Company registration number 07232590 (England and Wales)
ROMACO LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
ROMACO LIMITED
COMPANY INFORMATION
Directors
P I Hodari
S J Marshall
K J Richardson
M Severs
M Allison
Secretary
Smart Sol Services Ltd
Company number
07232590
Registered office
15 Carnarvon Street
Manchester
M3 1HJ
Auditor
Lopian Gross Barnett & Co
1st Floor, Cloister House
Riverside
New Bailey Street
Manchester
M3 5FS
Business address
15 Carnarvon Street
Manchester
M3 1HJ
ROMACO LIMITED
CONTENTS
Page
Strategic report
1 - 5
Directors' report
6
Directors' responsibilities statement
7
Independent auditor's report
8 - 10
Profit and loss account
11
Group statement of comprehensive income
12
Group balance sheet
13 - 14
Company balance sheet
15 - 16
Group statement of changes in equity
17
Company statement of changes in equity
18
Group statement of cash flows
19
Company statement of cash flows
20
Notes to the financial statements
21 - 38
ROMACO LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

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

Principal activities

The principal activity of the Group is the provision of secured short and medium term finance in England, Scotland and Wales. Operating within the specialist property finance sector, the Group’s products include development finance, bridging loans and Buy-To-Let (BTL) mortgages and these products range in tenor from between 6 months and 5 years and between £50,000 and £2.5m in size, with an average balance of £300,000. During the year, management remained focused on disciplined growth, operational scalability and maintaining a resilient funding platform against a challenging macroeconomic backdrop.

Review of the business

The financial year was characterised by continued uncertainty within the UK property market. Interest rates remaining higher for longer than expected led to reduced transaction volumes across many sectors of the property finance market. Despite these conditions, the Group delivered another year of growth and profitability.

Turnover increased by 22.7% from £21.1 million to £25.9 million, reflecting the continued strength of the Group’s market position, diversified origination channels and ability to attract and retain quality borrowers. This growth was achieved despite a subdued market environment which demonstrates the resilience of the Group's business model.

Gross margin reduced from 49.6% to 45.8% reflecting continued competitive pressures within the lending market, changes in product mix and the impact of funding costs on overall profitability. Management remained focused on balancing growth objectives with prudent risk-adjusted returns thereby protecting long-term value.

Administrative expenses increased from £7.1 million to £8.8 million. This increase included a £383,000 (2024: £81,000) write-off of interest charged on loans written in prior years. The Group continues its record of never having incurred any capital losses. In addition, the Group continues its investment in additional headcount and organisational capability to support future growth. The Board considers these investments strategic in nature and necessary to ensure the business has sufficient capacity, technological expertise and infrastructure to manage higher transaction volumes anticipated in future periods.

The Group’s share of profits from its associated undertaking increased significantly from £0.31 million to £0.65 million, reflecting strong performance within the associate and enhancing the Group's overall profitability.

As a result of the above factors, profit before taxation increased from £2.9 million to £3 million. While the increase was modest, the Board regards this as a positive outcome given the economic conditions experienced during the year and the level of investment made to support future expansion.

ROMACO LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -

Strategic Progress

The Board's strategy remains centred on creating a scalable, institutionally robust business capable of generating sustainable long-term value for shareholders.

Key strategic achievements during the year included:

The Board continued to focus on developing a business capable of supporting larger volumes without a proportional increase in operating costs. Investment decisions during the year were therefore taken with a long-term view, prioritising scalability, operational resilience and future profitability.

Following the year end the Group has further enhanced its institutional funding lines with Nat West, Shawbrook and Paragon banks, as well as The Cambridge Building Society, and has entered into a significant new 5-year forward flow funding line with JP Morgan. This will allow the Group to provide longer term Commercial Mortgages and Term Products which will further enhance its Customer for Life strategy.

Principal risks and uncertainties

The Group may be affected by a number of risks, not all of which are under its control, the primary risks being noted below.

