| REGISTERED NUMBER: |
| STRATEGIC REPORT, |
| REPORT OF THE DIRECTORS AND |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED |
| 31ST DECEMBER 2025 |
| FOR |
| ACTICAREUK LIMITED |
| REGISTERED NUMBER: |
| STRATEGIC REPORT, |
| REPORT OF THE DIRECTORS AND |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED |
| 31ST DECEMBER 2025 |
| FOR |
| ACTICAREUK LIMITED |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| CONTENTS OF THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| Page |
| Company information | 1 |
| Strategic report | 2 |
| Report of the directors | 4 |
| Report of the independent auditors | 6 |
| Statement of income and retained earnings | 10 |
| Balance sheet | 11 |
| Cash flow statement | 12 |
| Notes to the cash flow statement | 13 |
| Notes to the financial statements | 15 |
| ACTICAREUK LIMITED |
| COMPANY INFORMATION |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| Directors: |
| Secretary: |
| Registered office: |
| Registered number: |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| STRATEGIC REPORT |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| The directors present their strategic report for the year ended 31st December 2025. |
| Review of business |
| The Company delivered another successful year in 2025, increasing turnover to £15.7m (2024: £14.3m), representing year-on-year growth of approximately 9.8%. This growth reflects the continued trust placed in the business by care home providers across the UK and the Company's commitment to building long-term customer partnerships. |
| The Directors are pleased with the performance of the Company, with gross margin increasing from 20.9% to 25.4%, this in turn resulted in increasing profit before tax to £2.06m from £1.64m. |
| The company also increased cash reserves from £436k to £1.1m and saw growth in net assets of £713k. |
| Throughout the year, the Company remained focused on its purpose of making every day simpler, safer and better for its customers. By continually enhancing customer service, strengthening internal systems and improving processes, the business continued to support care home groups to raise standards whilst consuming less, helping customers improve operational efficiency without compromising quality of care. |
| The Directors maintained a strong focus on financial discipline throughout the year, with careful management of working capital, cash flow and supplier relationships. This approach has enabled the Company to remain financially resilient whilst continuing to invest in the foundations that support future growth. |
| Principal risks & uncertainties |
| The Company operates within a competitive healthcare market and continues to face risks associated with supplier price increases, foreign exchange fluctuations, labour cost inflation and changing customer purchasing behaviour. These factors have the potential to impact operating margins and profitability. |
| The Directors actively monitor these risks through regular supplier engagement, disciplined pricing reviews, careful management of inventory and working capital, and an ongoing commitment to delivering exceptional customer service. Maintaining strong customer relationships, together with a differentiated service offering, enables the business to respond effectively to changing market conditions. |
| Key performance indicators |
| The Directors use a range of financial and operational key performance indicators to monitor business performance and support strategic decision-making. These include revenue growth, gross profit, operating profit, cash generation and working capital performance, alongside operational measures such as customer retention, service levels, delivery performance and customer satisfaction. These measures provide management with timely information to drive continuous improvement across the business. |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| STRATEGIC REPORT |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| Development & performance |
| The Company delivered a resilient performance during the year despite continued economic uncertainty and ongoing cost pressures across the healthcare supply sector. The Directors remain focused on delivering sustainable long-term growth by continually improving customer service, strengthening internal processes and building lasting partnerships with care home groups across the UK. |
| Looking ahead, the Company will continue to develop its service offering and enhance its internal capabilities to support future growth, whilst remaining committed to its purpose of making every day simpler, safer and better for its customers. |
| On behalf of the board: |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| REPORT OF THE DIRECTORS |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| The directors present their report with the financial statements of the company for the year ended 31st December 2025. |
| Dividends |
| An interim dividend of £830,000 per share on the Ordinary A £1 shares was paid on 31st December 2025. No interim dividends were paid on the Ordinary B £1 shares or the Ordinary C £1 shares. The directors recommend that no final dividend be paid on these shares. |
