REGISTERED NUMBER: 02501010 (England and Wales)

GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

SHOREWOOD LEISURE GROUP LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Consolidated Statement of 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:

D R Allison

N Willson

K I Allison-Dean

T J Hague

M R Allison

SECRETARY:

N Willson

REGISTERED OFFICE:

Marton Hall

Church Lane

Sewerby

Bridlington

East Yorkshire

YO15 1DS

REGISTERED NUMBER:

02501010 (England and Wales)

AUDITORS:

Ryecroft Glenton

Chartered Accountants & Statutory

Auditors

32 Portland Terrace

Newcastle Upon Tyne

NE2 1QP

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

REVIEW OF BUSINESS

The group operates caravan and leisure parks. The results for the group show an EBITDA of £3.8 M for the year (2024 : £3.7 M).

The group has continued with its longer term strategy of investing in its' subsidiary companies.

The group has continued with ongoing investment in the groups' facilities, including the continued expansion of Witton Castle Country Park and recently acquired caravan parks in North Bay Leisure Limited and Hornsea Leisure Limited. Additionally, during the year, the parent company invested in further land to allow future expansion to its existing caravan parks.

PRINCIPAL RISKS AND UNCERTAINTIES

The group is subject to a number of risks including employee, health and safety together with legal compliance and competitive pressures.

The directors have reviewed all risks and have implemented a strategy for continuous improvement.

In line with many businesses in the United Kingdom, the greatest challenge facing the group has been the uncertainty in the UK economy as a result of the war in the Ukraine and the resultant impact to the group's costs. The group has managed the business well so far and the holiday park industry still continues to thrive.

For the above reasons, the board considers that the group is a going concern and have continued to prepare the financial statements on that basis.

FINANCIAL INSTRUMENTS

The groups' principal financial instruments comprise bank balances and loans, hire purchase, trade creditors, stocking loan and trade debtors. The main purpose of these instruments is to raise funds to finance the group's operations.

Due to the nature of the financial instruments used by the group there is no exposure to price or currency risk. The groups' approach to managing other risks applicable to the financial instruments is detailed below.

Trade debtors are managed through credit and cash flow risk by assessing the credit offered to customers and the regular monitoring of amounts outstanding at a given time.

Trade creditors liquidity risk is managed by ensuring sufficient funds are available to meet liabilities as they fall due.

The groups' bank accounts are monitored to ensure the group has sufficient funds to meet their current commitments, making use of overdraft facilities where appropriate. Bank loans and hire purchase are used to fund the development of the parks and acquisition of other fixed assets. The stocking loan is used to finance new caravan stock, where necessary. Repayment terms are negotiated at the outset of the loans and monitored throughout the repayment period to ensure they continue to be appropriate to the groups' overall financial structure.

FUTURE DEVELOPMENTS

The group intends to continue improving its' caravan and holiday parks in order to maintain the quality and range of facilities available to its' customers.

ON BEHALF OF THE BOARD:

D R Allison - Director

13 May 2026

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

PRINCIPAL ACTIVITIES

The principal activities of the group in the year under review were those of caravan and leisure parks operator and there has been no significant change.

The subsidiary undertakings which principally affect the profits or net assets of the group in the year are listed in the notes to the financial statements.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2025.

DIRECTORS

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

Other changes in directors holding office are as follows:

K I Allison-Dean , T J Hague and M R Allison were appointed as directors after 31 December 2025 but prior to the date of this report.

The beneficial interests of the directors holding office at 31 December 2025 in the shares of the company, according to the register of directors' interests, were as follows:

31.12.25

1.1.25

Ordinary shares of £1 each

D R Allison

4,100

4,100

N Willson

-

-

These directors did not hold any non-beneficial interests in the shares of the company.

4,000 ordinary £1 shares are owned by the David Robert Allison Family 2003 Discretionary Settlement, a trust in which D R Allison is a trustee but not a beneficiary.

DISCLOSURE IN THE STRATEGIC REPORT

In accordance with Section 414C (11) of the Companies Act 2006, the company has chosen to report details concerning financial instruments and future developments within the strategic report.