Credit risk

The primary risk relates to the potential financial loss arising from net realisations from the security supporting the Group’s loans being insufficient to cover a loan in full. This risk is mitigated by prudent, yet commercial, underwriting processes. This involves strict vetting of borrowers, the purpose for which a loan is to be used and the ultimate repayment strategy a borrower employs to exit a loan. Collateral security is taken, where appropriate, to increase the level of cover. Loan to value (LTV), Loan to Cost (LTC) and Loan to Gross Development Value (LTGDV) covenants which are offered to customers are constantly reviewed in line with market conditions and are adjusted appropriately. Consequently, at 31 December 2025 weighted average LTV’s across the bridging and BTL loan portfolio were at a very prudent level of 57% (2024: 57%), with weighted average LTVs, LTCs and LTGDVs at 44% (2024: 40%), 52% (2024: 54%) and 45% (2024: 48%) respectively on development finance. All loans are strictly monitored throughout the contract period to ensure that a borrower’s ultimate repayment strategy remains viable. Swift action is taken to support customers where either projects are faltering, payments are missed on BTL loans or an exit route becomes doubtful.

Management is comfortable that its risk management processes are suitably robust and the directors are pleased to report that there have been no capital or interest losses during the period under review and therefore a reserve for potential losses at the period end is not considered necessary. This continues the Group’s enviable record of default levels well below the industry average and never having incurred a capital or interest loss since inception in 2010.

Inflation and property market risks

In October 2021, the Group tightened criteria on many of its products, strengthened stress testing and withdrew all fixed rate products from the market. Since it was clear that during the period, inflation remained a risk, management did not loosen the Group’s criteria and currently have no intention to do so.

ROMACO LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -

Interest rate risk

Throughout the period both the interest charged to borrowers and the interest levied by our funding providers has largely been on a variable basis. Group profitability is protected because interest charged to borrowers is subject to a collar, which means that they cannot fall below a certain level irrespective of reductions in Base Rates.

Liquidity risk

The Group treasury function is tasked with maintaining sufficient liquidity to meet its contracted obligations. Cash balances are maintained at a level that is around 3% of the gross loan balance or sufficient to cover at least 5 months of operational expenditure including loan interest payments, payroll and broker fees. As further mitigation against liquidity risk management have negotiated favourable “wet funding” facilities from the Group’s fund providers which covers the loan value in advance of cash being remitted to the borrower.

Operational risk

Operational risk is defined as the loss or adverse impact to the business including but not limited to fraud, cyber attacks, GDPR breaches or general process failures. The Group maintains a number of internal committees that report to the Main Board on subjects including Cyber and Information Security, Data Protection and aspects of regulatory compliance. In addition, a rolling staff training program exists to ensure that all members of staff are up to date with subject matters such as AML, KYC and GDPR.

The Main Board includes non-executive directors responsible for monitoring the compliance of operational management in respect of all the above subject matters and, in line with the requirements of the institutional funding lines, processes and procedures are audited 3 to 4 times per year.

In response to recent issues faced by the industry, the Main Board commissioned an audit of the entire loan book to ensure that there have been no double pledging of loans and that there are adequate controls in place that will prevent this ever happening. The audit that has been recently completed gave a clean bill of health in this respect.

ROMACO LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -

Governance and Investment in Employees

The adoption of ESG is at the heart of the business and in particular investment in our staff. Employee led committees continue to take a lead on matters such as diversity and inclusion, colleague engagement, the environment and social matters. Each committee is led by a member of the senior team.

The senior team reports to the Main Board via the ExCo board.

It is a corporate goal to develop our people and to attract and retain the best talent in the industry, allowing our colleagues to grow their careers at Roma. Various initiatives to support staff include:

·Adoption of hybrid working model and buddy system for new starters and departmental collaboration

·Mental Health First aiders available to support fellow colleagues where necessary

·Employee Assistance Programme (EAP) which provides a 24/7 GP helpline and up to 8 free sessions of counselling

·Monthly and annual colleague awards for excellence

·Recruitment of interns, work experience students and graduates

·Achieving accreditation by the ICAEW to train new accountants with the ACA qualification

All staff are enrolled in an annual training programme encompassing industry essentials such as AML, Data Protection Regulations and Cyber Awareness. This is a formal training programme and is mandatory for all staff.

Product development

It is our vision to create a best in class, values-based work environment where colleagues go above and beyond to provide an exceptional customer journey. We have three separate sales teams to support brokers, packagers, networks, direct customers and build new affinity partnerships, such as property training businesses and trade bodies of associated industries. This, coupled with our ‘customer for life’ and ‘borrower first’ strategies continue to grow the levels of repeat business which is now approaching 30% of our annual originations. As we move into the new financial year we continue to add to our established product suite including medium and long term commercial mortgages.

