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Company registration number: 12108370
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UNAUDITED ANNUAL REPORT AND FINANCIAL STATEMENTS
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FOR THE YEAR ENDED
31 DECEMBER 2025
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ROLLING STOCK INVESTMENT NO1 LIMITED
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ROLLING STOCK INVESTMENT NO1 LIMITED
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COMPANY INFORMATION
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ROLLING STOCK INVESTMENT NO1 LIMITED
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CONTENTS
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Statement of financial position
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Statement of changes in equity
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Notes to the financial statements
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ROLLING STOCK INVESTMENT NO1 LIMITED
REGISTERED NUMBER:12108370
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STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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ROLLING STOCK INVESTMENT NO1 LIMITED
REGISTERED NUMBER:12108370
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STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2025
The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 4 to 7 form part of these financial statements.
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ROLLING STOCK INVESTMENT NO1 LIMITED
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STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
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Total comprehensive income for the year
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Total comprehensive income for the year
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The notes on pages 4 to 7 form part of these financial statements.
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ROLLING STOCK INVESTMENT NO1 LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The Company is a private company limited by shares and incorporated in England in the UK. The address of the registered office is given in the company information page of these financial statements.
The principal place of business is the same as the registered office address.
The principal activity of the Company is provision of administrative, company secretarial and contract management services to Rock Rail East Midlands Plc.
The financial statements are presented in sterling which is the functional currency of the Company and rounded to the nearest £1.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The following principal accounting policies have been applied:
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Financial Reporting Standard 102 - reduced disclosure exemptions
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The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 4 Statement of Financial Position paragraph 4.12(a)(iv);
∙the requirements of Section 7 Statement of Cash Flows; and
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d).
This information is included in the consolidated financial statements of Rock Rail Holdings Limited as at 31 December 2025 and these financial statements may be obtained from Companies House.
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ROLLING STOCK INVESTMENT NO1 LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
The financial statements have been prepared on the going concern basis which the Directors consider appropriate for the reasons outlined below and where they have reviewed cash flow forecasts for a period of 12 months from the date of signing these financial statements. The Company has made a profit of £Nil for the financial year (2024: £Nil) and has net assets of £29,340 (2024: £29,340).
The Directors have made an assessment of the Company’s ability to continue as a going concern, including any impacts of the current economic downturn, and are satisfied the Company has the resources to continue in operation for the foreseeable future.
The revenue of the Company is primarily attributable to fees earned for providing administrative, company secretarial and contract management services through a Company Management Agreement ("CMA"). As a result, the ability of the Company to continue as a Going Concern is based on the ability of its affiliated entities which it provides services to, specifically, Rock Rail East Midlands plc.
The Directors have reviewed cash flow forecasts for the Company, Rock Rail East Midlands plc and of the consolidated operations of its ultimate parent company Rock Rail Holdings Limited for a period of at least 12 months from the date of signing of these financial statements. In preparing these forecasts, the Directors considered the uncertainty of the current economic downturn and its impact on short and medium term cash liquidity. The forecasts include a variety of scenarios the Directors consider to be appropriate with the information available as of the date of approval of these financial statements, including, but not limited to, risk in relation to the credit worthiness of the lease rental counterparty and the availability of cash reserves to fund operating expenditure.
Under both its base-case scenario and reasonably plausible downside scenarios, the Directors consider that the Company is well positioned to manage risk during this period of economic uncertainty. Consequently, the directors are confident that the Company will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before turnover is recognised:
Management services income is recognised over a specified period of time based on the method that represents the stage of completion in delivery of the services.
Interest income is recognised in profit or loss using the effective interest method.
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
Investment in jointly controlled entities are measured at cost less accumulated impairment.
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ROLLING STOCK INVESTMENT NO1 LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
The Company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.
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The average monthly number of employees, including the directors, during the year was 3 (2024 - 3).
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Investments in subsidiary companies
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The Company owns 58.68% of Rock Rail East Midlands (Holdings) 1 Limited, which is a jointly controlled entity with Hitachi Rail Limited.
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Prepayments and accrued income
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ROLLING STOCK INVESTMENT NO1 LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Creditors: amounts falling due within one year
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Amounts owed to group undertakings
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Accruals and deferred income
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Amounts owed to group undertaking are repayable on demand. No interest was charged in the year.
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Allotted, called up and fully paid
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1,998 (2024 - 1,998) Ordinary A shares of £1.00 each
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27,342 (2024 - 27,342) Ordinary B shares of £1.00 each
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Related party transactions
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The Company paid £20,649 (2024: £19,932) to Rock Rail East Midlands Management Limited, immediate parent company, for management services.
The Company received £26,669 (2024: £29,693) from Mitsubishi HC Capital Inc, a related party due to key management personnel.
At the balance sheet date, the Company owed £24,779 (2024: £24,368) to Rock Rail East Midlands Management Limited. The amount is payable on demand.
At the balance sheet date, the Company owed £2,261 (2024: £2,087) to Rock Rail Holdings Limited, the ultimate parent company. The amount is payable on demand.
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The immediate parent company is Rock Rail East Midlands Management Limited and the ultimate parent company is Rock Rail Holdings Limited. The immediate and ultimate parent company are incorporated in England and have registered address as Capital Tower, 91 Waterloo Road, London, United Kingdom, SE1 8RT. The results of this company are included in the consolidated financial statements of Rock Rail Holdings Limited.
The ultimate controlling party is M R Swindell, by the virtue of his majority shareholding in Rock Rail Holdings Limited.
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