Registration number:
for the
Year Ended 31 December 2025
Ludus Capital Limited
Contents
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Company Information |
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Strategic Report |
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Directors' Report |
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Statement of Directors' Responsibilities |
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Independent Auditor's Report |
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Consolidated Profit and Loss Account |
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Consolidated Statement of Comprehensive Income |
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Consolidated Balance Sheet |
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Balance Sheet |
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Consolidated Statement of Changes in Equity |
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Statement of Changes in Equity |
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Consolidated Statement of Cash Flows |
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Notes to the Financial Statements |
Ludus Capital Limited
Company Information
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Directors |
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Registered office |
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Auditors |
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Ludus Capital Limited
Strategic Report for the Year Ended 31 December 2025
The directors present their strategic report for the year ended 31 December 2025.
Results and dividends
The statement of profit or loss and other comprehensive income is set out on page 9 and 10 respectively and shows the profit for the year. The financial position of the group at the end of the year is set out on page 11.
A £1,000,000 interim dividend was paid during the year. The directors recommend no payment of a final dividend to the ordinary shareholders for the year.
Principal activity
The principal activity of the group is the manufacture of high performance woollen cloth, principally for billiard sports and tennis ball coverings.
Fair review of the business
Profit margins were reduced compared to the prior year. The group achieved reduced production and sales volumes, and hence reduced cost efficiency. Though there were also favourable trends in product mix, raw material prices saw big increases and energy prices remained high compared to prior years. General demand for the group’s products remained strong for the most part but increased competition has effected the 2025 performance. There was further investment in new plant and machinery to carry on improving the group’s processes to meet the future needs of its customers.
The group’s turnover for the year was £20,591,000 (2024: £23,019,000). The profit after tax recorded for the year was £233,000 (2024: £1,375,000).
The group works closely with its customers, and engages in research and development, to continue providing the high quality products required, at the same time as seeking out new opportunities and developing new products and markets.
The group's key financial and other performance indicators during the year were as follows:
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Financial KPIs |
Unit |
2025 |
2024 |
|
Turnover |
£'000 |
20,591 |
23,019 |
|
Profit before taxation |
£'000 |
339 |
1,851 |
|
Cash at bank |
£'000 |
2,603 |
4,916 |
Future Developments
The directors will continue to review the business through 2026 and beyond to achieve operational efficiencies and profitability where possible. The group's long term strategy is for sustainable growth where it looks not only to grow in its existing markets but also target new opportunities to achieve this.
The directors also plan to continue with their capital expenditure plan to modernise its operating machinery. The group has spent £5,615,000 in the past 4 years on such upgrades and will continue to do so in order to improve efficiencies as well as increase outputs.
Principal risks and uncertainties
Financial risk management
The Board keeps close control of all costs though the group’s activities expose it to a number of financial risks, primarily raw material prices and foreign exchange movements. Raw material price risk is minimised through forward purchase contracts. Risk arising from the uncertainties of foreign exchange movements is mitigated through entering into forward foreign exchange contracts.
The directors continually monitor the liquidity of the group in order to ensure that sufficient funds are available for ongoing operations. The group’s forecasts and projections, taking account of reasonably possible changes in trading performance, show that the group is able to meet its financial obligations as they fall due. Having assessed forecasts and reasonably plausible downside scenarios, the directors are satisfied that the group has sufficient cash to continue to operate for the foreseeable future, and that it is therefore appropriate to adopt the going concern basis in the preparation of its financial statements
Ludus Capital Limited
Strategic Report for the Year Ended 31 December 2025
Approved by the
Director
Ludus Capital Limited
Directors' Report for the Year Ended 31 December 2025
The directors present their report and the for the year ended 31 December 2025.
Directors of the company
The directors who held office during the year were as follows:
Financial instruments
Objectives and policies
The group's financial instruments comprise cash and liquid resources, and various other items such as trade debtors, trade creditors etc. that arise directly from its operations. The main purpose of these financial instrument is to finance the operations of the group. The group is exposed to the usual credit risk and cash flow risk associated with selling on credit and manages this through credit control procedures. The nature of these financial instruments means that they are not subject to price or liquidity risk.