 

Technology and Management Information Systems

The continued growth of the business has been facilitated by significant investment in Technology. We continue to invest in our back office team and in the last year have seamlessly replaced and upgraded the Loan Management system. We continue to enhance our cyber resilience and disaster recovery and over the next few months will complete a major new project that will significantly improve the full quote to completion journey for our customers.

ROMACO LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -
Key performance indicators

The Key Performance indicators of the business which are all aligned to employee performance are considered to be:

 

12 months to 31 December 2025

12 months to 31 December 2024

Loan Originations

£205m

£158m

Loan Redemptions

£153m

£117m

Revenue

£26m

£21.1m

Profit Before Taxation

£3.0m

£2.9m

Loan Book (including forward flow)

£226m

£173m

These KPI’s are reported on and discussed at both the EXCO and Main Board on a monthly basis. The Directors are satisfied that the level of funding and human resources will enable future growth in both the size of the loan book and profit before taxation.

Looking to the future

With the governmental pledge to create 1.5 million new homes over the next five years, the Roma Group is well-placed to play its part in financing SME housebuilders and property professionals while they endeavour to help solve the UK’s housing crisis.

On behalf of the board

K J Richardson
Director
2 September 2026
ROMACO LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 6 -

The directors present their annual report and financial statements for the year ended 31 December 2025.

Results and dividends

The results for the year are set out on page 11.

Ordinary dividends were paid amounting to £1,100,000. The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

P I Hodari
S J Marshall
K J Richardson
M Severs
M Allison
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

Medium-sized group exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized group exemption.

On behalf of the board
K J Richardson
Director
2 September 2026
ROMACO LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 7 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

United Kingdom company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare the group and parent company 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 group and parent company, and of the profit or loss of the group for that period.

In preparing these financial statements, the directors are required to:

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

ROMACO LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ROMACO LIMITED
- 8 -
Opinion

We have audited the financial statements of Romaco Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company statement of cash flows and notes to the financial statements, including 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:

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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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 group's and 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 auditor's 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.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

ROMACO LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF ROMACO LIMITED
- 9 -
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 their environment obtained in the course of the audit, we have not identified material misstatements in the 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:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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 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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's 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 auditor's 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 financial statements.

ROMACO LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF ROMACO LIMITED
- 10 -

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.

 

 

 

 

 

 

 

 

 

Due to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing fraud or non-compliance with laws and regulations and cannot be expected to detect all fraud and non-compliance with laws and regulations.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the parent 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 parent company’s members those matters we are required to state to them in an auditor's 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Jonathan Brodie FCA (Senior Statutory Auditor)
For and on behalf of Lopian Gross Barnett & Co, Statutory Auditor
Chartered Accountants
1st Floor, Cloister House
Riverside
New Bailey Street
Manchester
M3 5FS
2 September 2026
ROMACO LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 11 -
2025
2024
Notes
£
£
Turnover
3
25,934,957
21,120,258
Cost of sales
(14,061,524)
(10,628,180)
Gross profit
11,873,433
10,492,078
Administrative expenses
(8,786,018)
(7,095,998)
Other operating income
425,000
445,000
Operating profit
4
3,512,415
3,841,080
Share of profits of associates
648,205
312,959
Interest receivable and similar income
6
12,975
8,173
Interest payable and similar expenses
7
(1,172,374)
(1,250,279)
Profit before taxation
3,001,221
2,911,933
Tax on profit
8
(591,528)
(664,584)
Profit for the financial year
2,409,693
2,247,349
Profit for the financial year is attributable to:
- Owners of the parent company
2,411,960
2,250,243
- Non-controlling interests
(2,267)
(2,894)
2,409,693
2,247,349
ROMACO LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
2025
2024
£
£
Profit for the year
2,409,693
2,247,349
Other comprehensive income
-
-
Total comprehensive income for the year
2,409,693
2,247,349
Total comprehensive income for the year is attributable to:
- Owners of the parent company
2,411,960
2,250,243
- Non-controlling interests
(2,267)
(2,894)
2,409,693
2,247,349
ROMACO LIMITED
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 13 -
2025
2024
Notes
£
£
£
£
Fixed assets
Intangible assets
10
13,337
7,681
Tangible assets
11
151,468
104,362
Investments
12
641,960
693,755
806,765
805,798
Current assets
Stocks
15
327,056
329,534
Debtors
16
158,882,747
113,306,907
Cash at bank and in hand
6,855,981
14,005,701
166,065,784
127,642,142
Creditors: amounts falling due within one year
17
(108,432,041)
(76,367,383)
Net current assets
57,633,743
51,274,759
Total assets less current liabilities
58,440,508
52,080,557
Creditors: amounts falling due after more than one year
18
(44,434,617)
(38,962,911)
Provisions for liabilities
Deferred tax liability
21
36,545
26,091
(36,545)
(26,091)
Net assets excluding related party loans
13,969,346
13,091,555
Related party loans
18
(5,004,194)
(5,434,721)
Net assets
8,965,152
7,656,834
Capital and reserves
Called up share capital
23
116
116
Share premium account
96,066
97,441
Profit and loss reserves
8,875,986
7,564,026
Equity attributable to owners of the parent company
8,972,168
7,661,583
Non-controlling interests
(7,016)
(4,749)
8,965,152
7,656,834

