible assets

9

1,296,776

2,024,001

Investments

10

12,500

12,500

6,313,048

7,505,078

CURRENT ASSETS

Stocks

11

212,250

282,030

Debtors

12

1,247,971

1,055,531

Cash at bank

1,308,546

574,225

2,768,767

1,911,786

CREDITORS

Amounts falling due within one year

13

6,346,013

9,776,030

NET CURRENT LIABILITIES

(3,577,246

)

(7,864,244

)

TOTAL ASSETS LESS CURRENT LIABILITIES

2,735,802

(359,166

)

CREDITORS

Amounts falling due after more than one year

14

4,020,702

768,879

NET LIABILITIES

(1,284,900

)

(1,128,045

)

CAPITAL AND RESERVES

Called up share capital

17

100

100

Retained earnings

18

(1,285,000

)

(1,128,145

)

SHAREHOLDERS' FUNDS

(1,284,900

)

(1,128,045

)

The financial statements were approved by the Board of Directors and authorised for issue on 11 August 2026 and were signed on its behalf by:

C Newnes - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2024

100

108,981

109,081

Changes in equity

Total comprehensive income

-

(1,237,126

)

(1,237,126

)

Balance at 31 December 2024

100

(1,128,145

)

(1,128,045

)

Changes in equity

Total comprehensive income

-

(156,855

)

(156,855

)

Balance at 31 December 2025

100

(1,285,000

)

(1,284,900

)

Cash flows from operating activities

Cash generated from operations

23

(1,535,073

)

2,662,186

Interest paid

(123,840

)

(225,120

)

Tax paid

(151,219

)

(24,494

)

Net cash from operating activities

(1,810,132

)

2,412,572

Cash flows from investing activities

Purchase of tangible fixed assets

(226,463

)

(381,699

)

Sale of tangible fixed assets

-

130,090

Interest received

3,692

-

Net cash from investing activities

(222,771

)

(251,609

)

Cash flows from financing activities

New loans in year

4,380,000

-

Loan repayments in year

(1,466,903

)

(2,219,460

)

Amount withdrawn by directors

(145,873

)

(448,055

)

Net cash from financing activities

2,767,224

(2,667,515

)

Increase/(decrease) in cash and cash equivalents

734,321

(506,552

)

Cash and cash equivalents at beginning of year

24

574,225

1,080,777

Cash and cash equivalents at end of year

24

1,308,546

574,225

1.	STATUTORY INFORMATION

CGN Restaurants 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 Company Information page.

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

2.	STATEMENT OF COMPLIANCE

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.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention.

Going Concern

The balance sheet as at 31 December 2025 shows a net current liability position of £3,577,246 (2024: £7,864,244) and a deficit in shareholders funds of £1,284,900 (2024: £1,128,045).

During the year, the company obtained external bank finance in order to settle a significant balance with the Franchisor.

The Company continues to meet its other day to day working capital requirements through operating cash flows.

The directors have prepared detailed cash flow forecasts covering a period of at least 12 months from the date of approval of these financial statements. These forecasts include expected trading performance, committed capital expenditure and scheduled loan repayments. The forecasts demonstrate that the company has sufficient liquidity during the assessment period.

Having reviewed these forecasts together with available banking facilities and expected support available from the franchisor, the directors conclude that the company has adequate resources to continue in operational existence for the foreseeable future and accordingly continue to adopt the going concern basis of accounting.

Significant judgements and estimates

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

a) Critical judgements in applying the entity's accounting policies

There are no specific judgements, apart from those involving estimates as detailed below, that management has made in the process of applying the entity's accounting policies that have a significant effect on the amounts recognised in the financial statements.

b) Critical accounting estimates and assumptions

(i) Useful economic lives of tangible assets

The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates based on technological advancement, future investments, economic utilisation and the physical condition of the assets.

(ii) Useful economic lives of intangible assets

Intangible assets are amortised over their useful economic lives and are assessed annually for indications of impairment.

(iii) Treatment of significant capital projects

The allocation of store refurbishment expenditure between capital and revenue is an area that requires judgement on the part of management. Costs are allocated in line with the asset recognition contained within FRS 102 and on the basis of all available evidence as to their nature. The management uses professional advisors to assist them with this process.

(iv) Conclusion on going concern

The directors exercised significant judgement in concluding that the company remains a going concern, having considered forecast cash flows, financing arrangements, available support from the franchisor and anticipated trading performance.

Revenue recognition

Revenue is measured at the fair value of the consideration received or receivable and represents the amount receivable for goods supplied, net of returns, discounts and value added taxes.

Sales of goods are recognised on sale to the customer, which is considered to be the point of sale and when the significant risks and rewards of the goods have been passed to the customer.

Franchise rights and franchise fees

Franchise rights and fees are amortised over the period of the franchise agreement. Management performs an annual review for indicators of impairment in respect of franchise rights. No impairment indicators were identified at the reporting date and therefore no impairment provision has been recognised.

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

-

Straight line over 7 years

Fixtures and fittings

-

Straight line over 5 years

Motor Vehicles

-

Straight line over 3 years

Stocks

Stock is stated at the lower of cost and selling price less costs to complete and sell, after making due allowance for obsolete and slow moving items. Stocks are recognised as an expense in the period in which the related revenue is recognised.

Cost is determined on the first-in, first-out (FIFO) method. Cost includes the purchase price, including taxes and duties, transport and handling directly attributable to bringing the stock to its present location and condition.

Financial instruments

The company has chosen to adopt Sections 11 and 12 of FRS102 in respect of financial instruments.

Basic financial instruments are initially recognised at transaction value and subsequently carried at this value less any provision for impairment.

Cash and cash equivalents

Cash and cash equivalents in the balance sheet represent cash at bank and in hand.

Short-term debtors and creditors

Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in profit or loss under operating expenses.

The carrying value of all short-term financial assets and liabilities are measured at amortised cost.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, 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 taxation

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.