Credit risk and cash flow risk
Credit risk
Credit risk is the risk that one party to a financial instrument will cause a financial loss to the other party by failing to discharge an obligation. The group offers credit to its customers. All customer accounts are monitored and strict controls are in place, thereby managing credit risk and keeping our bad debt charge to a minimum.
Cash flow risk
Cash flow risk is the risk that inflows and outflows of cash and cash equivalents will not be sufficient to finance day-to-day operations of the group. The group manages cash flow by careful negotiation of terms with customers and suppliers to maintain available funds to meet its liabilities as they fall due.
Going concern
As at 31 December 2025, the group had net assets of £14,806,000 (2024 - £15,428,000).
The directors have prepared forecasts for the group for a period of more than 12 months from the approval of these financial statements. The forecasts indicate that the group will continue to operate within its facilities and meet its liabilities as they fall due. On the basis of the points above, the directors are satisfied that it is appropriate to prepare the financial statements on a going concern basis.
Disclosure of information to the auditor
Each director has taken the steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.
Reappointment of auditors
Hazlewoods LLP have expressed their willingness to continue. Under the Companies Act 2006 section 487(2) they will be automatically re-appointed as auditors 28 days after these financial statements are sent to the members, unless the members exercise their rights under the Companies Act 2006 to prevent their re-appointment.
Approved by the
Director
Ludus Capital Limited
Statement of Directors' Responsibilities
The directors are responsible for preparing the Strategic Report, Directors' Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:
• | select suitable accounting policies and apply them consistently; |
• | make judgements and accounting estimates that are reasonable and prudent; |
• | state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and |
• | 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 group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Ludus Capital Limited
Independent Auditor's Report to the Members of Ludus Capital Limited
Opinion
We have audited the financial statements of Ludus Capital Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025, which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, and 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 the parent company's 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 auditor 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 ability to continue as a going concern for a period of at least twelve months from when the original financial statements were 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 included in the annual report, other than the financial statements and our auditor’s report 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
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the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
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• |
the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception
In the light of our 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 and the Directors' Report.
Ludus Capital Limited
Independent Auditor's Report to the Members of Ludus Capital Limited
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 page 5, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the 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.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Extent to which the audit was 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:
We considered the nature of the group’s industry and its control environment and reviewed the group’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management about their own identification and assessment of the risks of irregularities.
We obtained an understanding of the legal and regulatory framework that the group operates in and identified the key laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements, including the UK Companies Act and tax legislation, and, those that do not have a direct effect on the financial statements but compliance with which may be fundamental to the group’s ability to operate or to avoid a material penalty.
Ludus Capital Limited
Independent Auditor's Report to the Members of Ludus Capital Limited
We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.
In common with all audits conducted in accordance with ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override of controls. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.
In addition to the above, our procedures to respond to the risks identified included the following:
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• |
reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements; |
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• |
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatements due to fraud; and |
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• |
enquiring of management concerning actual and potential litigation and claims and instances of non-compliance with laws and regulations, |
Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Use of our report
This report is made solely to the parent 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 parent company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the parent company and the parent 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
Staverton Court
Staverton
GL51 0UX
Ludus Capital Limited
Consolidated Profit and Loss Account for the Year Ended 31 December 2025
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Note |
2025 |
2024 |
|
|
Turnover |
|
|
|
|
Cost of sales |
( |
( |
|
|
Gross profit |
|
|
|
|
Distribution costs |
( |
( |
|
|
Administrative expenses |
( |
( |
|
|
Other operating income |
|
- |
|
|
Operating profit |
|
|
|
|
Other interest receivable and similar income |
|
- |
|
|
Profit before tax |
|
|
|
|
Tax on profit |
( |
( |
|
|
Profit for the financial year |
|
|
|
|
Profit attributable to: |
|||
|
Owners of the company |
|
|
The above results were derived from continuing operations.
