REGISTERED NUMBER: 02432459 (England and Wales)

Group Strategic Report,

Report of the Directors and

Consolidated Financial Statements

for the Year Ended 31 December 2025

for

GARDINER (HOLDINGS) LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Consolidated Income Statement

8

Consolidated Other Comprehensive Income

9

Consolidated Balance Sheet

10

Company Balance Sheet

11

Consolidated Statement of Changes in Equity

12

Company Statement of Changes in Equity

13

Consolidated Cash Flow Statement

14

Notes to the Consolidated Cash Flow Statement

15

Notes to the Consolidated Financial Statements

17

DIRECTORS:

J Watson

A G P Allen

SECRETARY:

J Watson

REGISTERED OFFICE:

9 College Fields

Clifton

Bristol

BS8 3HP

REGISTERED NUMBER:

02432459 (England and Wales)

AUDITORS:

Gravita Audit Western Limited

Chartered Accountants and Statutory Auditors

2nd Floor, South

One Castle Park

Tower Hill

Bristol

BS2 0JA

The directors present their strategic report of the company and the group for the year ended 31 December 2025.

REVIEW OF BUSINESS

The principal activity of the group is the operation of home improvement centres in Bristol and Cirencester. The Cirencester centre was permanently closed during the year.

The results for the group show turnover for the year £5,608,001 (2024: £7,411,592) resulting in a loss before taxation of £648,418 (2024: £470,234 profit).

The loss for the year arose principally from the operating performance of the Cirencester centre and the decision to permanently close the site. The closure resulted in one-off costs, including redundancy costs, stock write-offs and losses on the disposal of freehold property, which had a significant adverse impact on the results for the year.

As at 31 December 2025, the group reported a surplus on its closed Defined Benefit Pension scheme of £1,544,450 (2024: £1,523,700).

The group's statement of Comprehensive Income has reported an actuarial loss for the year of £60,006 (2024: £124,400 profit) before tax. The principal actuarial assumption change being the use of a discount rate of 5.2% (2024: 5.3%).

The directors do not recommend a payment of a dividend for the year.

Shareholders' funds totalled £13,061,189 as at 31 December 2025 (2024: £13,690,986).

PRINCIPAL RISKS AND UNCERTAINTIES

The principal risks to the business are changing shopping habits and structural cost increases above inflation.

The company's policy of operating from freehold premises and holding significant cash balances mitigates these risks, however, during the year the company made the decision to close the Cirencester store as this was deemed to be unviable in the long term.

The Bristol operation is less affected and continues to trade profitably.

FINANCIAL RISK MANAGEMENT

The Directors' objective is to minimise financial risk. The key policy used to achieve this objective is to hold a substantial positive cash balance and control operating costs.

KEY PERFORMANCE INDICATORS

Given the straightforward nature of the business, other than the indicators shown above, we are of the opinion that further analysis using key performance indicators is not necessary for an understanding of the development, performance or position of the business.

ON BEHALF OF THE BOARD:

J Watson - Director

7 September 2026

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

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was the operation of home improvement centres in Bristol and Cirencester.

DIVIDENDS

The dividend proposed and paid in respect of the year ended 31 December 2025 is £nil (2024: £nil).

DIRECTORS

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

J Watson

A G P Allen

EMPLOYEES

Applications for employment by disabled persons are always fully considered, bearing in mind the respective aptitudes and abilities of the applicant concerned. In the event of members of staff becoming disabled every effort is made to ensure that their employment with the group continues and the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of a disabled person should, as far as possible, be identical to that of a person who does not suffer from a disability.

The group's policy is to continue to develop its communications with all employees, to inform them on matters of concern to them as employees and to promote awareness of the financial and economic factors affecting the performance of the group and subject to practical and commercial considerations, to consult them on decisions that affect their current jobs or future prospects.

GOING CONCERN

The financial statements have been prepared on a going concern basis.

The directors have reviewed and considered relevant information in making their assessment. Based on these assessments, given the measures that could be undertaken to mitigate the current economic conditions, and the current resources available, the directors have concluded that they can continue to adopt the going concern basis in preparing the annual report and accounts.