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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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:

D R Allison - Director

13 May 2026

Opinion

We have audited the financial statements of Shorewood Leisure Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the Consolidated Statement of 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 profit 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 pages three and 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.

The extent to which the audit was considered capable of detecting irregularities, including fraud

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: -

-

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

-

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

-

we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the group, including the Companies Act 2006, taxation legislation and the site licences granted to each site from the relevant councils;

-

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

-

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

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

-

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

-

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

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

-

performed analytical procedures to identify any unusual or unexpected relationships;

-

tested journal entries to identify unusual transactions; and

-

assessed whether judgements and assumptions made in determining accounting estimates were indicative of potential bias.

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

-

agreeing financial statement disclosures to underlying supporting documentation;

-

reviewing the site licences and assessing compliance with the terms of each licence during the period under review;

-

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

-

reviewing correspondence with HMRC and the group's legal advisers where appropriate.

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

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

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Andrew Cameron (Senior Statutory Auditor)

for and on behalf of Ryecroft Glenton

Chartered Accountants & Statutory

Auditors

32 Portland Terrace

Newcastle Upon Tyne

NE2 1QP

13 May 2026

TURNOVER

3

18,227,326

16,874,667

Cost of sales

8,239,481

7,458,923

GROSS PROFIT

9,987,845

9,415,744

Administrative expenses

7,793,227

7,136,084

2,194,618

2,279,660

Other operating income

4

82,543

76,452

OPERATING PROFIT

6

2,277,161

2,356,112

Interest receivable and similar income

8,226

23,398

2,285,387

2,379,510

Interest payable and similar expenses

7

1,549,836

1,518,985

PROFIT BEFORE TAXATION

735,551

860,525

Tax on profit

8

369,526

465,624

PROFIT FOR THE FINANCIAL YEAR

366,025

394,901

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

366,025

394,901

Profit attributable to:

Owners of the parent

366,025

394,901

Total comprehensive income attributable to:

Owners of the parent

366,025

394,901

FIXED ASSETS

Intangible assets

10

1,598,052

1,959,752

Tangible assets

11

55,177,465

52,131,437

Investments

12

-

-

56,775,517

54,091,189

CURRENT ASSETS

Stocks

13

7,961,854

8,434,076

Debtors

14

1,175,339

1,382,204

Cash at bank and in hand

1,579,277

148,490

10,716,470

9,964,770

CREDITORS

Amounts falling due within one year

15

13,076,117

15,115,022

NET CURRENT LIABILITIES

(2,359,647

)

(5,150,252

)

TOTAL ASSETS LESS CURRENT LIABILITIES

54,415,870

48,940,937

CREDITORS

Amounts falling due after more than one year

16

(20,461,230

)

(15,486,260

)

PROVISIONS FOR LIABILITIES

20

(393,708

)

(259,770

)

NET ASSETS

33,560,932

33,194,907

CAPITAL AND RESERVES

Called up share capital

21

10,500

10,500

Share premium

22

8,099,167

8,099,167

Retained earnings

22

25,451,265

25,085,240

SHAREHOLDERS' FUNDS

33,560,932

33,194,907

The financial statements were approved by the Board of Directors and authorised for issue on 13 May 2026 and were signed on its behalf by:

N Willson - Director

D R Allison - Director

FIXED ASSETS

Intangible assets

10

-

-

Tangible assets

11

9,916,904

7,484,947

Investments

12

3,419,476

3,419,476

13,336,380

10,904,423

CURRENT ASSETS

Stocks

13

505,518

858,089

Debtors

14

13,616,095

14,163,623

Cash in hand

4,839

5,268

14,126,452

15,026,980

CREDITORS

Amounts falling due within one year

15

12,907,630

9,512,406

NET CURRENT ASSETS

1,218,822

5,514,574

TOTAL ASSETS LESS CURRENT LIABILITIES

14,555,202

16,418,997

CREDITORS

Amounts falling due after more than one year

16

(15,177,965

)

(15,441,974

)

PROVISIONS FOR LIABILITIES

20

(393,708

)

(259,770

)

NET (LIABILITIES)/ASSETS

(1,016,471

)

