Company registration number 12292422 (England and Wales)
DENBIES HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
DENBIES HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Mr C A White
Mr R S Potton
Secretary
Mr R S Potton
Company number
12292422
Registered office
London Road
Dorking
Surrey
RH5 6AA
Auditor
Sumer Audit
5 Peveril Court
6-8 London Road
Crawley
West Sussex
RH10 8JE
DENBIES HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 29
DENBIES HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

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

 

Results and performance

The directors are pleased with the business’s performance over the past year, as outlined in our key performance indicators. We prioritised investment in areas of the business with the greatest potential for sustainable growth and attractive returns, while driving margin expansion across those areas. This strategy is already generating an increase in operating profit and is progressing as planned, with only showing a modest reduction in turnover during the first two quarters as the transition took place.

 

The business maintains a healthy cash balance for operational and future investment opportunities and continues the upward trend in net asset value. The sustained profitability amid inflationary pressures and elevated interest rates reflects prudent financial governance and the underlying robustness of the business model.

 

During the year we welcomed a record 425,000 visitors to the estate to enjoy our wines and the increasing number of experiences we have to offer.

 

Business environment

We are experiencing anticipated levels of income in line with our 2026 forecast.

 

Wine sales remain strong, with a well-balanced order book across our customer base.

 

2026 is Denbies Wine Estate's 40th anniversary and as we celebrate this milestone and our many successes over the years our focus is very much on the future.

 

To support the increasing number of visitors and experiences we now offer we have just completed a major upgrade of our hardware and digital operating systems. Part of this investment includes a new website and integration of our online event booking and wine sales systems.

 

We are in advanced discussions to introduce additional third-party facilities to the estate, which will increase footfall, enhance the overall visitor experience, and generate a stable, long-term rental income stream.

 

We are actively exploring the acquisition of additional land to increase the size of the estate. This strategic investment provides a strong foundation for future growth and will support our development plans and expansion opportunities over the coming years.

 

Strategy

Our strategy is to continue to diversify the business so that we can expand our target market, maximise the potential for direct wine sales and spread risk. We will invest capital as required to grow income and increase the value of the business. With all new capital projects, a best practice in environmental consideration together with financial return is adopted.

Taxation

The group has contributed £2,446,736 in taxes paid & collected during the year.

Taxes paid by the group of £445,864 are primarily business rates, corporation tax, wine duty and employers national insurance contributions.

Taxes collected by the group of approximately £2,000,872 are primarily net VAT, PAYE and employee’s national insurance contributions.

DENBIES HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
Principal risks and uncertainties

 

Market risk

Whilst competition continues to grow we continue to invest in our team of employees, invest in technology, and invest capital into areas that have opportunity to grow and diversify the business further.

 

Liquidity risk

The group manages its cash and borrowing requirements centrally in order to maximise interest income and minimise interest expense, whilst ensuring the group has sufficient liquid resources to meet the operating needs of the business.

 

Interest rate risk

The group is exposed to interest rate risk on its variable rate and loan.

 

Foreign currency risk

The group's principal foreign currency exposures arise from purchases from European suppliers.

 

Credit risk

Investments of cash surpluses and borrowings are made through banks and companies which must fulfil credit rating criteria approved by the directors. Trade debtors are monitored on an ongoing basis and provision is made for doubtful debts where necessary.

 

Technology risk
The group is subject to risks relating to its ability to implement and maintain effective systems to process a high volume of transactions with customers. A failure to manage technology infrastructure and systems affect group performance. The group engages third party professionals to assist and advise with all aspects of technology including hardware, software and storage.

Key performance indicators

The group monitors progress across a range of financial targets. The main key performance indicators are:

 

                 2025     2024

£     £

Cash at bank              1,747,575     1,358,621

Total equity             14,265,474     13,917,581

Current ratio 2.59 2.70

Working capital 2,394,213 2,315,830

 

Non financial key performance indicators:

 

                 2025     2024

MWh     MWh

PV power generation          89.4     78.6

 

2025 2024

TCO2e TCO2e

Net carbon sequestration -44     -49

Vineyard & winery

Future developments

The business will continue to prioritise organic growth across all departments while actively evaluating opportunities and investment options to expand its current operation.