DISCLOSURE IN THE STRATEGIC REPORT

The Companies Act 2006 (Strategic Report and Directors' Report) regulations 2013 requires a Strategic Report to be prepared. Where mandatory disclosures in the Directors' Report are considered by the directors to be of strategic importance these have been included within the Strategic Report rather than the Directors' Report in accordance with s.414C (11) Companies Act 2006.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

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

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

ON BEHALF OF THE BOARD:

J Watson - Director

7 September 2026

Opinion

We have audited the financial statements of Gardiner (Holdings) Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2025 and of the group's loss for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

-	the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

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

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

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

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regularities. 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:

- We obtained an understanding of the legal and regulatory frameworks applicable to the company and the sector in which it operates. We determined the following laws and regulations of most significance were: Companies Act 2006, UKGAAP, and UK corporate taxation laws.

-We obtained an understanding of how the company complies with those legal and regulatory frameworks by making inquiries of management.

-We assessed the susceptibility of the company's financial statements to material misstatement, including how fraud might occur.

Audit procedures performed by the engagement team included:

-Identifying and assessing the effectiveness of controls management has in place to prevent and detect fraud;

-Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process;

-Challenging assumptions and judgements made by management in its significant accounting estimates;

-Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations; and

-Assessing the extent of compliance with the relevant laws and regulations.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations are from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusions.

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.

Matthew Bracher BSc FCA (Senior Statutory Auditor)

for and on behalf of Gravita Audit Western Limited

Chartered Accountants and Statutory Auditors

2nd Floor, South

One Castle Park

Tower Hill

Bristol

BS2 0JA

7 September 2026

TURNOVER

4

5,608,001

7,411,592

Cost of sales

(2,849,512

)

(3,704,715

)

GROSS PROFIT

2,758,489

3,706,877

Exceptional items

(618,715

)

-

Administrative expenses

(3,026,830

)

(3,465,996

)

OPERATING (LOSS)/PROFIT

6

(887,056

)

240,881

Interest receivable and similar income

7

157,882

169,053

Other finance income

18

80,756

60,300

(LOSS)/PROFIT BEFORE TAXATION

(648,418

)

470,234

Tax on (loss)/profit

8

63,625

(114,223

)

(LOSS)/PROFIT FOR THE FINANCIAL YEAR

(584,793

)

356,011

(Loss)/profit attributable to:

Owners of the parent

(584,793

)

356,011

(LOSS)/PROFIT FOR THE YEAR

(584,793

)

356,011

OTHER COMPREHENSIVE INCOME

Remeasurement of net defined benefit

liability

(60,006

)

124,400

Income tax relating to other comprehensive income

15,002

87,725

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

(45,004

)

212,125

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(629,797

)

568,136

Total comprehensive income attributable to:

Owners of the parent

(629,797

)

568,136

FIXED ASSETS

Tangible assets

11

6,201,159

7,911,115

Investments

12

-

-

6,201,159

7,911,115

CURRENT ASSETS

Stocks

13

366,929

1,419,964

Debtors

14

319,898

276,634

Investments

15

32,356

32,856

Cash at bank

6,252,418

4,456,209

6,971,601

6,185,663

CREDITORS

Amounts falling due within one year

16

(1,275,908

)

(1,554,567

)

NET CURRENT ASSETS

5,695,693

4,631,096

TOTAL ASSETS LESS CURRENT LIABILITIES

11,896,852

12,542,211

DEFERRED TAX

17

(380,113

)

(374,925

)

PENSION ASSET

19

1,544,450

1,523,700

NET ASSETS

13,061,189

13,690,986

CAPITAL AND RESERVES

Called up share capital

18

100,000

100,000

Capital redemption reserve

66,999

66,999

Retained earnings

12,894,190

13,523,987

SHAREHOLDERS' FUNDS

13,061,189

13,690,986

The financial statements were approved by the Board of Directors and authorised for issue on 7 September 2026 and were signed on its behalf by:

J Watson - Director

FIXED ASSETS

Tangible assets

11

-

-

Investments

12

1,404,890

1,404,890

1,404,890

1,404,890

CURRENT ASSETS

Debtors

14

8,181

49,199

Cash at bank

4,584,014

1,936,606

4,592,195

1,985,805

CREDITORS

Amounts falling due within one year

16

(27,111

)