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

ROMACO LIMITED
GROUP BALANCE SHEET (CONTINUED)
AS AT
31 DECEMBER 2025
31 December 2025
- 14 -
The financial statements were approved by the board of directors and authorised for issue on 2 September 2026 and are signed on its behalf by:
02 September 2026
K J Richardson
Director
Company registration number 07232590 (England and Wales)
ROMACO LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 15 -
2025
2024
Notes
£
£
£
£
Fixed assets
Intangible assets
10
13,337
7,681
Tangible assets
11
151,468
104,362
Investments
12
130
130
164,935
112,173
Current assets
Debtors
16
6,095,862
5,520,532
Cash at bank and in hand
737,706
865,348
6,833,568
6,385,880
Creditors: amounts falling due within one year
17
(1,192,490)
(841,313)
Net current assets
5,641,078
5,544,567
Total assets less current liabilities
5,806,013
5,656,740
Creditors: amounts falling due after more than one year
18
-
(28,355)
Provisions for liabilities
Deferred tax liability
21
36,545
26,091
(36,545)
(26,091)
Net assets excluding related party loans
5,769,468
5,602,294
Related party loans
18
(3,557,260)
(3,587,787)
Net assets
2,212,208
2,014,507
Capital and reserves
Called up share capital
23
116
116
Share premium account
96,066
97,441
Profit and loss reserves
2,116,026
1,916,950
Total equity
2,212,208
2,014,507

As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £1,299,075 (2024 - £852,428 profit).