| The total distribution of dividends for the year ended 31st December 2025 will be £830,000. |
| Directors |
| The directors shown below have held office during the whole of the period from 1st January 2025 to the date of this report. |
| Statement of directors' responsibilities |
| The directors are responsible for preparing the Strategic report, the Report of the directors and the financial statements in accordance with applicable law and regulations. |
| Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company 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 transactions and disclose with reasonable accuracy at any time the financial position of the 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 company 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 company'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 company's auditors are aware of that information. |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| REPORT OF THE DIRECTORS |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| Auditors |
| The auditors, Chris Duckett (Audit) Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| On behalf of the board: |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| ACTICAREUK LIMITED |
| Opinion |
| We have audited the financial statements of ActicareUK Limited (the 'company') for the year ended 31st December 2025 which comprise the Statement of income and retained earnings, Balance sheet, Cash flow statement and Notes to the 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 company's affairs as at 31st December 2025 and of its 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 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 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 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. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| ACTICAREUK LIMITED |
| 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 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 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, or returns adequate for our audit have not been received from branches not visited by us; or |
| - | the financial statements are not in agreement with the accounting records and returns; or |
| - | certain disclosures of directors' remuneration specified by law are not made; or |
| - | we have not received all the information and explanations we require for our audit. |
| Responsibilities of directors |
| As explained more fully in the Statement of directors' responsibilities set out on page four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
| In preparing the financial statements, the directors are responsible for assessing the 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 company or to cease operations, or have no realistic alternative but to do so. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| ACTICAREUK LIMITED |
| 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. |
| Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows: |
| - | the engagement partner 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 company through discussions with directors and other management, and from our commercial knowledge and experience of the healthcare sector; |
| - | 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 company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation; |
| - | we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and |
| - | 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 company'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, their knowledge of actual, suspected and alleged fraud; |
| - | considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; and |
| - | understanding the design of the company's remuneration policies. |
| 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; |
| - | assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and |
| - | investigated the rationale behind significant or unusual transactions. |
| 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; |
| - | reading the minutes of meetings of those charged with governance; |
| - | enquiring of management as to actual and potential litigation and claims; and |
| - | reviewing correspondence with HMRC, relevant regulators and the company's legal advisors. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| ACTICAREUK LIMITED |
| 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 harder 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. |
| Other matters which we are required to address |
| Comparative information in the financial statements is derived from the company's prior period financial statements which were not audited. |
| 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. |
| for and on behalf of |
| Chartered Accountants & Statutory Auditors |
| Network House |
| Thorn Office Centre |
| Rotherwas |
| Hereford |
| HR2 6JT |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| STATEMENT OF INCOME AND RETAINED EARNINGS |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| Period |
| 3.1.24 |
| Year Ended | to |