(44,753

)

NET CURRENT ASSETS

4,565,084

1,941,052

TOTAL ASSETS LESS CURRENT LIABILITIES

5,969,974

3,345,942

CAPITAL AND RESERVES

Called up share capital

18

100,000

100,000

Retained earnings

5,869,974

3,245,942

SHAREHOLDERS' FUNDS

5,969,974

3,345,942

Company's profit for the financial year

2,624,032

283,129

The financial statements were approved by the Board of Directors and authorised for issue on 7 September 2026 and were signed on its behalf by:

J Watson - Director

Called up

Capital

share

Retained

redemption

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 January 2024

100,000

12,955,851

66,999

13,122,850

Changes in equity

Profit for the year

-

356,011

-

356,011

Other comprehensive income

-

212,125

-

212,125

Total comprehensive income

-

568,136

-

568,136

Balance at 31 December 2024

100,000

13,523,987

66,999

13,690,986

Changes in equity

Deficit for the year

-

(584,793

)

-

(584,793

)

Other comprehensive income

-

(45,004

)

-

(45,004

)

Total comprehensive income

-

(629,797

)

-

(629,797

)

Balance at 31 December 2025

100,000

12,894,190

66,999

13,061,189

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2024

100,000

2,962,813

3,062,813

Changes in equity

Profit for the year

-

283,129

283,129

Total comprehensive income

-

283,129

283,129

Balance at 31 December 2024

100,000

3,245,942

3,345,942

Changes in equity

Profit for the year

-

2,624,032

2,624,032

Total comprehensive income

-

2,624,032

2,624,032

Balance at 31 December 2025

100,000

5,869,974

5,969,974

Cash flows from operating activities

Cash generated from operations

1

291,860

899,326

Tax paid

(102,223

)

(40,058

)

Net cash from operating activities

189,637

859,268

Cash flows from investing activities

Purchase of tangible fixed assets

(19,306

)

(70,406

)

Sale of tangible fixed assets

1,467,496

-

Movement in investments

500

-

Interest received

157,882

169,053

Net cash from investing activities

1,606,572

98,647

Increase in cash and cash equivalents

1,796,209

957,915

Cash and cash equivalents at beginning of year

2

4,456,209

3,498,294

Cash and cash equivalents at end of year

2

6,252,418

4,456,209

1.	RECONCILIATION OF (LOSS)/PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2025

2024

£

£

(Loss)/profit before taxation

(648,418

)

470,234

Depreciation charges

43,356

29,929

Loss on disposal of fixed assets

218,410

-

Finance income

(238,638

)

(229,353

)

(625,290

)

270,810

Decrease in stocks

1,053,035

106,135

Decrease/(increase) in trade and other debtors

42,177

(40,903

)

(Decrease)/increase in trade and other creditors

(178,062

)

563,284

Cash generated from operations

291,860

899,326

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2025

31.12.25

1.1.25

£

£

Cash and cash equivalents

6,252,418

4,456,209

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

4,456,209

3,498,294

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.25

Cash flow

At 31.12.25

£

£

£

Net cash

Cash at bank

4,456,209

1,796,209

6,252,418

4,456,209

1,796,209

6,252,418

Liquid resources

Current asset investments

32,856

(500

)

32,356

32,856

(500

)

32,356

Total

4,489,065

1,795,709

6,284,774

1.	GENERAL INFORMATION

Gardiner (Holdings) Limited (`the Group') operates home improvement centres in Bristol and Cirencester in the UK. The Cirencester centre was permanently closed during the year.

The company is a private company limited by shares and is incorporated in England. The address of its registered office is 9 College Fields, Clifton, Bristol, BS8 3HP.

2.	STATEMENT OF COMPLIANCE

The Group and individual financial statements of Gardiner (Holdings) Limited and Subsidiary 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

These financial statements are prepared on the going concern basis, under the historical cost convention, and in accordance with the Companies Act 2006. The preparation of financial statements in conformity with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the company's accounting policies. The areas involving a higher degree of judgement or complexity, or areas, where assumptions and estimates are significant to the financial statements are disclosed in note 4.

The financial statements have been prepared on the historical cost convention. The principal accounting policies adopted are set out below.