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

ROMACO LIMITED
COMPANY BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2025
31 December 2025
- 16 -
The financial statements were approved by the board of directors and authorised for issue on 2 September 2026 and are signed on its behalf by:
02 September 2026
K J Richardson
Director
Company registration number 07232590 (England and Wales)
ROMACO LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 17 -
Share capital
Share premium account
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
£
Balance at 1 January 2024
100
-
0
5,913,783
5,913,883
(1,855)
5,912,028
Period ended 31 December 2024:
Profit and total comprehensive income
-
-
2,250,243
2,250,243
(2,894)
2,247,349
Issue of share capital
23
16
97,441
-
97,457
-
97,457
Dividends
9
-
-
(600,000)
(600,000)
-
(600,000)
Balance at 31 December 2024
116
97,441
7,564,026
7,661,583
(4,749)
7,656,834
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
2,411,960
2,411,960
(2,267)
2,409,693
Dividends
9
-
-
(1,100,000)
(1,100,000)
-
(1,100,000)
Reduction of shares
23
-
(1,375)
-
(1,375)
-
(1,375)
Balance at 31 December 2025
116
96,066
8,875,986
8,972,168
(7,016)
8,965,152
ROMACO LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 18 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
100
-
0
1,664,522
1,664,622
Period ended 31 December 2024:
Profit and total comprehensive income for the period
-
-
852,428
852,428
Issue of share capital
23
16
97,441
-
97,457
Dividends
9
-
-
(600,000)
(600,000)
Balance at 31 December 2024
116
97,441
1,916,950
2,014,507
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
1,299,076
1,299,076
Dividends
9
-
-
(1,100,000)
(1,100,000)
Reduction of shares
23
-
(1,375)
-
(1,375)
Balance at 31 December 2025
116
96,066
2,116,026
2,212,208
ROMACO LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 19 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
28
(33,527,142)
(13,966,274)
Interest paid
(1,172,374)
(1,250,279)
Income taxes paid
(731,920)
(999,603)
Net cash outflow from operating activities
(35,431,436)
(16,216,156)
Investing activities
Purchase of intangible assets
(36,133)
-
Purchase of tangible fixed assets
(109,893)
(56,836)
Purchase of subsidiaries, net of cash acquired
-
(1)
Dividends received from associate
700,000
-
Interest received
12,975
8,173
Net cash generated from/(used in) investing activities
566,949
(48,664)
Financing activities
(Repayment)/proceeds of borrowings
1,934,473
(4,256,859)
(Repayment)/proceeds of bank loans
26,885,109
29,287,963
Payment of finance leases obligations
(4,815)
(9,631)
Dividends paid to equity shareholders
(1,100,000)
(600,000)
Net cash generated from financing activities
27,714,767
24,421,473
Net (decrease)/increase in cash and cash equivalents
(7,149,720)
8,156,653
Cash and cash equivalents at beginning of year
14,005,701
5,849,048
Cash and cash equivalents at end of year
6,855,981
14,005,701
ROMACO LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
29
(762,575)
(80,894)
Interest paid
(407,349)
(457,715)
Income taxes refunded
259,068
111,078
Net cash outflow from operating activities
(910,856)
(427,531)
Investing activities
Purchase of intangible assets
(36,133)
-
0
Purchase of tangible fixed assets
(109,893)
(56,836)
Purchase of subsidiaries
-
0
(1)
Interest received
11,327
8,015
Dividends received
2,053,255
1,228,000
Net cash generated from investing activities
1,918,556
1,179,178
Financing activities
Proceeds from borrowings
(30,527)
152,251
Payment of finance leases obligations
(4,815)
(9,631)
Dividends paid to equity shareholders
(1,100,000)
(600,000)
Net cash used in financing activities
(1,135,342)
(457,380)
Net (decrease)/increase in cash and cash equivalents
(127,642)
294,267
Cash and cash equivalents at beginning of year
865,348
571,081
Cash and cash equivalents at end of year
737,706
865,348
ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 21 -
1
Accounting policies
Company information

Romaco Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 15 Carnarvon Street, Manchester, M3 1HJ.

 

The group consists of Romaco Limited and all of its subsidiaries.

1.1
Basis of preparation

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.

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, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Romaco Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in associates.

 

All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.

ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 22 -

Investments in associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in associates include acquired goodwill.

 

If the group’s share of losses in an associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the associate.

 

Unrealised gains arising from transactions with associates are eliminated to the extent of the group’s interest in the entity.

1.4
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group and parent company have 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.

1.5
Revenue

Fee income represents interest and fees receivable from financial lending contracts. Revenue is recognised as earned when, and to the extent that, the company obtains the right to consideration in exchange for its performance under these contracts. It is measured at the fair value of the right to consideration, which represents amounts chargeable to customers.

1.6
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Software
50% straight line
1.7
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Fixtures and fittings
33% straight line
Computers
33% straight line
Motor vehicles
25% straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 23 -
1.8
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries and associates are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

 

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method.

 

In the parent company financial statements, investments in associates are accounted for at cost less impairment.

1.9
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs. The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

1.10
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

 

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.11
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.

ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 24 -
1.12
Financial instruments

The group 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 group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and 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.

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 group 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.

1.13
Equity instruments

Equity instruments issued by the group 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 group.

1.14
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 25 -
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.15
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.17
Leases
As lessee

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

2
Judgements and key sources of estimation uncertainty

In the application of the group’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.

ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 26 -
3
Turnover
2025
2024
£
£
Turnover analysed by class of business
Interest and fees on lending
25,934,957
21,120,258
2025
2024
£
£
Other revenue
Interest income
12,975
8,173

All turnover is derived in the United Kingdom.

