Wayseal Holdings Limited - Limited company accounts 25.1

REGISTERED NUMBER: 04569712 (England and Wales)

REPORT OF THE DIRECTORS AND

UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

WAYSEAL HOLDINGS LIMITED

Page

Company Information

1

Report of the Directors

2

Consolidated Income Statement

3

Consolidated Balance Sheet

4

Company Balance Sheet

6

Notes to the Consolidated Financial Statements

7

DIRECTORS:

D E M Thomas

C M L Perring

SECRETARY:

C M L Perring

REGISTERED OFFICE:

Lancaster House

Barrack Lane

WINDSOR

Berks

SL4 1HD

REGISTERED NUMBER:

04569712 (England and Wales)

ACCOUNTANTS:

C B Heslop & Company Limited

Chartered Accountants

1 High Street

Thatcham

Berks

RG19 3JG

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

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was that of property development, financing property developments by way of joint ventures with various development partners and the provision of commercial trading loans and asset finance.

DIRECTORS

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

D E M Thomas

C M L Perring

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

C M L Perring - Secretary

15 September 2026

TURNOVER

201,385

216,668

Cost of sales

331

-

GROSS PROFIT

201,054

216,668

Administrative expenses

229,428

234,115

(28,374

)

(17,447

)

Other operating income

3

24,000

22,000

OPERATING (LOSS)/PROFIT

5

(4,374

)

4,553

Investment Income

34,102

41,417

29,728

45,970

Gain/loss on revaluation of investments

(86,063

)

(11,757

)

(56,335

)

34,213

Interest payable and similar expenses

261

513

(LOSS)/PROFIT BEFORE TAXATION

(56,596

)

33,700

Tax on (loss)/profit

(3,026

)

(1,780

)

(LOSS)/PROFIT FOR THE FINANCIAL
YEAR

(53,570

)

35,480

(Loss)/profit attributable to:

Owners of the parent

(53,570

)

35,480

FIXED ASSETS

Intangible assets

7

-

Tangible assets

8

13,486

10,169

Investments

9

139,607

208,671

153,093

218,840

CURRENT ASSETS

Debtors

10

3,986,301

4,184,122

Cash at bank

1,492,852

1,264,427

5,479,153

5,448,549

CREDITORS

Amounts falling due within one year

11

45,712

22,285

NET CURRENT ASSETS

5,433,441

5,426,264

TOTAL ASSETS LESS CURRENT
LIABILITIES

5,586,534

5,645,104

CREDITORS

Amounts falling due after more than one
year

12

-

5,000

NET ASSETS

5,586,534

5,640,104

CAPITAL AND RESERVES

Called up share capital

14

4,229,675

Share premium

15

704,857

Retained earnings

15

652,002

705,572

SHAREHOLDERS' FUNDS

5,586,534

5,640,104

The company and the group are entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2025.

The members have not required the company and the group to obtain an audit of its financial statements for the year ended 31 December 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the group keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company and the group as at the end of each financial year and of the group's profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company and the group.

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

The financial statements were approved by the Board of Directors and authorised for issue on 15 September 2026 and were signed on its behalf by:

C M L Perring - Director

FIXED ASSETS

Intangible assets

7

-

Tangible assets

8

-

Investments

9

4,934,532

CURRENT ASSETS

Debtors

10

100

CREDITORS

Amounts falling due within one year

11

100

NET CURRENT LIABILITIES

-

TOTAL ASSETS LESS CURRENT
LIABILITIES

4,934,532

CAPITAL AND RESERVES

Called up share capital

14

4,229,675

Share premium

15

704,857

SHAREHOLDERS' FUNDS

4,934,532

Company's profit for the financial year

-

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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

The financial statements were approved by the Board of Directors and authorised for issue on 15 September 2026 and were signed on its behalf by:

C M L Perring - Director

1.	STATUTORY INFORMATION

Wayseal Holdings Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets.