Going concern

The financial statements have been prepared on a going concern basis. The directors have reviewed and considered relevant information, including the annual budget and future cash flows, in making their assessment.

Based on these assessments, given the measures that could be undertaken to mitigate the current economic conditions, and the current resources available, the directors have concluded that they can continue to adopt the going concern basis in preparing the annual report and accounts.

Basis of consolidation

The consolidated financial statements comprise the financial statements of the company and its subsidiary undertaking, Gardiner, Sons & Co., Limited.

The parent undertaking's profit and loss account has not been presented as permitted by Section 408 of the Companies Act 2006. The profit/(loss) is disclosed on pages 8 and 9.

Critical accounting judgements and key sources of estimation uncertainty

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.

Inventory provisioning

The company is a retailer of home improvement goods. As a result it is necessary to consider the recoverability of the cost of inventory and the associated provisioning required. When calculating the inventory provision, management considers the nature and condition of the inventory; as well as applying assumptions around anticipated saleability of finished goods.

Defined benefit pension scheme

The company has an obligation to pay pension benefits to certain employees. The cost of these benefits and the present value of the obligation depend on a number of factors, including; life expectancy, asset valuations and the discount rate on corporate bonds.

Management estimates these factors in determining the net pension obligation in the balance sheet. The assumptions reflect historical experience and current trends. See note 17 for the disclosures relating to the defined benefit pension scheme.

Turnover

Turnover represents sales to third parties and is determined by reference to the selling value of goods delivered and services rendered during the year, net of Value Added Tax. All turnover is derived from continuing operations from one class of business in the United Kingdom.

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

-

25% on cost and 10% on cost

Fixtures and fittings

-

20% on cost

No depreciation is provided on freehold properties, as the directors consider that the residual value of such properties is considerably in excess of the current carrying amounts. In order to confirm this, an impairment test has been carried out in accordance with section 27 of FRS102.

Stocks

Stocks of goods purchased for resale are valued at the lower of cost (net invoice price after all discounts) and net realisable value.

Cash and cash equivalents

Cash and cash equivalents 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.

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 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, which include trade and other debtors, amounts due from group undertakings and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost. Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Basic financial liabilities, including trade and other creditors and amounts due to group undertakings 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. Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. Financial liabilities are derecognised when, and only when, the company's contractual obligations are discharged, cancelled, or they expire.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Pension costs and other post-retirement benefits

(i) Defined benefit pension plan

The company operates a defined benefit plan for certain employees. On 31 March 2016 accrual of benefits ceased and all active members at that time became deferred members.

A defined benefit plan defines the pension benefit that the employee will receive on retirement, usually dependent upon several factors including age, length of service and remuneration.

The asset recognised in the balance sheet in respect of the defined benefit plan is the fair value of the plan assets at the reporting date less the present value of the defined benefit obligation at the end of the reporting date. The pension scheme surplus (to the extent that it is recoverable through reduced contributions in the future or refunds from the scheme) is recognised in full.

The defined benefit obligation is calculated using the projected unit credit method. Annually the company engages independent actuaries to calculate the obligation. The present value is determined by discounting the estimated future payments using market yields on high quality corporate bonds that are denominated in sterling and that have terms approximating the estimated period of the future payments ('discount rate').

The fair value of plan assets is measured in accordance with the FRS 102 fair value hierarchy and in accordance with the company's policy for similarly held assets. This includes the use of appropriate valuation techniques.

Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to other comprehensive income. These amounts together with the return on plan assets, less amounts included in net interest, are disclosed as 'Remeasurement of net defined benefit liability'.

The cost of the defined benefit plan, recognised in the profit and loss account as employee costs comprises of the cost of benefit changes, curtailments and settlements.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is recognised in profit or loss as 'Finance expense'.

(ii) Defined contribution pension plan

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations. The contributions are recognised as an expense when they are due. Amounts not paid are shown in accruals in the balance sheet. The assets of the plan are held separately from the company in independently administered funds.

Investments in subsidiaries

Fixed asset investments in subsidiaries are recognised in the balance sheet at historical cost.

4.

TURNOVER

The turnover and loss (2024 - profit) before taxation are attributable to the one principal activity of the company.

All of the turnover in the current and preceding year was generate in the UK.