4
Operating profit
2025
2024
£
£
Operating profit for the year is stated after charging/(crediting):
Interest write offs
383,179
-
Fees payable to the group's auditor for the audit of the group's financial statements
6,700
6,600
Depreciation of tangible fixed assets
31,601
41,061
Profit on disposal of tangible fixed assets
(1,984)
-
Amortisation of intangible assets
30,477
695
5
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
71
65
71
65

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
4,237,335
3,622,762
4,237,335
3,622,762
Social security costs
543,232
396,213
543,232
396,213
Pension costs
127,598
194,052
127,598
194,052
4,908,165
4,213,027
4,908,165
4,213,027
ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 27 -
6
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
11,327
8,015
Other interest income
1,648
158
Total income
12,975
8,173
2025
2024
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
11,327
8,015
7
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Other interest on financial liabilities
406,901
456,818
Other finance costs:
Interest on finance leases and hire purchase contracts
448
897
Other interest
765,025
792,564
Total finance costs
1,172,374
1,250,279
8
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
581,073
661,877
Adjustments in respect of prior periods
-
0
857
Total current tax
581,073
662,734
Deferred tax
Origination and reversal of timing differences
10,455
1,850
Total tax charge
591,528
664,584
ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
8
Taxation
(Continued)
- 28 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
Profit before taxation
3,001,221
2,911,933
Expected tax charge based on the standard rate of corporation tax in the UK of 25% (2024: 25%)
750,305
727,983
Effects of:
Expenses that are not deductible in determining taxable profit
9,881
14,011
Income not taxable in determining taxable profit
(162,051)
(78,240)
Unutilised tax losses carried forward
1,620
2,067
Adjustments in respect of prior years
-
0
857
Permanent capital allowances in excess of depreciation
(18,251)
(3,944)
Tax at marginal rate
(431)
-
0
Deferred tax
10,455
1,850
Taxation charge in the financial statements
591,528
664,584
9
Dividends
2025
2024
Recognised as distributions to equity holders:
£
£
Final paid
1,100,000
600,000
10
Intangible fixed assets
Group
Software
£
Cost
At 1 January 2025
26,199
Additions - internally developed
36,133
At 31 December 2025
62,332
Amortisation and impairment
At 1 January 2025
18,518
Amortisation charged for the year
30,477
At 31 December 2025
48,995
ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
10
Intangible fixed assets
(Continued)
- 29 -
Carrying amount
At 31 December 2025
13,337
At 31 December 2024
7,681
Company
Software
£
Cost
At 1 January 2025
26,199
Additions - internally developed
36,133
At 31 December 2025
62,332
Amortisation and impairment
At 1 January 2025
18,518
Amortisation charged for the year
30,477
At 31 December 2025
48,995
Carrying amount
At 31 December 2025
13,337
At 31 December 2024
7,681
11
Tangible fixed assets
Group
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
Cost
At 1 January 2025
44,206
208,101
77,062
329,369
Additions
59,732
50,161
-
0
109,893
Disposals
-
0
-
0
(77,062)
(77,062)
At 31 December 2025
103,938
258,262
-
0
362,200
Depreciation and impairment
At 1 January 2025
42,822
142,923
39,262
225,007
Depreciation charged in the year
1,028
23,959
6,614
31,601
Eliminated in respect of disposals
-
0
-
0
(45,876)
(45,876)
At 31 December 2025
43,850
166,882
-
0
210,732
Carrying amount
At 31 December 2025
60,088
91,380
-
0
151,468
At 31 December 2024
1,384
65,178
37,800
104,362
ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
11
Tangible fixed assets
(Continued)
- 30 -
Company
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
Cost
At 1 January 2025
44,206
208,101
77,062
329,369
Additions
59,732
50,161
-
0
109,893
Disposals
-
0
-
0
(77,062)
(77,062)
At 31 December 2025
103,938
258,262
-
0
362,200
Depreciation and impairment
At 1 January 2025
42,822
142,923
39,262
225,007
Depreciation charged in the year
1,028
23,959
6,614
31,601
Eliminated in respect of disposals
-
0
-
0
(45,876)
(45,876)
At 31 December 2025
43,850
166,882
-
0
210,732
Carrying amount
At 31 December 2025
60,088
91,380
-
0
151,468
At 31 December 2024
1,384
65,178
37,800
104,362
12
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
13
-
0
-
0
81
81
Investments in associates
14
641,960
693,755
49
49
641,960
693,755
130
130
Movements in fixed asset investments
Group
Shares in associates
£
Cost or valuation
At 1 January 2025
693,755
Share of profit
648,205
Dividends received
(700,000)
At 31 December 2025
641,960
Carrying amount
At 31 December 2025
641,960
At 31 December 2024
693,755
ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
12
Fixed asset investments
(Continued)
- 31 -
Movements in fixed asset investments
Company
Shares in subsidiaries and associates
£
Cost or valuation
At 1 January 2025 and 31 December 2025
130
Carrying amount
At 31 December 2025
130
At 31 December 2024
130
13
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
Romaco SPV 1 Limited
England & Wales
Ordinary
100.00
Romaco SPV 2 Limited
England & Wales
Ordinary
100.00
Romaco SPV 3 Limited
England & Wales
Ordinary
100.00
Romaco SPV 4 Limited
England & Wales
Ordinary
100.00
Romaco SPV 5 Limited
England & Wales
Ordinary
100.00
Romaco SPV 6 Limited
England & Wales
Ordinary
100.00
Romaco SPV 8 Limited
England & Wales
Ordinary
100.00
Romaco SPV 9 Limited
England & Wales
Ordinary
100.00
Roma Planning Limited
England & Wales
Ordinary
65.00
Romaco SPV 10 Limited
England & Wales
Ordinary
100.00
14
Associates