Basis of consolidation

The group accounts consolidate the accounts of the holding company Wayseal Holdings Ltd, its subsidiary undertakings and are drawn up to 31st December each year. The results of subsidiaries acquired or sold are consolidated for the periods from or to the date on which control passed. Acquisitions are accounted for under the acquisition method with goodwill, representing any excess of the fair value of the consideration given over the fair value of the identifiable assets and liabilities acquired, being capitalised and subjected to annual impairment reviews.

Turnover

Turnover represents the proceeds of interests in property sold during the accounting period, together with proceeds on investment dealing and finance profit shares.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Website Design are being amortised evenly over their estimated useful life of nil years.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Fixtures and fittings

-

25% on reducing balance

Taxation

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

Current or deferred taxation assets and liabilities are not discounted.

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

Deferred tax

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

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

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

Pension costs and other post-retirement benefits

The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

3.	OTHER OPERATING INCOME

31.12.25

31.12.24

£

Management fees

24,000

22,000

4.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 2 (2024 - 2 ) .

5.	OPERATING LOSS

The operating loss is stated after charging:

31.12.25

31.12.24

£

Depreciation - owned assets

4,007

3,389

6.	INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.

7.	INTANGIBLE FIXED ASSETS

Group

Other

intangible

assets

£

COST

At 1 January 2025

and 31 December 2025

3,490

AMORTISATION

At 1 January 2025

and 31 December 2025

3,490

NET BOOK VALUE

At 31 December 2025

-

At 31 December 2024

-

Intangible Fixed Assets are the capitalised costs incurred in the development of subsidiary companies websites.

8.	TANGIBLE FIXED ASSETS

Group

Fixtures

and

Office

fittings

equipment

Totals

£

COST

At 1 January 2025

122,887

3,794

126,681

Additions

-

7,324

At 31 December 2025

122,887

11,118

134,005

DEPRECIATION

At 1 January 2025

112,718

3,794

116,512

Charge for year

2,542

1,465

4,007

At 31 December 2025

115,260

5,259

120,519

NET BOOK VALUE

At 31 December 2025

7,627

5,859

13,486

At 31 December 2024

10,169

-

10,169

9.	FIXED ASSET INVESTMENTS

Group

Other

investments

£

COST OR VALUATION

At 1 January 2025

208,671

Additions

16,998

Revaluations

(13,389

)

Impairments

(72,673

)

At 31 December 2025

139,607

NET BOOK VALUE

At 31 December 2025

139,607

At 31 December 2024

208,671

Fixed asset investments contains both listed and unlisted shares. If listed investments had not been revalued to fair value they would have been included at historical cost of £100,000. The investments were valued at 31/12/2025 by BMO Nesbitt Burns Inc.The unlisted investments are held at historical cost of £123,599.

Company

Shares in

group

undertakings

£

COST

At 1 January 2025

and 31 December 2025

4,934,532

NET BOOK VALUE

At 31 December 2025

4,934,532

At 31 December 2024

4,934,532

The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

Subsidiaries

Windsor Estates Limited

Registered office: Lancaster House, Barrack Lane, Windsor, Berks, SL4 1HD

Nature of business: A non-trading holding company.

%

Class of shares:

holding

Ordinary

100.00

31.12.25

31.12.24

£

Aggregate capital and reserves

2,768,135

2,768,229

Loss for the year

(94

)

(186

)

Windsor Estates Limited owns the following shareholdings:

Lancaster Contracting Limited

Registered office: Lancaster House, Barrack Lane, Windsor, Berks, SL4 1HD

Nature of business: Construction and development of property

%

Class of shares:

holding

Ordinary

100.00

31.12.25

31.12.24

£

Aggregate capital and reserves

(19,219

)

(18,412

)

Loss for the year

(807

)

(1,076

)