 

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

On behalf of the board

Mr C A White
Director
1 September 2026
DENBIES HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -

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

Principal activities

The principal activity of the company and group continued to be that of growing of grapes and the production and sale of wine. The group also provides tourism, retail and hospitality services.

Results and dividends

The results for the year are set out on page 9.

No ordinary dividends were paid. The directors do not recommend payment of a dividend.

Directors

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

Mr C A White
Mr R S Potton
Auditor

The auditor, Sumer Audit, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

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.

Strategic report

The group has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of financial instruments and the associated risks and future developments.

 

On behalf of the board
Mr C A White
Director
1 September 2026
DENBIES HOLDINGS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -

The directors are responsible for preparing the Annual Report 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 group and 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 company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

DENBIES HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF DENBIES HOLDINGS LIMITED
- 6 -
Opinion

We have audited the financial statements of Denbies Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise 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 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 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:

DENBIES HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF DENBIES HOLDINGS LIMITED
- 7 -
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 strategic report and the directors' report.

 

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:

 

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 parent company and group'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 parent company and group 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.

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.

 

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following:

 

 

As a result of these procedures, we considered the opportunities and incentives that may exist within the group for fraud. We are also required to perform specific procedures to respond to the risk of management override. As a result of performing the above, we identified the following areas as those most likely to have an impact on the financial statements: health & safety, employment law and compliance with the UK Companies Act.

DENBIES HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF DENBIES HOLDINGS LIMITED
- 8 -

In addition to the above, our procedures to respond to risks identified included the following:

 

 

Due to the inherent limitations of an audit, there is an unavoidable risk that some material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK). For instance, the further removed non-compliance is from the events and transactions reflected in the financial statements, the less likely the auditor is to become aware of it or to recognise the non-compliance.

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 company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an 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 company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Tony Summers BA FCA (Senior Statutory Auditor)
For and on behalf of Sumer Audit
1 September 2026
Chartered Accountants
Statutory Auditor
Crawley
Sumer Audit is the trading name of Sumer Auditco Limited
DENBIES HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 9 -
2025
2024
Notes
£
£
Turnover
3
7,514,900
7,593,517
Cost of sales
(2,075,533)
(2,345,192)
Gross profit
5,439,367
5,248,325
Distribution costs
(53,463)
(47,946)
Administrative expenses
(5,097,512)
(4,928,813)
Other operating income
317,275
234,821
Operating profit
4
605,667
506,387
Interest receivable and similar income
8
22,710
30,058
Interest payable and similar expenses
9
(133,346)
(170,791)
Gain on tangible fixed assets
10
-
2,698,622
Profit before taxation
495,031
3,064,276
Tax on profit
11
(147,138)
(727,102)
Profit for the financial year
347,893
2,337,174
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
DENBIES HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 10 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
12
13,557,861
13,542,911
Investment properties
13
675,000
675,000
14,232,861
14,217,911
Current assets
Stocks
16
1,778,128
1,891,094
Debtors
17
373,860
431,506
Cash at bank and in hand
1,747,575
1,358,621
3,899,563
3,681,221
Creditors: amounts falling due within one year
18
(1,505,350)
(1,365,391)
Net current assets
2,394,213
2,315,830
Total assets less current liabilities
16,627,074
16,533,741
Creditors: amounts falling due after more than one year
19
(1,478,800)
(1,760,460)
Provisions for liabilities
Deferred tax liability
22
882,800
855,700
(882,800)
(855,700)
Net assets
14,265,474
13,917,581
Capital and reserves
Called up share capital
25
50
50
Share premium account
5,939,970
5,939,970
Other reserves
26
1,353,439
1,353,439
Non-distributable profits reserve
27
2,193,828
2,193,828
Distributable profit and loss reserves
4,778,187
4,430,294
Total equity
14,265,474
13,917,581
The financial statements were approved by the board of directors and authorised for issue on 1 September 2026 and are signed on its behalf by:
01 September 2026
Mr R S Potton
Director
DENBIES HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 11 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
12
12,383,111
12,475,000
Investment properties
13
675,000
675,000
13,058,111
13,150,000
Current assets
Debtors
17
29,856
24,800
Cash at bank and in hand
67,709
40,381
97,565
65,181
Creditors: amounts falling due within one year
18
(4,405,338)
(4,486,029)
Net current liabilities
(4,307,773)
(4,420,848)
Total assets less current liabilities
8,750,338
8,729,152
Provisions for liabilities
Deferred tax liability
22
674,700
674,700
(674,700)
(674,700)
Net assets
8,075,638
8,054,452
Capital and reserves
Called up share capital
25
50
50
Share premium account
5,939,970
5,939,970
Non-distributable profits reserve
27
2,193,828
2,193,828
Distributable profit and loss reserves
(58,210)
(79,396)
Total equity
8,075,638
8,054,452

As permitted by s408 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 £21,186 (2024 - £2,148,965 profit)..

