| Wheal Fawley Limited |
| Notes to the Accounts |
| for the year ended 31 December 2025 |
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| 1 |
Accounting policies |
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Basis of preparation |
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The accounts have been prepared under the historical cost convention and in accordance with FRS 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland (as applied to small entities by section 1A of the standard). |
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Turnover |
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Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the sale of goods and from the rendering of services. Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have transferred to the buyer. Turnover from the rendering of services is recognised by reference to the stage of completion of the contract. The stage of completion of a contract is measured by comparing the costs incurred for work performed to date to the total estimated contract costs. |
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Going Concern |
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The financial statements have been prepared on a going concern basis. The Director has prepared forecasts for a period greater than one year from the date of signature of the financial statements and has a reasonable expectation that the company has adequate resources to continue in operation for the foreseeable future. |
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Tangible fixed assets |
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Tangible fixed assets are measured at cost less accumulative depreciation and any accumulative impairment losses. Depreciation is provided on all tangible fixed assets, other than freehold land, at rates calculated to write off the cost, less estimated residual value, of each asset evenly over its expected useful life, as follows: |
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Freehold buildings |
over 50 years |
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Leasehold land and buildings |
over the lease term |
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Fixtures and fittings |
25% straight line |
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Equipment |
25% straight line |
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Investments |
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Investments in subsidiaries, associates and joint ventures are measured at cost less any accumulated impairment losses. Listed investments are measured at fair value. Unlisted investments are measured at fair value unless the value cannot be measured reliably, in which case they are measured at cost less any accumulated impairment losses. Changes in fair value are included in the profit and loss account. |
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Debtors |
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Short term debtors are measured at transaction price (which is usually the invoice price), less any impairment losses for bad and doubtful debts. Loans and other financial assets are initially recognised at transaction price including any transaction costs and subsequently measured at amortised cost determined using the effective interest method, less any impairment losses for bad and doubtful debts. |
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Creditors |
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Short term creditors are measured at transaction price (which is usually the invoice price). Loans and other financial liabilities are initially recognised at transaction price net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method. |
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Financial instruments |
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A financial asset or a financial liability is recognised only when the company becomes a party to the contractual provisions of the instrument. |
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Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. |
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Debt instruments are subsequently measured at amortised cost. |
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Where investments in non-convertible preference shares and non-puttable ordinary shares or preference shares are publicly traded or their fair value can otherwise be measured reliably, the investment is subsequently measured at fair value with changes in fair value recognised in profit or loss. All other such investments are subsequently measured at cost less impairment. |
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Other financial instruments, including derivatives, are initially recognised at fair value, unless payment for an asset is deferred beyond normal business terms or financed at a rate of interest that is not a market rate, in which case the asset is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. |
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Other financial instruments are subsequently measured at fair value, with any changes recognised in profit or loss, with the exception of hedging instruments in a designated hedging relationship. |
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Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately. |
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For all equity instruments regardless of significance, and other financial assets that are individually significant, these are assessed individually for impairment. Other financial assets are either assessed individually or grouped on the basis of similar credit risk characteristics. |
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Any reversals of impairment are recognised in profit or loss immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised. |
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Taxation |
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A current tax liability is recognised for the tax payable on the taxable profit of the current and past periods. A current tax asset is recognised in respect of a tax loss that can be carried back to recover tax paid in a previous period. Deferred tax is recognised in respect of all timing differences between the recognition of income and expenses in the financial statements and their inclusion in tax assessments. 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. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference, except for revalued land and investment property where the tax rate that applies to the sale of the asset is used. Current and deferred tax assets and liabilities are not discounted. |
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Provisions |
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Provisions (i.e. liabilities of uncertain timing or amount) are recognised when there is an obligation at the reporting date as a result of a past event, it is probable that economic benefit will be transferred to settle the obligation and the amount of the obligation can be estimated reliably. |
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Foreign currency translation |
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Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss. |
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Leased assets |