Ludus Capital Limited
Consolidated Statement of Comprehensive Income for the Year Ended 31 December 2025
|
Note |
2025 |
2024 |
|
|
Profit for the year |
|
|
|
|
Movement in fair value of forward exchange contracts |
|
( |
|
|
Total comprehensive income for the year |
|
|
|
|
Total comprehensive income attributable to: |
|||
|
Owners of the company |
|
|
Ludus Capital Limited
(Registration number: 07756707(England and Wales))
Consolidated Balance Sheet as at 31 December 2025
|
Note |
2025 |
2024 |
|
|
Fixed assets |
|||
|
Intangible assets |
- |
- |
|
|
Tangible assets |
|
|
|
|
|
|
||
|
Current assets |
|||
|
Stocks |
|
|
|
|
Debtors |
|
|
|
|
Cash at bank and in hand |
|
|
|
|
|
|
||
|
Creditors: Amounts falling due within one year |
( |
( |
|
|
Net current assets |
|
|
|
|
Total assets less current liabilities |
|
|
|
|
Creditors: Amounts falling due after more than one year |
- |
( |
|
|
Provisions for liabilities |
( |
( |
|
|
Net assets |
|
|
|
|
Capital and reserves |
|||
|
Called up share capital |
39 |
39 |
|
|
Share premium reserve |
5,390 |
5,390 |
|
|
Cash flow hedge reserve |
58 |
(86) |
|
|
Profit and loss account |
9,319 |
10,085 |
|
|
Total equity |
14,806 |
15,428 |
Approved and authorised by the
Director
Ludus Capital Limited
(Registration number: 07756707)
Balance Sheet as at 31 December 2025
|
Note |
2025 |
2024 |
|
|
Fixed assets |
|||
|
Investments |
|
|
|
|
Current assets |
|||
|
Cash at bank and in hand |
|
|
|
|
Net assets |
|
|
|
|
Capital and reserves |
|||
|
Called up share capital |
39 |
39 |
|
|
Share premium reserve |
5,390 |
5,390 |
|
|
Profit and loss account |
3,257 |
3,257 |
|
|
Total equity |
8,686 |
8,686 |
The company made a profit after tax for the financial year of £1,000,000 (2024 - profit of £nil).
The company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own statement of profit and loss in these financial statements.
Approved and authorised by the
Director
Ludus Capital Limited
Consolidated Statement of Changes in Equity for the Year Ended 31 December 2025
Equity attributable to the parent company
|
Share capital |
Share premium |
Cash flow hedge reserve |
Profit and loss account |
Total |
|
|
At 1 January 2025 |
|
|
( |
|
|
|
Profit for the year |
- |
- |
- |
|
|
|
Other comprehensive income |
- |
- |
|
- |
|
|
Dividends |
- |
- |
- |
( |
( |
|
Exchange (loss) / gain on consolidation |
- |
- |
- |
1 |
1 |
|
At 31 December 2025 |
|
|
|
|
|
|
Share capital |
Share premium |
Cash flow hedge reserve |
Profit and loss account |
Total |
|
|
At 1 January 2024 |
|
|
|
|
|
|
Profit for the year |
- |
- |
- |
|
|
|
Other comprehensive income |
- |
- |
( |
- |
( |
|
Exchange (loss) / gain on consolidation |
- |
- |
- |
(1) |
(1) |
|
At 31 December 2024 |
39 |
5,390 |
(86) |
10,085 |
15,428 |
Ludus Capital Limited
Statement of Changes in Equity for the Year Ended 31 December 2025
|
Share capital |
Share premium |
Profit and loss account |
Total |
|
|
At 1 January 2025 |
|
|
|
|
|
Profit for the year |
- |
- |
|
|
|
Dividends |
- |
- |
( |
( |
|
At 31 December 2025 |
|
|
|
|
|
Share capital |
Share premium |
Profit and loss account |
Total |
|
|
At 1 January 2024 |
|
|
|
|
|
At 31 December 2024 |
39 |
5,390 |
3,257 |
8,686 |
Ludus Capital Limited
Consolidated Statement of Cash Flows for the Year Ended 31 December 2025
|
Note |
2025 |
2024 |
|
|
Cash flows from operating activities |
|||
|
Profit for the year |
|
|
|
|
Adjustments to cash flows from non-cash items |
|||
|
Depreciation |
|
|
|
|
Financial instrument net (losses)/gains through profit and loss |
( |
|
|
|
Loss on disposal of tangible assets |
|
- |
|
|
Interest receivable |
( |
- |
|
|
Income tax expense |
|
|
|
|
|
|
||
|
Working capital adjustments |
|||
|
(Increase)/decrease in stocks |
( |
|
|
|
Increase in trade debtors |
( |
( |
|
|
(Decrease)/increase in trade creditors |
( |
|
|
|
Cash generated from operations |
|
|
|
|
Taxes paid |
( |
( |
|
|
Net cash flow from operating activities |
( |
|
|
|
Cash flows from investing activities |
|||
|
Purchases of tangible assets |
( |
( |
|
|
Proceeds from sale of tangible assets |
( |
- |
|
|
Interest received |
|
- |
|
|
Net cash flows from investing activities |
( |
( |
|
|
Cash flows from financing activities |
|||
|
Dividends paid |
( |
- |
|
|
Net (decrease)/increase in cash and cash equivalents |
( |
|
|
|
Cash and cash equivalents at 1 January |
|
|
|
|
Effect of exchange rate fluctuations on cash held |
- |
( |
|
|
Cash and cash equivalents at 31 December |
2,603 |
4,916 |
|
Ludus Capital Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
|
General information |
The company is a private company limited by share capital, incorporated in the United Kingdom.