The financial statements were approved by the board of directors and authorised for issue on 1 September 2026 and are signed on its behalf by:
01 September 2026
Mr R S Potton
Director
Company Registration No. 12292422
DENBIES HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
Share capital
Share premium account
Other reserves
Non-distri-butable profits
Profit and loss reserves
Total
£
£
£
£
£
£
Balance at 1 January 2024
50
5,939,970
1,353,439
127,406
4,159,542
11,580,407
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
-
2,066,422
270,752
2,337,174
Balance at 31 December 2024
50
5,939,970
1,353,439
2,193,828
4,430,294
13,917,581
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
-
-
347,893
347,893
Transfer in year
-
-
-
-
-
-
Total comprehensive income
-
-
-
-
347,893
347,893
Balance at 31 December 2025
50
5,939,970
1,353,439
2,193,828
4,778,187
14,265,474
DENBIES HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 13 -
Share capital
Share premium account
Non-distri-butable profits
Profit and loss reserves
Total
£
£
£
£
£
Balance at 1 January 2024
50
5,939,970
127,406
(161,939)
5,905,487
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
-
2,066,422
82,543
2,148,965
Balance at 31 December 2024
50
5,939,970
2,193,828
(79,396)
8,054,452
Year ended 31 December 2025:
Profit and total comprehensive income for the year
-
-
-
21,186
21,186
Transfer in year
-
-
-
-
-
Balance at 31 December 2025
50
5,939,970
2,193,828
(58,210)
8,075,638
DENBIES HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 14 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
30
1,000,302
944,316
Interest paid
(133,346)
(170,791)
Income taxes paid
(35,138)
(159,721)
Net cash inflow from operating activities
831,818
613,804
Investing activities
Purchase of tangible fixed assets
(157,218)
(172,455)
Proceeds from disposal of tangible fixed assets
14,000
41,450
Interest received
22,710
30,058
Net cash used in investing activities
(120,508)
(100,947)
Financing activities
Repayment of borrowings
-
(55,000)
Repayment of bank loans
(253,695)
(251,755)
Payment of finance leases obligations
(68,661)
(10,454)
Net cash used in financing activities
(322,356)
(317,209)
Net increase in cash and cash equivalents
388,954
195,648
Cash and cash equivalents at beginning of year
1,358,621
1,162,973
Cash and cash equivalents at end of year
1,747,575
1,358,621
DENBIES HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 15 -
1
Accounting policies
Company information

Denbies Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is London Road, Dorking, Surrey, RH5 6AA.

 

The group consists of Denbies Holdings Limited and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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 £1.

The financial statements have been prepared under the historical cost convention, modified to include the investment properties. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

 

1.2
Basis of consolidation

The group consolidated financial statements include the financial statements of the company and its subsidiary made up to 31 December 2025.

 

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

 

Subsidiaries have been accounted for using the merger accounting method.

 

All intra-group transactions, balances, income and expenses are eliminated on consolidation.

1.3
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the company and group has adequate resources to continue in operational existence for the foreseeable future. The directors have considered relevant information, including the company and group’s principal risks and uncertainties, the annual budget, forecasted future cash flows and the impact of subsequent events in making their assessment.  Based on these assessments and having regard to the resources available to the entity, the directors have concluded that there is no material uncertainty and that they can continue to adopt the going concern basis in preparing the annual report and financial statements.

1.4
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

DENBIES HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -
1.5
Research and development expenditure

Research and development expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.6
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:

Freehold land and buildings
2% per annum on a straight line basis on relevant costs
Leasehold improvements
Evenly over the term of the lease
Plant and equipment
10% - 25% per annum on a straight line basis
Fixtures and fittings
20% per annum on a straight line basis
Vines
5% per annum on a straight line basis

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.

1.7
Investment properties

Investment property, which is property held to earn rentals, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.