| 31.12.25 | 31.12.24 |
| Notes | £ | £ |
| Turnover |
| Cost of sales |
| Gross profit |
| Administrative expenses |
| Operating profit | 4 |
| Interest receivable & similar income |
| 2,068,366 | 1,639,067 |
| Interest payable & similar expenses | 5 |
| Profit before taxation |
| Tax on profit | 6 |
| Profit for the financial year |
| Retained earnings at beginning of year |
| Dividends | 7 | ( |
) | ( |
) |
| Retained earnings at end of year |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| BALANCE SHEET |
| 31ST DECEMBER 2025 |
| 31.12.25 | 31.12.24 |
| Notes | £ | £ | £ | £ |
| Fixed assets |
| Owned |
| Tangible assets | 8 | 542,412 | 326,284 |
| Right-of-use |
| Tangible assets | 8, 13 | 106,153 | - |
| Current assets |
| Stocks | 9 |
| Debtors | 10 |
| Cash at bank and in hand |
| Creditors |
| Amounts falling due within one year | 11 |
| Net current assets |
| Total assets less current liabilities |
| Creditors |
| Amounts falling due after more than one year |
12 |
( |
) |
| Provisions for liabilities | 14 | ( |
) |
| Accruals & deferred income | 15 | ( |
) |
| Net assets |
| Capital and reserves |
| Called up share capital | 16 |
| Retained earnings | 17 |
| Shareholders' funds |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| CASH FLOW STATEMENT |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| Period |
| 3.1.24 |
| Year Ended | to |
| 31.12.25 | 31.12.24 |
| Notes | £ | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 |
| Lease interest paid | ( |
) |
| Tax paid | ( |
) | ( |
) |
| Net cash from operating activities |
| Cash flows from investing activities |
| Purchase of tangible fixed assets | ( |
) | ( |
) |
| Sale of tangible fixed assets |
| Government grants received |
| Interest received |
| Net cash from investing activities | ( |
) | ( |
) |
| Cash flows from financing activities |
| Payment of lease liabilities | ( |
) | ( |
) |
| Movement in group loan balances | ( |
) | ( |
) |
| Equity dividends paid | ( |
) | ( |
) |
| Net cash from financing activities | ( |
) | ( |
) |
| Increase in cash and cash equivalents |
| Cash and cash equivalents at beginning of year |
2 |
369,015 |
| Cash and cash equivalents at end of year |
2 |
1,118,472 |
435,534 |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| NOTES TO THE CASH FLOW STATEMENT |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| 1. | Reconciliation of profit before taxation to cash generated from operations |
| Period |
| 3.1.24 |
| Year Ended | to |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Profit before taxation |
| Depreciation charges |
| Profit on disposal of fixed assets | ( |
) | ( |
) |
| Government grants | ( |
) |
| Finance costs | 2,678 | - |
| Finance income | (46,237 | ) | (5,208 | ) |
| 2,135,834 | 1,757,953 |
| Decrease in stocks |
| Increase in trade and other debtors | ( |
) | ( |
) |
| Increase in trade and other creditors |
| Cash generated from operations |
| 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 31st December 2025 |
| 31.12.25 | 1.1.25 |
| £ | £ |
| Cash and cash equivalents | 1,118,472 | 435,534 |
| Period ended 31st December 2024 |
| 31.12.24 | 3.1.24 |
| £ | £ |
| Cash and cash equivalents | 435,534 | 369,015 |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| NOTES TO THE CASH FLOW STATEMENT |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| 3. | Analysis of changes in net funds |
| Other |
| non-cash |
| At 1.1.25 | Cash flow | changes | At 31.12.25 |
| £ | £ | £ | £ |
| Net cash |
| Cash at bank |
| and in hand | 435,534 | 682,938 | 1,118,472 |
| 435,534 | 1,118,472 |
| Debt |
| Finance leases | - | 69,478 | (128,431 | ) | (58,953 | ) |
| - | 69,478 | (128,431 | ) | (58,953 | ) |
| Total | 435,534 | 752,416 | (128,431 | ) | 1,059,519 |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| NOTES TO THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| 1. | Statutory information |
| ActicareUK Limited is a |
| 2. | Accounting policies |
| Basis of preparing the financial statements |
| Significant judgements & estimates |
| The following judgements and estimations have been made in the process of applying the company's accounting policies that have had the most significant effect on amounts recognised in the financial statements. |
| 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 it affects only that period or in both current and future periods. |
| Useful economic lives of tangible fixed assets |
| The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economical lives and residual values of the assets. These are assessed by the Directors on an annual basis. |
| Changes in accounting policies |
| On early adoption of the amended Section 20 leases of FRS102, the company has applied the transition requirements with no restatement of comparative information. On transition, the company recognised right-of-use assets of £128k and the corresponding present value of the minimum lease payments as a liability. |
| Turnover |
| Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
| Tangible fixed assets |
| Tangible fixed assets are stated in the Balance Sheet at cost less depreciation. |