The address of its registered office is:
|
Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006.
Basis of preparation
These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.
The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest thousand.
Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December 2025.
A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.
The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.
Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.
Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.
Ludus Capital Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
Going concern
As at 31 December 2025, the group had net assets of £14,806,000 (2024 - £15,428,000).
The directors have prepared forecasts for the group for a period of more than 12 months from the approval of these financial statements. The forecasts indicate that the group will continue to operate within its facilities and meet its liabilities as they fall due. On the basis of the points above, the directors are satisfied that it is appropriate to prepare the financial statements on a going concern basis.
Critical accounting judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Judgements
No significant judgements have been made by management in preparing these financial statements. |
Key sources of estimation uncertainty
The group reviews the net realisable value of its stocks to provide assurance that recorded stocks are stated at the lower of cost or net realisable value. Management use historical data regarding stock usage and sales to estimate the impact of damaged or obsolete stock and to estimate the net realisable value of stocks that might have been impaired. Where net realisable value is lower than cost the group makes a provision for the impairment loss. . The carrying amount is £1,075,000 (2024 - £929,000).
Revenue recognition
Turnover comprises the fair value of the consideration received or receivable for the sale of goods in the ordinary course of the group’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the group.
The group recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the entity and specific criteria have been met for each of the group's activities.
Foreign currency transactions and balances
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.
Tax
The tax expense for the period comprises current and deferred tax. Tax is recognised in the profit and loss account, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
The current tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.
Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements and on unused tax losses or tax credits in the group. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.
Ludus Capital Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
Tangible assets
Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.
Depreciation
Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:
|
Asset class |
Depreciation method and rate |
|
Freehold buildings |
39 years |
|
Plant, machinery and vehicles |
3 to 15 years |
Business combinations
Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.
Intangible assets
Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date.
Amortisation
Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:
|
Asset class |
Amortisation method and rate |
|
Goodwill |
12 years |
Investments
Investments in equity shares which are non-publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not non-publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.
Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.
The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.
Ludus Capital Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
Trade debtors
Trade debtors are amounts due from customers for goods sold in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. All trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the debtors.
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.
Leases
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.
Where the group transfers substantially all the risks and rewards of ownership, the arrangement is classified as a finance lease and a receivable is recognised at an amount equal to the net investment in the lease. Recognition of finance income is based on a pattern reflecting a constant periodic rate of return on the lessor's net investment in the finance lease.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Dividends
Dividend distribution to the group’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.
Defined contribution pension obligation
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.
Financial Instruments
Classification
Recognition and measurement
Ludus Capital Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.
A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.
The recoverable amount of goodwill is derived from measurement of the present value of the future cash flows of the cash-generating units (CGUs') of which the goodwill is a part. Any impairment loss in respect of a CGU is allocated first to the goodwill attached to that CGU, and then to other assets within that CGU on a pro-rata basis.
Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU.
For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset's carrying amount and the present value of estimated future cash flows, discounted at the financial asset's original effective interest rate.
For financial assets carried at cost less impairment, the impairment loss is the difference between the asset's carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.
Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
Derivative financial instruments and hedging
The group has entered into forward foreign currency contracts to manage its exposure to exchange rate risk on foreign currency transactions. These derivatives are measured at fair value at each reporting date. To the extent the hedge is effective, movements in fair value are recognised in other comprehensive income and presented in a separate cash flow hedge reserve. This amount is reclassified from the cash flow hedge reserve to profit or loss in the same period or periods during which the hedged expected future cash flows affect profit or loss. Any ineffective portions of those movements are recognised in profit or loss for the period.
|
Turnover |
The analysis of the group's turnover for the year from continuing operations is as follows:
|
2025 |
2024 |
|
|
Sale of goods |
|
|
No geographical analysis of turnover has been given as, in the opinion of the directors, to do so would be seriously prejudicial to the interests of the group.
|
Operating profit |
Arrived at after charging/(crediting)
|
2025 |
2024 |
|
|
Depreciation expense |
|
|
|
Fair value of foreign exchange (gain)/loss on forward contracts |
( |
|
|
Foreign exchange gains |
( |
( |
|
Operating lease expenses |
|
|
Ludus Capital Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Other interest receivable and similar income |
|
2025 |
2024 |
|
|
Interest income on bank deposits |
|
- |
Ludus Capital Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Staff costs |
Group
The aggregate payroll costs (including directors' remuneration) were as follows:
|
2025 |
2024 |
|
|
Wages and salaries |
|
|
|
Social security costs |
|
|
|
Pension costs, defined contribution scheme |
|
|
|
|
|
The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:
|
2025 |
2024 |
|
|
Manufacturing |
|
|
|
Sales and Administration |
|
|
|
|
|
Company
The company incurred no staff costs and had no employees other than the directors.
|
Directors' remuneration |
The directors' remuneration for the year was as follows:
|
2025 |
2024 |
|
|
Remuneration |
|
|
|
Contributions paid to money purchase schemes |
|
|
|
322 |
326 |
During the year the number of directors who were receiving benefits was as follows:
|
2025 |
2024 |
|
|
Accruing benefits under money purchase pension scheme |
|
|
For the other directors, no remuneration was paid or is payable by the group (2024 - £nil). The directors are employed by other companies in the wider group and consider their duties to this group to be incidental to their other activities within the wider group. As a result, no qualifying services have been performed.
Ludus Capital Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
In respect of the highest paid director:
|
2025 |
2024 |
|
|
Remuneration |
|
|
|
Company contributions to money purchase pension schemes |
|
|
|
Auditors' remuneration |
|
2025 |
2024 |
|
|
Audit of these financial statements |
4 |
- |
|
Audit of the subsidiaries financial statements |
27 |
44 |
|
|
|
|
|
Other fees to auditors |
||
|
All other non-audit services |
|
|
|
Taxation |
Tax charged/(credited) in the consolidated profit and loss account
|
2025 |
2024 |
|
|
Current taxation |
||
|
UK corporation tax |
|
|
|
UK corporation tax adjustment to prior periods |
|
- |
|
130 |
457 |
|
|
Deferred taxation |
||
|
Arising from origination and reversal of timing differences |
( |
|
|
Adjustments in respect of prior periods |
(6) |
- |
|
Total deferred taxation |
( |
|
|
Tax expense in the profit and loss account |
|
|
Ludus Capital Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2024 - higher than the standard rate of corporation tax in the UK) of
The differences are reconciled below:
|
2025 |
2024 |
|
|
Profit before tax |
|
|
|
Corporation tax at standard rate |
|
|
|
Adjustments in respect of previous periods - corporation tax |
|
- |
|
Fixed asset differences |
|
|
|
Expenses not deductible for tax purposes |
|
|
|
Adjustment in respect of prior periods - deferred tax |
( |
- |
|
Total tax charge |
|
|
Deferred tax
Group
Deferred tax assets and liabilities
|
2025 |
Liability |
|
Fixed asset timing differences |
( |
|
Other timing differences |
|
|
( |
|
2024 |
Liability |
|
Fixed asset timing differences |
( |
|
Other timing differences |
|
|
( |
Ludus Capital Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Intangible assets |
Group and company
|
Goodwill |
|
|
Cost |
|
|
At 1 January 2025 and at 31 December 2025 |
|
|
Amortisation |
|
|
At 1 January 2025 and at 31 December 2025 |
|
|
Carrying amount |
|
|
At 31 December 2025 |
- |
|
At 31 December 2024 |
- |
The goodwill arose on the acquisition of the business and assets of the Woollen Speciality Products Division of Milliken Industrials Limited on 28 October 2011.