 

Property rented to a group entity is accounted for as tangible fixed assets.

1.8
Fixed asset investments

In the parent company financial statements, investments in subsidiaries 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.

1.9
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.

1.10
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.

DENBIES HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -
1.11
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.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans and loans from fellow group companies 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.

1.12
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.

1.13
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.

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.

1.14
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.

1.15
Retirement benefits

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

1.16
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using an earnings based model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

DENBIES HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

 

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

1.17
Leases

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.

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

1.18
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

1.19
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

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.

DENBIES HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
2
Judgements and key sources of estimation uncertainty
(Continued)
- 19 -
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Stock Valuation

The directors have estimated the valuation of stock by considering all costs involved in bringing the product to a saleable condition.

Depreciation

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their estimated useful lives, on the bases set out in note 1.6.

Valuation of Investment Properties

The valuation of the properties has been based on an external valuation in 2024, which the director's consider to be materially correct for the current year.

3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Agriculture and production
962,312
1,282,286
Hospitality and leisure
6,446,852
6,291,587
Other
105,736
19,644
7,514,900
7,593,517
2025
2024
£
£
Other significant revenue
Interest income
22,710
30,058
Grants received
9,034
14,333
Other income
76,954
6,008
Rent receivable
231,287
214,480
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
7,514,900
7,593,517
DENBIES HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
4
Operating profit
2025
2024
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange (gains)/losses
-
1,507
Government grants
(9,034)
(14,333)
Depreciation of owned tangible fixed assets
209,434
103,223
Depreciation of tangible fixed assets held under finance leases
31,834
20,534
Profit on disposal of tangible fixed assets
(14,000)
(37,855)
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
7,500
7,500
Audit of the financial statements of the company's subsidiaries
8,950
8,350
16,450
15,850

The audit fee for the company was borne by Denbies Wine Estate Limited.

6
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
Admin
15
15
-
-
Hospitality and leisure
141
140
-
-
Agriculture and production
22
22
-
-
Total
178
177
0
0

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
2,843,907
2,859,619
-
0
-
0
Social security costs
282,476
221,259
-
-
Pension costs
50,625
40,511
-
0
-
0
3,177,008
3,121,389
-
0
-
0
DENBIES HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 21 -
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
207,123
200,507
Company pension contributions to defined contribution schemes
12,307
6,143
219,430
206,650
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
113,533
109,910
Company pension contributions to defined contribution schemes
6,420
3,338

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2024 - 2).

8
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
22,710
30,058
9
Interest payable and similar expenses
2025
2024
£
£
Interest on bank overdrafts and loans
116,414
153,859
Interest on finance leases and hire purchase contracts
16,932
16,932
Total finance costs
133,346
170,791
10
Gain on tangible fixed assets
2025
2024
£
£
Changes in the fair value of tangible fixed assets
-
2,698,622
11
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
120,000
58,000
Adjustments in respect of prior periods
138
(598)
Total current tax
120,138
57,402
DENBIES HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
11
Taxation
2025
2024
£
£
(Continued)
- 22 -
Deferred tax
Origination and reversal of timing differences
27,000
669,700
Total tax charge
147,138
727,102

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
495,031
3,064,276
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
123,758
766,069
Tax effect of expenses that are not deductible in determining taxable profit
1,372
4,572
Adjustments in respect of prior years
138
(598)
Depreciation on assets not qualifying for tax allowances
22,972
-
0
Other permanent differences
-
0
(42,477)
Effect of AIA Super deductions
(324)
-
0
Rounding
(778)
(464)
Taxation charge
147,138
727,102
DENBIES HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 23 -
12
Tangible fixed assets
Group
Freehold land and buildings
Leasehold improvements
Plant and equipment
Fixtures and fittings
Vines
Total
£
£
£
£
£
£
Cost
At 1 January 2025
12,807,552
240,086
1,241,980
58,108
101,873
14,449,599
Additions
-
0
-
0
256,218
-
0
-
0
256,218
At 31 December 2025
12,807,552
240,086
1,498,198
58,108
101,873
14,705,817
Depreciation and impairment
At 1 January 2025
13,219
240,086
549,430
58,108
45,845
906,688
Depreciation charged in the year
91,889
-
0
144,285
-
0
5,094
241,268
At 31 December 2025
105,108
240,086
693,715
58,108
50,939
1,147,956
Carrying amount
At 31 December 2025
12,702,444
-
0
804,483
-
0
50,934
13,557,861
At 31 December 2024
12,794,333
-
0
692,550
-
0
56,028
13,542,911
Company
Freehold land and buildings
£
Cost
At 1 January 2025 and 31 December 2025
12,475,000
Depreciation and impairment
At 1 January 2025
-
0
Depreciation charged in the year
91,889
At 31 December 2025
91,889
Carrying amount
At 31 December 2025
12,383,111
At 31 December 2024
12,475,000