| Depreciation is provided to write off the cost of fixed assets over their estimated useful lives at the following rates: |
| Plant & equipment | 10-25% SL & RB |
| Computer equipment | 35% RB |
| Motor vehicles | 33% RB |
| Government grants |
| Grants of a capital nature are credited to the Balance Sheet and amortised over the life of the assets to which they relate. |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| 2. | Accounting policies - continued |
| Stocks |
| Stocks are valued at the lower of cost and estimated selling price less costs to complete and sell, after making due allowance for obsolete and slow moving items. |
| Financial instruments |
| The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and 'Other Financial Instruments Issues' of FRS102 to all of its financial instruments. |
| Financial instruments are recognised in the company's statement of financial position when the company 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 trade and other receivables and cash and bank balances, are measured at transaction price less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment. |
| Other financial assets |
| Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at the cost less impairment. |
| Impairment of financial assets |
| Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting date. |
| Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the assets original effective interest rate. The impairment loss is recognised in profit or loss. |
| If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss. |
| Derecognition of financial assets |
| Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all of the risks and rewards of the ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party. |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| 2. | Accounting policies - continued |
| Classification of financial liabilities |
| Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducing all of its liabilities. |
| Basic financial liabilities, including trade and other payables are measured at the transaction price. Other financial liabilities, including bank loans, loans from fellow group companies and preference shares that are classified as debt, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method. |
| Other financial liabilities |
| Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge. |
| Derecognition of financial liabilities |
| Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled. |
| Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the 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. |
| Foreign currencies |
| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| 2. | Accounting policies - continued |
| Leases |
| The company has elected tp early adopt the amendments for FRS102 Section 20. Under the revised requirements, the company recognises a right-of-use asset and corresponding lease liability for leases previously classified as operating leases. |
| Leases are recognised as finance leases. The lease liability is initially recognised at the present value of the lease payments which have not yet been made and subsequently measured under the amortised cost method. The initial cost of the right-of-use asset comprises the amount of the initial measurement of the lease liability, lease payments made prior to the lease commencement date, initial direct costs and the estimated costs of removing or dismantling the underlying asset per the conditions of the contract. |
| Where ownership of the right-of-use asset transfers to the lessee at the end of the lease term, the right-of-use asset is depreciated over the asset’s remaining useful life. If ownership of the right-of-use asset does not transfer to the lessee at the end of the lease term, depreciation is charged over the shorter of the useful life of the right-of-use asset and the lease term. |
| Pension costs & other post-retirement benefits |
| The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
| 3. | Employees (including officers) |
| Period |
| 3.1.24 |
| Year Ended | to |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Wages and salaries |
| Social security costs |
| Other pension costs |
| The average number of employees during the year was as follows: |
| Period |
| 3.1.24 |
| Year Ended | to |
| 31.12.25 | 31.12.24 |
| Sales | 10 | 9 |
| Office & management | 12 | 11 |
| Distribution | 28 | 26 |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| 3. | Employees (including officers) - continued |
| Period |
| 3.1.24 |
| Year Ended | to |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Directors' remuneration |
| 4. | Operating profit |
| The operating profit is stated after charging/(crediting): |
| Period |
| 3.1.24 |
| Year Ended | to |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Depreciation - owned assets |
| Depreciation - assets on finance leases |
| Profit on disposal of fixed assets | ( |
) | ( |
) |
| Auditors' remuneration |
| Foreign exchange differences | ( |
) |
| Grant amortisation | ( |
) |
| 5. | Interest payable & similar expenses |
| Period |
| 3.1.24 |
