Company registration number 15973515 (England and Wales)
CMW PROPERTY TOPCO LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
PAGES FOR FILING WITH REGISTRAR
CMW PROPERTY TOPCO LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
3 - 6
CMW PROPERTY TOPCO LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 1 -
2025
Notes
£
£
Current assets
Debtors
5
500
Net current assets
500
Capital and reserves
Called up share capital
6
500
For the financial period ended 31 December 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The members have not required the company to obtain an audit of its financial statements for the period in question in accordance with section 476.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
The financial statements were approved by the board of directors and authorised for issue on 25 August 2026 and are signed on its behalf by:
Mr J Carney
Director
Company registration number 15973515 (England and Wales)
CMW PROPERTY TOPCO LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 2 -
Share capital
Share premium account
Merger reserve
Profit and loss account
Total
Notes
£
£
£
£
£
Period ended 31 December 2025:
Profit and total comprehensive income
-
-
-
-
Issue of share capital
6
500
-
-
-
500
Share for share exchange
6
-
-
18,000,000
-
18,000,000
Bonus issue of shares
6
500
17,999,500
(18,000,000)
-
-
Reduction of shares
6
(500)
(17,999,500)
-
18,000,000
-
Dividend in specie
-
-
-
(18,000,000)
(18,000,000)
Balance at 31 December 2025
500
-
500
CMW PROPERTY TOPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 3 -
1
Accounting policies
Company information
CMW Property Topco Limited is a private company limited by shares incorporated in England and Wales. The registered office is Slaughters Rough, Newton Lane, Daresbury, Warrington, CHESHIRE, United Kingdom, WA4 4BD.
1.1
Reporting period
The company was incorporated on 23rd September 2024. The reporting period was extended to 31 December 2025 so these financial statements represent a 15 month period.
1.2
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.
1.3
Going concern
The company has not traded during the period. During truethis time, the company received no income and incurred no expenditure and therefore no Profit and loss account is presented in these financial statements.
1.4
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.5
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company 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.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
CMW PROPERTY TOPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 4 -
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.6
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.7
Business combinations involving entities under common control are accounted for using merger accounting principles. The assets and liabilities of the combining entities are included at their existing book values. No fair value adjustments are made on consolidation and no goodwill is recognised as a result of the reconstruction transaction. Any difference arising between the consideration transferred and the aggregate book value of the net assets acquired is recognised within equity as a merger reserve.
The directors consider that merger accounting reflects the economic substance of the transaction as the reconstruction did not result in any substantive change in the ultimate ownership or control of the businesses concerned.
2
Employees
The average monthly number of persons (including directors) employed by the company during the period was:
2025
Number
Total
4
3
Fixed asset investments
2025
£
-
CMW PROPERTY TOPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
3
Fixed asset investments
(Continued)
- 5 -
Movements in fixed asset investments
Shares in group undertakings
£
Cost or valuation
At 23 September 2024
-
Additions
18,000,000
Distribution
(18,000,000)
At 31 December 2025
-
Carrying amount
At 31 December 2025
-
See share capital note for details surrounding the Company's group reconstruction during the period. During the period, the Company acquired CMW Property and Machinery Limited (and its subsidiary Cheshire Mouldings & Woodturnings Limited) by virtue of a group reconstruction.
As part of the same group reconstruction. Cheshire Mouldings & Woodturnings Limited was disposed of through a distribution to a Company owned by the shareholders.
At the balance sheet date, the Company owns 100% of CMW Property and Machinery Limited, which was acquired by virtue of a share for share exchange. As no consideration was paid, the carrying value of investments is £nil.
4
Subsidiaries
Details of the company's subsidiaries at 31 December 2025 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
CMW Property and Machinery Limited
Same as the Company
Ordinary shares
100.00
5
Debtors
2025
Amounts falling due within one year:
£
Other debtors
500
6
Called up share capital
2025
2025
Ordinary share capital
Number
£
Issued and fully paid
A Ordinary shares of 10p each
3,700
370
B Ordinary shares of 10p each
1,300
130
5,000
500
CMW PROPERTY TOPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
6
Called up share capital
(Continued)
- 6 -
During the period, the following changes to the Company's share capital occurred:
- On 23 September 2024, 100 A Ordinary shares were issued and subscribed for at par.
- On 08 October 2024. the Company issued 3,600 A Ordinary shares and 1,300 Ordinary B shares were issued at par in a share for share exchange for the Ordinary shares of Cheshire Mouldings & Woodturnings Limited . These shares were issued at total consideration of £18m and created a merger reserve.
- On 08 October 2024, the Company issued bonus shares of 3,700 C Ordinary shares and 1,300 D Ordinary shares . These shares were issued at total consideration of £18m, creatingshare premium totalling £17,999,500 and reduced the Merger reserve.
- On 09 October 2024, the Company reduced and subsequently cancelled 3,700 C Ordinary shares and 1,300 D Ordinary shares, transferring the reduction to the profit and loss account.