|
Tangible assets |
Group
|
Freehold land and buildings |
Plant, machinery and vehicles |
Total |
|
|
Cost or valuation |
|||
|
At 1 January 2025 |
|
|
|
|
Additions |
- |
|
|
|
Disposals |
- |
( |
( |
|
At 31 December 2025 |
|
|
|
|
Depreciation |
|||
|
At 1 January 2025 |
|
|
|
|
Charge for the year |
|
|
|
|
Eliminated on disposal |
- |
( |
( |
|
At 31 December 2025 |
|
|
|
|
Carrying amount |
|||
|
At 31 December 2025 |
|
|
|
|
At 31 December 2024 |
|
|
|
Freehold land acquired at cost of £665,000 (2024: £665,000) has not been depreciated. No assets are held under finance leases.
Ludus Capital Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Investments |
Company
|
2025 |
2024 |
|
|
Investments in subsidiaries |
|
|
|
Subsidiaries |
£ 000 |
|
Cost |
|
|
At 1 January 2025 and 31 December 2025 |
|
|
Provision |
|
|
At 1 January 2025 and 31 December 2025 |
- |
|
Carrying amount |
|
|
At 31 December 2024 and 31 December 2025 |
|
Details of the investments in which the company holds 20% or more of the nominal value of any class of share capital are as follows:
|
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
|
2025 |
2024 |
|||
|
Subsidiary undertakings |
||||
|
|
Lodgemore Mills, Stroud, Gloucestershire, GL5 3EJ |
|
|
|
|
|
11 Woodlands Close, #10-02, Woodlands 11, Singapore |
|
|
|
|
|
Lodgemore Mills, Stroud, Gloucestershire, GL5 3EJ |
|
|
|
|
|
Lodgemore Mills, Stroud, Gloucestershire, GL5 3EJ |
|
|
|
|
|
Lodgemore Mills, Stroud, Gloucestershire, GL5 3EJ |
|
|
|
|
Subsidiary undertakings |
|
WSP Textiles Limited The principal activity of WSP Textiles Limited is |
|
WSP Textiles Pte Ltd (registered in Singapore)* The principal activity of WSP Textiles Pte Ltd (registered in Singapore)* is |
|
Winterbotham, Strachan & Playne Limited* The principal activity of Winterbotham, Strachan & Playne Limited* is |
|
William Playne and Company Limited* The principal activity of William Playne and Company Limited* is |
Ludus Capital Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Strachan and Company Limited* The principal activity of Strachan and Company Limited* is |
* These are indirect investments, where ownership is through the holdings in subsidiary entities.
|
Stocks |
|
Group |
Company |
|||
|
2025 |
2024 |
2025 |
2024 |
|
|
Raw materials and consumables |
|
|
- |
- |
|
Work in progress |
|
|
- |
- |
|
Finished goods |
|
|
- |
- |
|
|
|
- |
- |
|
|
Cash and cash equivalents |
|
Group |
Company |
|||
|
2025 |
2024 |
2025 |
2024 |
|
|
Cash at bank |
|
|
|
|
|
Debtors |
|
Group |
Company |
|||
|
2025 |
2024 |
2025 |
2024 |
|
|
Trade debtors |
|
|
- |
- |
|
Amounts owed by group undertakings |
|
|
- |
- |
|
Other debtors |
|
|
- |
- |
|
Prepayments and accrued income |
|
|
- |
- |
|
Forward exchange contracts |
|
- |
- |
- |
|
Corporation tax asset |
|
- |
- |
- |
|
|
|
- |
- |
|
Ludus Capital Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Creditors |
|
Group |
Company |
|||
|
2025 |
2024 |
2025 |
2024 |
|
|
Amounts falling due within one year |
||||
|
Trade creditors |
|
|
- |
- |
|
Forward exchange contracts |
- |
|
- |
- |
|
Amounts owed to group undertakings |
- |
|
- |
- |
|
Social security and other taxes |
|
|
- |
- |
|
Corporation tax liability |
- |
231 |
- |
- |
|
Outstanding defined contribution pension costs |
|
|
- |
- |
|
Other creditors |
|
|
- |
- |
|
Accruals and deferred income |
|
|
- |
- |
|
|
|
- |
- |
|
|
Amounts falling due after one year |
||||
|
Forward exchange contracts |
- |
|
- |
- |
|
Provisions for liabilities |
Group
|
Deferred tax |
|
|
At 1 January 2025 |
|
|
Increase in existing provisions |
|
|
At 31 December 2025 |
|
|
|
|
|
Pension and other schemes |
Defined contribution pension scheme
The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £
Contributions totalling £
Ludus Capital Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Share capital |
Allotted, called up and fully paid shares
|
2025 |
2024 |
|||
|
No. 000 |
£ 000 |
No. 000 |
£ 000 |
|
|
|
|
39 |
|
39 |
|
Reserves |
Group and company
Called up share capital:
This represents the nominal value of issued share capital of the company.