Windsor & Regional Properties Limited

Registered office: Lancaster House, Barrack Lane, Windsor, Berks, SL4 1HD

Nature of business: Property development

%

Class of shares:

holding

Ordinary

100.00

Wayseal Properties Limited

Registered office: Lancaster House, Barrack Lane, Windsor, Berks, SL4 1HD

Nature of business: Property development

%

Class of shares:

holding

Ordinary

100.00

31.12.25

31.12.24

£

Aggregate capital and reserves

2,061,847

2,821,940

Loss for the year

(760,093

)

(4,372

)

Wayseal Properties Limited owns the following shareholdings:

Windsor Estates Finance Limited

Registered office: Lancaster House, Barrack Lane, Windsor, Berks, SL4 1HD

Nature of business: Joint Venture Financing & Investment Dealing

%

Class of shares:

holding

Ordinary

100.00

31.12.25

31.12.24

£

Aggregate capital and reserves

979,637

237,760

Profit for the year

741,877

55,191

Thameside Property Company Limited

Registered office: Lancaster House, Barrack Lane, Windsor, Berks, SL4 1HD

Nature of business: Property development

%

Class of shares:

holding

Ordinary

100.00

31.12.25

31.12.24

£

Aggregate capital and reserves

4,671,976

4,694,028

Loss for the year

(22,052

)

(4,255

)

Allium Interior Solutions Ltd

Registered office: Lancaster House, Barrack Lane, Windsor, Berks, SL4 1HD

Nature of business: Interior design

%

Class of shares:

holding

Ordinary

100.00

31.12.25

31.12.24

£

Aggregate capital and reserves

9,902

22,304

Loss for the year

(12,402

)

(9,823

)

This company is wholly owned by Thameside Property Company Ltd.

All subsidiaries are included in the consolidated financial statements.

10.

DEBTORS

Group

Company

31.12.25

31.12.24

31.12.25

31.12.24

£

Amounts falling due within one year:

Trade debtors

333,575

266,494

-

Amounts owed by group undertakings

-

100

Other debtors

3,282,726

2,296,516

-

3,616,301

2,563,010

100

Amounts falling due after more than one

year:

Other debtors

370,000

1,621,112

-

Aggregate amounts

3,986,301

4,184,122

100

11.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group

Company

31.12.25

31.12.24

31.12.25

31.12.24

£

Trade creditors

2

-

Amounts owed to group undertakings

-

100

Taxation and social security

7,156

1,887

-

Other creditors

38,554

20,398

-

45,712

22,285

100

12.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR

Group

31.12.25

31.12.24

£

Other creditors

-

5,000

13.	DEFERRED TAX

Group

£

Balance at 1 January 2025

(11,498

)

Credit to Income Statement during year

(3,026

)

Balance at 31 December 2025

(14,524

)

14.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.12.25

31.12.24

value:

£

4,229,675

Ordinary

£1

4,229,675

15.

RESERVES

Group

Retained

Share

earnings

premium

Totals

£

At 1 January 2025

705,572

704,857

1,410,429

Deficit for the year

(53,570

)

(53,570

)

At 31 December 2025

652,002

704,857

1,356,859

Company

Retained

Share

earnings

premium

Totals

£

At 1 January 2025

-

704,857

Profit for the year

-

At 31 December 2025

-

704,857

The group reserves above contain £68,034 unrealised losses.

16.	CONTINGENT LIABILITIES

There were no contingent liabilities as at 31 December 2025.

17.	RELATED PARTY DISCLOSURES

During the year Thameside Property Company Limited received £24,000 (2024 £22,000) administration charges from Wayseal Property Investments Limited, a company in the associated group.

During the year, loan interest of £25,339 (2024 £25,339) was charged to Lancaster Capital Ventures Limited, a company in the associated group.

During the year Wayseal Properties Limited paid £Nil (2024 £14,000) to Thomas Associates, a company in which D Thomas has a beneficial interest.

18.	ULTIMATE CONTROLLING PARTY

C M L Perring controls the parent company Wayseal Holdings Ltd by virtue of a controlling interest of the issued ordinary share capital.