The net carrying value of the group's tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

Group
Company
2025
2024
2025
2024
£
£
£
£
Plant and equipment
265,976
184,810
-
0
-
0
DENBIES HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
12
Tangible fixed assets
(Continued)
- 24 -

Land and buildings with a carrying amount of £10,295,257 (2024 - £10,387,146) have been pledged to secure borrowings of the group. These are recorded at cost, less depreciation.

 

The fair value of the freehold property has been arrived at on the basis of a valuation carried out at 19 December 2024 by Savills (UK) Limited Chartered Surveyors, who are not connected with the company. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties. The directors have performed an annual review and do not consider there to be a material difference between this valuation and the valuation as at 31 December 2024.

13
Investment property
Group
Company
2025
2025
£
£
Fair value
At 1 January 2025 and 31 December 2025
675,000
675,000

Investment property comprises commercial property. The fair value of the investment property has been arrived at on the basis of a valuation carried out at 19 December 2024 by Savills (UK) Limited Chartered Surveyors, who are not connected with the company. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties. The directors have performed an annual review and do not consider there to be a material difference between this valuation and the valuation as at 31 December 2024.

14
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investment in subsidiaries
15
-
0
-
0
-
0
-
0

On the 21st January 2020 the company acquired 100% of the share capital of Denbies Wine Estate Limited and an investment of £0.02p has been recorded, being the nominal value of the shares exchanged in consideration.

15
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Denbies Wine Estate Limited
London Road, Dorking, Surrey, RH5 6AA
Production and the sale of wine
Ordinary
100.00
DENBIES HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 25 -
16
Stocks
Group
Company
2025
2024
2025
2024
£
£
£
£
Raw materials and consumables
121,889
147,075
-
-
Work in progress
589,156
452,017
-
-
Finished goods and goods for resale
1,067,083
1,292,002
-
0
-
0
1,778,128
1,891,094
-
-
17
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
217,013
228,725
29,856
24,800
Corporation tax recoverable
8,341
87,341
-
0
-
0
Other debtors
42,489
52,867
-
0
-
0
Prepayments and accrued income
103,217
59,873
-
0
-
0
371,060
428,806
29,856
24,800
Deferred tax asset (note 22)
2,800
2,700
-
0
-
0
373,860
431,506
29,856
24,800
18
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans
20
283,335
249,781
-
0
-
0
Obligations under finance leases
21
64,536
39,786
-
0
-
0
Trade creditors
101,309
63,940
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
4,221,216
4,291,216
Corporation tax payable
39,000
33,000
39,000
33,000
Other taxation and social security
365,141
353,004
8,874
7,758
Deferred income
128,483
148,783
116,981
132,539
Other creditors
416,515
361,255
8,408
6,616
Accruals and deferred income
107,031
115,842
10,859
14,900
1,505,350
1,365,391
4,405,338
4,486,029

Amounts due under bank loans are secured against the company's assets.

DENBIES HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 26 -
19
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans and overdrafts
20
1,388,266
1,675,515
-
0
-
0
Obligations under finance leases
21
90,534
84,945
-
0
-
0
1,478,800
1,760,460
-
-

Amounts due under bank loans are secured against the company's assets.

20
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Bank loans
1,671,601
1,925,296
-
0
-
0
Payable within one year
283,335
249,781
-
0
-
0
Payable after one year
1,388,266
1,675,515
-
0
-
0

The bank loans are secured by fixed and floating charges over all assets and undertakings of the group, including all present and future freehold and leasehold property, book and other debts, chattels, goodwill and uncalled capital, both present and future.

 

Interest is charged at 2% per annum above base rate.

 

Freehold land and buildings were transferred from the subsidiary, Denbies Wine Estate Limited, in a prior year and an unlimited multilateral guarantee was given by Denbies Holdings Limited in respect of the loans on these assets.