| Year Ended | to |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Leases interest |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| 6. | Taxation |
| Analysis of the tax charge |
| The tax charge on the profit for the year was as follows: |
| Period |
| 3.1.24 |
| Year Ended | to |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Current tax: |
| UK corporation tax |
| UK corporation tax prior year | (88 | ) | (99 | ) |
| Total current tax |
| Deferred tax | ( |
) |
| Tax on profit |
| UK corporation tax has been charged at 25% (2024 - 25%). |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
| Period |
| 3.1.24 |
| Year Ended | to |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Profit before tax |
| Profit multiplied by the standard rate of corporation tax in the UK of |
| Effects of: |
| Expenses not deductible for tax purposes |
| Capital allowances in excess of depreciation | ( |
) | ( |
) |
| Utilisation of tax losses | ( |
) |
| Adjustments to tax charge in respect of previous periods | ( |
) | ( |
) |
| Deferred tax | 83,700 | (120,700 | ) |
| Total tax charge | 522,112 | 281,701 |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| 7. | Dividends |
| Period |
| 3.1.24 |
| Year Ended | to |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Ordinary A shares of £1 each |
| Interim | 830,000 | 300,000 |
| 8. | Tangible fixed assets |
| Plant & | Right of | Motor |
| equipment | use assets | vehicles | Totals |
| £ | £ | £ | £ |
| Cost |
| At 1st January 2025 |
| Additions |
| Disposals | ( |
) | ( |
) |
| Reclassification/transfer |
| At 31st December 2025 |
| Depreciation |
| At 1st January 2025 |
| Charge for year |
| Eliminated on disposal | ( |
) | ( |
) |
| At 31st December 2025 |
| Net book value |
| At 31st December 2025 |
| At 31st December 2024 |
| 9. | Stocks |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Stocks |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| 10. | Debtors: amounts falling due within one year |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Trade debtors |
| Other debtors |
| Deferred tax asset |
| Prepayments |
| 11. | Creditors: amounts falling due within one year |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Leases (see note 13) |
| Trade creditors |
| Amounts owed to group undertakings |
| Corporation tax |
| Social security & other tax |
| Other creditors |
| Accruals |
| 12. | Creditors: amounts falling due after more than one year |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Leases (see note 13) |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| 13. | Leasing |
| Right-of-use assets & hire purchase |
| Tangible fixed assets |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Cost |
| At 1st January 2025 | - | 16,374 |
| Additions | 118,612 | - |
| Transfer to ownership | - | (16,374 | ) |
| Reclassification/transfer | 9,819 | - |
| 128,431 | - |
| Depreciation |
| Charge for year | 22,278 | - |
| Net book value | 106,153 | - |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| 13. | Leasing - continued |
| Lease liabilities |
| Minimum lease payments fall due as follows: |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Gross obligations repayable: |
| Within one year | 36,919 | - |
| Between one and five years | 19,198 | - |
| 56,117 | - |
| Finance charges repayable: |
| Within one year | (2,470 | ) | - |
| Between one and five years | (366 | ) | - |
| (2,836 | ) | - |
| Net obligations repayable: |
| Within one year | 39,389 | - |
| Between one and five years | 19,564 | - |
| 58,953 | - |
| 14. | Provisions for liabilities |
| 31.12.25 |
| £ |
| Deferred tax | 47,300 |
| Deferred tax |
| £ |
| Balance at 1st January 2025 | ( |
) |
| Provided during year |
| Balance at 31st December 2025 |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| 15. | Accruals & deferred income |
| Deferred government grants | 31.12.25 | 31.12.24 |
| £ | £ |
| Additions | 24,759 | - |
| Amortisation | (619 | ) | - |
| Carried forward | 24,140 | - |
| 16. | Called up share capital |
| Allotted, called up and fully paid shares |
| 31.12.25 | 31.12.24 |
| No. | £ | No. | £ |
| A shares of £1 each | 51 | 51 | 51 | 51 |
| B shares of £1 each | 49 | 49 | 49 | 49 |
| C shares of £1 each | 20 | 20 | 20 | 20 |
| D shares of £1 each | 20 | 20 | 20 | 20 |
| E shares of £1 each | 20 | 20 | 20 | 20 |
| 160 | 160 | 160 | 160 |
| 17. | Reserves |
| Retained |
| earnings |
| £ |
| At 1st January 2025 |
| Profit for the year |
| Dividends | ( |
) |
| At 31st December 2025 |
| 18. | Contingent liabilities |
| There were no contingent liabilities at 31st December 2025. |
| 19. | Related party disclosures |
| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
| ACTICAREUK LIMITED (REGISTERED NUMBER: 13075831) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31ST DECEMBER 2025 |
| 20. | Controlling party |
| The company is a wholly owned subsidiary of Callow Enterprises Ltd. |
| Company registration number: | 08378658 |
| Company registered office address: | Skylon House |
| Unit 3 Munitions Close |
| Skylon Park |
| Hereford |
| HR2 6FN |
| 21. | First year adoption |
| There was no effect of transition to FRS 102 from FRS 102 Section 1A. |