Details of associates at 31 December 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Romaco SPV 7 Limited
England & Wales
Ordinary
49

For the year ended 31 December 2025, Romaco SPV 7 Ltd recognised a profit of £648,205.

15
Stocks
Group
Company
2025
2024
2025
2024
£
£
£
£
Finished goods and goods for resale
327,056
329,534
-
0
-
0
ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
15
Stocks
(Continued)
- 32 -

The carrying amount of stock is property held for sale.

16
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
148,586,730
108,764,583
7,826
95,576
Unpaid share capital
96,197
97,572
96,182
97,557
Corporation tax recoverable
-
0
50,144
-
0
-
0
Amounts owed by group undertakings
-
0
-
0
4,133,446
4,123,493
Amounts owed by undertakings in which the company has a participating interest
45,000
130,000
45,000
130,000
Other debtors
548,625
38,110
-
0
-
0
Prepayments and accrued income
9,606,195
4,226,498
1,813,408
1,073,906
158,882,747
113,306,907
6,095,862
5,520,532
17
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans
19
85,783,473
62,033,425
-
0
-
0
Obligations under finance leases
20
-
0
9,630
-
0
9,630
Trade creditors
142,044
101,402
142,044
96,002
Amounts owed to group undertakings
-
0
-
0
251,913
100,000
Amounts owed to undertakings in which the group has a participating interest
60,976
60,976
-
0
-
0
Corporation tax payable
188,640
389,630
-
0
-
0
Other taxation and social security
151,543
121,847
151,543
121,847
Other creditors
15,257,745
10,625,952
8,658
1,926
Accruals and deferred income
6,847,620
3,024,521
638,332
511,908
108,432,041
76,367,383
1,192,490
841,313
18
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans and overdrafts
19
29,069,617
25,934,556
-
0
-
0
Obligations under finance leases
20
-
0
28,355
-
0
28,355
Other borrowings
19
15,365,000
13,000,000
-
-
44,434,617
38,962,911
-
28,355
ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 33 -
19
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Bank loans
114,853,090
87,967,981
-
0
-
0
Other loans
15,365,000
13,000,000
-
-
130,218,090
100,967,981
-
-
Payable within one year
85,783,473
62,033,425
-
0
-
0
Payable after one year
44,434,617
38,934,556
-
-
The loans are secured by fixed charges over the assets of the company.
ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
19
Loans and overdrafts
(Continued)
- 34 -
Related party loans
Group
Company
2025
2024
2025
2024
£
£
£
£
Other creditors
5,004,194
5,434,721
3,557,260
3,585,787
5,004,194
5,434,721
3,557,260
3,585,787
20
Finance lease obligations
Group
Company
2025
2024
2025
2024
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
-
0
9,630
-
0
9,630
In two to five years
-
0
28,355
-
0
28,355
-
37,985
-
37,985
21
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company:

Liabilities
Liabilities
2025
2024
Group
£
£
Accelerated capital allowances
36,545
26,091
Liabilities
Liabilities
2025
2024
Company
£
£
Accelerated capital allowances
36,545
26,091
Group
Company
2025
2025
Movements in the year:
£
£
Liability at 1 January 2025
26,091
26,091
Charge to profit or loss
10,454
10,454
Liability at 31 December 2025
36,545
36,545
ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
21
Deferred taxation
(Continued)
- 35 -

The deferred tax liability set out above is expected to reverse within 3 years and relates to accelerated capital allowances.