Share premium:
This represents the amount received by the company for an equity share issue which exceeds its nominal value.
Cash flow hedge reserve (group only):
This represents the effective portion of the cumulative net change in the fair value of cash flow hedging instruments related to hedged transactions that have not yet occurred.
Profit and loss account:
This reserve includes all current and prior period retained profit and losses, net of dividends paid and other adjustments.
The changes to each component of equity resulting from items of other comprehensive income for the current year were as follows:
|
Cash flow hedge reserve |
|
|
Forward contracts gains/losses |
|
|
|
|
The changes to each component of equity resulting from items of other comprehensive income for the prior year were as follows:
|
Cash flow hedge reserve |
|
|
Forward contracts gains/losses |
( |
|
|
|
|
Dividends |
|
2025 |
2024 |
|
|
Dividends paid |
1,000 |
- |
Ludus Capital Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Obligations under leases |
Group and company
Operating leases
The total of future minimum lease payments is as follows:
|
2025 |
2024 |
|
|
Not later than one year |
|
|
|
Later than one year and not later than five years |
|
|
|
|
|
The amount of non-cancellable operating lease payments recognised as an expense during the year was £
|
Commitments |
Group and company
Capital commitments
The total amount contracted for but not provided in the financial statements was £nil (2024 - £
|
Analysis of changes in net debt |
Group
|
At 1 January 2025 |
Cash flows |
At 31 December 2025 |
|
|
Cash and cash equivalents |
|||
|
Cash at bank and in hand |
4,916 |
(2,313) |
2,603 |
|
|
|||
|
|
( |
|
|
The group and company has no loans or borrowings.
|
Related party transactions |
The group has taken advantage of the exemptions available in FRS 102 from disclosing transactions with other wholly owned members of the group. The debtors and creditors outstanding at year-end are shown in note 15 and 16 respectively.
Ludus Capital Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Financial instruments |
Group
The group's financial instruments may be analysed as follows:
|
2025 |
2024 |
|
|
Derivative financial instruments designated as cash flow hedges |
|
( |
Derivative financial instruments designated as cash flow hedges are comprised of forward exchange contracts.
Information regarding the group's exposure to and management of credit risk and cash flow risk is included in the Strategic Report.
Hedge of foreign exchange risk on forecast foreign currency cash flows
The group conducts some of its trading transactions in foreign currency and hence forecasts highly probable future cash flows in those currencies. To hedge the potential volatility in the sterling value of these cash flows as a result of movements in exchange rates, the group has entered into forward exchange contracts for a proportion of the forecast foreign currency cash flows in 2026 and 2027.
These derivatives are accounted for as a cash flow hedge of highly probable forecast transactions in accordance with FRS 102 and at the balance sheet date had a net fair value as an asset of £205,000 (2024 - £187,000 liability). The cash flows arising from the forward exchange contracts will continue until 2027. The increase in fair value in the year was £392,000 (2024 - £419,000 decrease in fair value) of which £193,000 was credited (2024 - £195,000 was debited) to other comprehensive income and £199,000 was credited (2024 - £224,000 was debited) to the profit or loss account for the year. Deferred tax of £49,000 (2024 - £49,000) which arises on the forward exchange contract fair value movements, has been recognised in other comprehensive income.
|
Parent and ultimate parent undertaking |
The ultimate controlling parent during the year was Peltzer et Fils SA, a company registered in Belgium.
The largest group in which the results of the company are consolidated is that headed by Peltzer et Fils SA, these consolidated financial statements are available on request from their registered office Rue de Renoupré 2, 4821 Dison, Belgium.