21
Finance lease obligations
Group
Company
2025
2024
2025
2024
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
64,536
39,786
-
0
-
0
In two to five years
90,534
84,945
-
0
-
0
155,070
124,731
-
-

Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments. Amounts under finance leases are secured against the assets to which they relate.

DENBIES HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 27 -
22
Deferred taxation

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

Liabilities
Liabilities
Assets
Assets
2025
2024
2025
2024
Group
£
£
£
£
Accelerated capital allowances
208,100
181,000
-
-
Revaluations
674,700
674,700
-
-
Retirement benefit obligations
-
-
2,800
2,700
882,800
855,700
2,800
2,700
Liabilities
Liabilities
Assets
Assets
2025
2024
2025
2024
Company
£
£
£
£
Revaluations
674,700
674,700
-
-
Group
Company
2025
2025
Movements in the year:
£
£
Net liability at 1 January 2025
853,000
674,700
Charge to profit or loss
27,000
-
Net liability at 31 December 2025
880,000
674,700

The directors have considered the deferred tax liabilities noted above and concluded that it is not possible to state the estimated liabilities which will reverse in the next 12 months. This is due to the level of reversal being dependant on events which are not yet known.

23
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
50,625
40,511

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.

DENBIES HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 28 -
24
Share-based payment transactions

During the year to 31 December 2023, the company implemented a share option plan and 200 share options were granted to directors of the company at an exercise price of £0.01.

 

Of these options, 100 £0.01 ordinary B share options and 100 £0.01 ordinary C share options were still in place as at 31 December 2025.

 

The options can only be exercised if an exit event occurs. If the options remain unexercised after a period of ten years from the date of the grant or if the option holder ceases employment the options lapse. The shares when exercised are subject to a hurdle above which the shares participate in the value of an exit. As a result of the terms of the options, no charge for the issue of options has been recognised in the income statement in the year.

25
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 1p each
4,990
4,990
50
50

The shares have attached to them full voting, dividend and capital distribution rights.

26
Reserves
Merger reserve

The other reserve relates to a merger reserve recognised when Denbies Wine Estate Limited was acquired under the merger accounting method. This reserve reflects share premium included on the balance sheet of Denbies Wine Estate Limited at the point of acquisition and the difference in nominal value of the shares acquired compared to the shares issued in exchange.

27
Non-distributable profits reserve
Group
Company
2025
2024
2025
2024
£
£
£
£
At the beginning of the year
2,193,828
127,406
2,193,828
127,406
Non distributable profits in the year
-
2,066,422
-
2,066,422
At the end of the year
2,193,828
2,193,828
2,193,828
2,193,828

The non-distributable reserves are as a result of investment property revaluation movements, less the deferred tax arising on the revaluations.

DENBIES HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 29 -
28
Operating lease commitments

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2025
2024
2025
2024
£
£
£
£
Within one year
15,742
30,088
-
-
Between two and five years
34,440
50,182
-
-
50,182
80,270
-
-
30
Cash generated from group operations
2025
2024
£
£
Profit for the year after tax
347,893
2,337,174
Adjustments for:
Taxation charged
147,138
727,102
Finance costs
133,346
170,791
Investment income
(22,710)
(30,058)
Gain on disposal of tangible fixed assets
(14,000)
(37,855)
Depreciation and impairment of tangible fixed assets
241,268
123,757
Other gains and losses
-
(2,698,622)
Movements in working capital:
Decrease in stocks
112,966
221,825
(Increase)/decrease in debtors
(21,254)
471,832
Increase/(decrease) in creditors
75,655
(341,630)
Cash generated from operations
1,000,302
944,316
31
Analysis of changes in net debt - group
1 January 2025
Cash flows
New finance leases
31 December 2025
£
£
£
£
Cash at bank and in hand
1,358,621
388,954
-
1,747,575
Borrowings excluding overdrafts
(1,925,296)
253,695
-
(1,671,601)
Obligations under finance leases
(124,731)
68,661
(99,000)
(155,070)
Net debt
(691,406)
711,310
(99,000)
(79,096)
2025-12-312025-01-01falsefalseCCH SoftwareCCH Accounts Production 2026.100Mr C A WhiteMr R PottonMr R S 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