717,253

CAPITAL AND RESERVES

Called up share capital

21

10,500

10,500

Share premium

22

8,099,167

8,099,167

Retained earnings

22

(9,126,138

)

(7,392,414

)

SHAREHOLDERS' FUNDS

(1,016,471

)

717,253

Company's loss for the financial year

(1,733,724

)

(1,562,425

)

The financial statements were approved by the Board of Directors and authorised for issue on 13 May 2026 and were signed on its behalf by:

D R Allison - Director

N Willson - Director

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

£

£

£

Balance at 1 January 2024

10,500

24,690,339

8,099,167

32,800,006

Changes in equity

Total comprehensive income

-

394,901

-

394,901

Balance at 31 December 2024

10,500

25,085,240

8,099,167

33,194,907

Changes in equity

Total comprehensive income

-

366,025

-

366,025

Balance at 31 December 2025

10,500

25,451,265

8,099,167

33,560,932

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

£

£

£

Balance at 1 January 2024

10,500

(5,829,989

)

8,099,167

2,279,678

Changes in equity

Total comprehensive loss

-

(1,562,425

)

-

(1,562,425

)

Balance at 31 December 2024

10,500

(7,392,414

)

8,099,167

717,253

Changes in equity

Total comprehensive loss

-

(1,733,724

)

-

(1,733,724

)

Balance at 31 December 2025

10,500

(9,126,138

)

8,099,167

(1,016,471

)

Cash flows from operating activities

Cash generated from operations

1

6,447,767

4,270,382

Interest paid

(1,554,648

)

(1,478,935

)

Interest element of hire purchase payments paid

(10,037

)

(18,431

)

Tax paid

(413,366

)

(204,249

)

Net cash from operating activities

4,469,716

2,568,767

Cash flows from investing activities

Purchase of intangible fixed assets

-

(911,992

)

Purchase of tangible fixed assets

(4,328,121

)

(6,468,298

)

Sale of tangible fixed assets

33,133

9,017

Interest received

13,881

23,398

Net cash from investing activities

(4,281,107

)

(7,347,875

)

Cash flows from financing activities

New loans in year

2,000,000

-

Loan repayments in year

(677,106

)

(1,526,282

)

Loan with associate

-

5,240,000

Hire purchase repayments in year

(81,090

)

(98,813

)

Introduced / (withdrawn) by directors

374

27,702

Net cash from financing activities

1,242,178

3,642,607

Increase/(decrease) in cash and cash equivalents

1,430,787

(1,136,501

)

Cash and cash equivalents at beginning of year

2

148,490

1,284,991

Cash and cash equivalents at end of year

2

1,579,277

148,490

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

31.12.25

31.12.24

£

£

Profit before taxation

735,551

860,525

Depreciation charges

1,493,563

1,349,488

Loss on disposal of fixed assets

-

1,822

Hire fleet transferred to trading stock

160,564

391,086

Finance costs

1,549,836

1,518,985

Finance income

(8,226

)

(23,398

)

3,931,288

4,098,508

Decrease in stocks

472,222

1,345,387

Decrease/(increase) in trade and other debtors

201,210

(5,535

)

Increase/(decrease) in trade and other creditors

1,843,047

(1,167,978

)

Cash generated from operations

6,447,767

4,270,382

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

1,579,277

148,490

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

148,490

1,284,991

3.	ANALYSIS OF CHANGES IN NET DEBT

Other

non-cash

At 1.1.25

Cash flow

changes

At 31.12.25

£

£

£

£

Net cash

Cash at bank

and in hand

148,490

1,430,787

1,579,277

148,490

1,430,787

1,579,277

Debt

Finance leases

(172,798

)

81,090

(43,467

)

(135,175

)

Debts falling due

within 1 year

(1,747,929

)

(1,522,383

)

-

(3,270,312

)

Debts falling due

after 1 year

(15,347,025

)

(5,040,511

)

-

(20,387,536

)

(17,267,752

)

(6,481,804

)

(43,467

)

(23,793,023

)

Total

(17,119,262

)

(5,051,017

)

(43,467

)

(22,213,746

)