22
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
127,598
194,052

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

23
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and not fully paid
Ordinary A shares of 1p each
7,123
7,123
71
71
Ordinary B Shares of 1p each
2,877
2,877
29
29
Ordinary C Shares of 0.01p each
154,970
157,188
16
16
164,970
167,188
116
116

During the year, the company cancelled 2,218 of its Ordinary C Shares.

 

During the prior year, the company reclassified the Ordinary Shares to Ordinary A & B Shares and issued 157,188 1p Ordinary C Shares.

24
Financial commitments, guarantees and contingent liabilities

The company is subject to charges from Shawbrook Bank Limited, British Business Investments Limited, TMF Trustees Limited, The Greater Manchester Combined Authority, LGB & Co Limited, Cambridge Building Society and Natwest Plc in regards to monies lent to subsidiaries of Romaco Limited.

25
Events after the reporting date

There were no events after the reporting period end date which require disclosure at the balance sheet date.

26
Related party transactions
Transactions with related parties
Management fees received
2025
2024
£
£
Company
Entities over which the entity has control, joint control or significant influence
425,000
445,000
ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
26
Related party transactions
(Continued)
- 36 -

The following amounts were outstanding at the reporting end date:

Amounts due to related parties
2025
2024
£
£
Group
Entities over which the group has control, joint control or significant influence
60,976
60,976
Other related parties
4,000,000
4,000,000
Company
Entities over which the company has control, joint control or significant influence
251,913
100,000
Other related parties
2,803,066
2,803,066

The following amounts were outstanding at the reporting end date:

Amounts due from related parties
2025
2024
Balance
Balance
£
£
Group
Entities over which the group has control, joint control or significant influence
45,000
130,000
Company
Entities over which the company has control, joint control or significant influence
4,178,446
4,253,493
27
Ultimate controlling party

The ultimate controlling party is Mr P Hodari.

ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 37 -
28
Cash absorbed by group operations
2025
2024
£
£
Profit after taxation
2,409,693
2,247,349
Adjustments for:
Share of results of associates and joint ventures
(648,205)
(312,959)
Taxation charged
591,528
664,584
Finance costs
1,172,374
1,250,279
Investment income
(12,975)
(8,173)
Gain on disposal of tangible fixed assets
(1,984)
-
Amortisation and impairment of intangible assets
30,477
695
Depreciation and impairment of tangible fixed assets
31,601
41,061
Movements in working capital:
Decrease/(increase) in stocks
2,478
(41,915)
Increase in debtors
(45,627,359)
(17,725,042)
Increase/(decrease) in creditors
8,525,230
(82,153)
Cash absorbed by operations
(33,527,142)
(13,966,274)
29
Cash absorbed by operations - company
2025
2024
£
£
Profit after taxation
1,299,076
852,428
Adjustments for:
Taxation credited
(248,614)
(109,228)
Finance costs
407,349
457,715
Investment income
(2,064,582)
(1,236,015)
Gain on disposal of tangible fixed assets
(1,984)
-
Amortisation and impairment of intangible assets
30,477
695
Depreciation and impairment of tangible fixed assets
31,601
41,061
Movements in working capital:
Increase in debtors
(576,705)
(239,816)
Increase in creditors
360,807
152,266
Cash absorbed by operations
(762,575)
(80,894)
ROMACO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 38 -
30
Analysis of changes in net debt - group
1 January 2025
Cash flows
31 December 2025
£
£
£
Cash at bank and in hand
14,005,701
(7,149,720)
6,855,981
Borrowings excluding overdrafts
(106,402,702)
(28,819,582)
(135,222,284)
Payment of finance leases obligations
(37,985)
37,985
-
(92,434,986)
(35,931,317)
(128,366,303)
31
Analysis of changes in net debt - company
1 January 2025
Cash flows
31 December 2025
£
£
£
Cash at bank and in hand
865,348
(127,642)
737,706
Borrowings excluding overdrafts
(3,587,787)
30,527
(3,557,260)
Payment of finance leases obligations
(37,985)
37,985
-
(2,760,424)
(59,130)
(2,819,554)
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