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A lease is classified as a finance lease if it transfers substantially all the risks and rewards incidental to ownership. All other leases are classified as operating leases. The rights of use and obligations under finance leases are initially recognised as assets and liabilities at amounts equal to the fair value of the leased assets or, if lower, the present value of the minimum lease payments. Minimum lease payments are apportioned between the finance charge and the reduction in the outstanding liability using the effective interest rate method. The finance charge is allocated to each period during the lease so as to produce a constant periodic rate of interest on the remaining balance of the liability. Leased assets are depreciated in accordance with the company's policy for tangible fixed assets. If there is no reasonable certainty that ownership will be obtained at the end of the lease term, the asset is depreciated over the lower of the lease term and its useful life. Operating lease payments are recognised as an expense on a straight line basis over the lease term. |
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Pensions |
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Contributions to defined contribution plans are expensed in the period to which they relate. |
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| 2 |
Profit before taxation |
2025 |
|
2024 |
| £ |
£ |
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Profit before taxation is stated after charging: |
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Depreciation of tangible assets |
0 |
|
587 |
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- |
|
587 |
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| 3 |
Employees |
2025 |
|
2024 |
| Number |
Number |
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Average number of persons employed by the company |
0 |
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0 |
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| 4 |
Tangible fixed assets |
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Fixtures and fittings |
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Equipment |
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Total |
| £ |
£ |
£ |
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Cost |
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At 1 January 2025 |
7,018 |
|
10,517 |
|
17,535 |
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At 31 December 2025 |
7,018 |
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10,517 |
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17,535 |
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Depreciation |
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At 1 January 2025 |
7,018 |
|
10,517 |
|
17,535 |
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At 31 December 2025 |
7,018 |
|
10,517 |
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17,535 |
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Net book value |
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At 31 December 2024 and 31 December 2025 |
- |
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- |
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- |
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| 5 |
Debtors |
2025 |
|
2024 |
| £ |
£ |
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Amounts owed by group undertakings and undertakings in which the company has a participating interest |
|
6,742,524 |
|
5,032,010 |
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Other debtors |
150 |
|
79,950 |
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6,742,674 |
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5,111,960 |
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| 6 |
Investments held as current assets |
2025 |
|
2024 |
| £ |
£ |
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Fair value |
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Listed investments |
26,914,252 |
|
71,468,116 |
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| 7 |
Creditors: amounts falling due within one year |
2025 |
|
2024 |
| £ |
£ |
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Bank loans and overdrafts |
12,504,533 |
|
13,426,719 |
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Amounts owed to group undertakings and undertakings in which the company has a participating interest |
|
993,466 |
|
974,365 |
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Other creditors |
19,597 |
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9,564,436 |
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13,517,596 |
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23,965,520 |
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| 8 |
Creditors: amounts falling due after one year |
2025 |
|
2024 |
| £ |
£ |
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Bank loans |
- |
|
10,506 |
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Amounts owed to group and other associated undertakings |
|
17,062,410 |
|
- |
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Other creditors |
- |
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50,704,311 |
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17,062,410 |
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50,714,817 |
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2024 :Other creditors comprise amounts payable to companies in which a director has an ownership interest. These amounts carry a commercial rate of interest and are repayable on demand. Following the change in ownership of the company during the year (see note 12), these amounts have now been recategorised as payable to group and other associated undertakings. |
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| 9 |
Loans |
2025 |
|
2024 |
| £ |
£ |
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Creditors include: |
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Secured bank loans |
11,369 |
|
21,594 |
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Bank loans and overdrafts includes £11,369 in respect of a loan under the Bounceback Loan Scheme ('BBLS") (2024: £21,594). The BBLS is guaranteed by the government, bears interest at 2.5% and is repayable over 5 years from January 2021. |
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| 10 |
Capital Redemption reserve |
2025 |
|
2024 |
| £ |
£ |
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At 1 January 2025 |
2,000 |
|
2,000 |
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At 31 December 2025 |
2,000 |
|
2,000 |
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| 11 |
Other financial commitments |
2025 |
|
2024 |
| £ |
£ |
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Total future minimum payments under non-cancellable operating leases |
|
2,217 |
|
28,817 |
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| 12 |
Controlling party |
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The ultimate holding company at the beginning of the year was FMCH Ltd which is incorporated in England and Wales under number 11349160. With effect from 27 June 2025 FMCH Limited became a wholly owned subsidiary of FRS Capital Limited, which is incorporated in Jersey under number 129845, which is the ultimate holding company at the end of the year. |
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| 13 |
Other information |
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Wheal Fawley Limited is a private company limited by shares and incorporated in England. Its registered office is: |
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Epsilon House |
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Enterprise Road |
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Southampton Science Park |
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Southampton |
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SO16 7NS |