Company Registration No. 16087469 (England and Wales)
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
COMPANY INFORMATION
Director
C F Dear
Company number
16087469
Registered office
The Old Town Hall
Market Place
Oundle
Peterborough
PE8 4BA
Auditor
TC Group
4 Office Village, Forder Way
Cygnet Park
Hampton
Peterborough
Cambridgeshire
United Kingdom
PE7 8GX
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
CONTENTS
Page
Strategic report
1
Director's report
2
Director's responsibilities statement
3
Independent auditor's report
4 - 7
Profit and loss account
8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Company statement of cash flows
15
Notes to the financial statements
16 - 34
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 JANUARY 2026
- 1 -
The director presents the strategic report for the year ended 31 January 2026.
Fair review of the business
During the period the group performed well, the purpose of the group is to achieve a strong retain on its assets which is primarily property, investments and cash, this was achieved.
Principal risks and uncertainties
The principal risks and uncertainties of the group are the stability of the UK and Global economy, which can effect the UK property market and the return on investments held.
Key performance indicators
The company's key financial and other performance indicators during the period were as follows:
Unit
2026
2025
Turnover
£
Nil
16,679,525
Gross profit
£
Nil
4,117,821
Gross profit margin
%
Nil
25
Profit before tax
£
650,717
16,624,850
C F Dear
Director
21 October 2026
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 JANUARY 2026
- 2 -
The director presents his annual report and financial statements for the year ended 31 January 2026.
Principal activities
The principal activity of the company and group continued to be that of a holding company.
Results and dividends
The results for the year are set out on page 9 and 10.
No ordinary dividends were paid. The director does not recommend payment of a further dividend.
Director
The director who held office during the year and up to the date of signature of the financial statements was as follows:
C F Dear
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.
On behalf of the board
C F Dear
Director
21 October 2026
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
DIRECTOR'S RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 JANUARY 2026
- 3 -
The director is responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is required to:
select suitable accounting policies and then 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;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.
The director is responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
- 4 -
Opinion
We have audited the financial statements of Winterberry Topco Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 January 2026 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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 January 2026 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.
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's 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 director's 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 and parent 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 director with respect to going concern are described in the relevant sections of this report.
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
- 5 -
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The director is responsible for the other information contained within the annual report. 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. 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 course of 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.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the director's report 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 group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report and the director's report.
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 director
As explained more fully in the director's responsibilities statement, the director is 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 director determines 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 director is responsible for assessing 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 director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
- 6 -
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.
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.
Extent to which the audit was considered capable of detecting irregularities, including fraud
The objectives of our audit, in respect to fraud, are: to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and to respond appropriately to fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and its management.
Our approach was as follows:
•We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussion with the directors and other management (as required by auditing standards), and discussed with the directors and other management the policies and procedures regarding compliance with laws and regulations;
•We considered the legal and regulatory frameworks directly applicable to the financial statements reporting framework (FRS 102 and the Companies Act 2006) and the relevant tax compliance regulations in the UK;
•We considered the nature of the industry, the control environment and business performance, including the key drivers for management's remuneration;
•We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit;
•We considered the procedures and controls that the company has established to address risks identified, or that otherwise prevent, deter and detect fraud; and how senior management monitors those programmes and controls.
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
- 7 -
Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk. These procedures included: testing manual journals; reviewing the financial statement disclosures and testing to supporting documentation; performing analytical procedures; and enquiring of management, and were designed to provide reasonable assurance that the financial statements were free from fraud or error.
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely
the inherently limited procedures required by auditing standards would identify it. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://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 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 an #aw10 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 company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
21 October 2026
John Grant (Senior Statutory Auditor)
For and on behalf of TC Group
Office: Peterborough
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 JANUARY 2026
- 8 -
2026
2025
Notes
£
£
Turnover
3
-
16,679,525
Cost of sales
(12,561,704)
Gross profit
-
4,117,821
Administrative expenses
(263,601)
(3,864,985)
Other operating income
95,110
100,500
Operating (loss)/profit
4
(168,491)
353,336
Interest receivable and similar income
7
246,524
222,514
Interest payable and similar expenses
8
(368)
(83,836)
Amounts written off investments
9
573,052
16,132,836
Profit before taxation
650,717
16,624,850
Tax on profit
10
(256,748)
Profit for the financial year
20
650,717
16,368,102
Profit for the financial year is attributable to:
- Owner of the parent company
665,280
15,990,549
- Non-controlling interests
(14,563)
377,553
650,717
16,368,102
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JANUARY 2026
- 9 -
2026
2025
£
£
Profit for the year
650,717
16,368,102
Other comprehensive income
-
-
Total comprehensive income for the year
650,717
16,368,102
Total comprehensive income for the year is attributable to:
- Owners of the parent company
665,280
15,990,549
- Non-controlling interests
(14,563)
377,553
650,717
16,368,102
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
GROUP BALANCE SHEET
AS AT 31 JANUARY 2026
31 January 2026
- 10 -
2026
2025
Notes
£
£
£
£
Fixed assets
Tangible assets
11
103,520
Investment properties
12
3,251,801
1,420,642
Investments
13
11,133,128
12,000,000
14,488,449
13,420,642
Current assets
Debtors
15
3,627,235
3,650,770
Cash at bank and in hand
1,236,418
1,501,100
4,863,653
5,151,870
Creditors: amounts falling due within one year
16
(90,176)
(29,934)
Net current assets
4,773,477
5,121,936
Total assets less current liabilities
19,261,926
18,542,578
Creditors: amounts falling due after more than one year
17
(68,529)
-
Net assets
19,193,397
18,542,578
Capital and reserves
Called up share capital
19
204
102
Other reserves
20
18,473,811
Profit and loss reserves
20
665,280
18,473,811
Equity attributable to owner of the parent company
19,139,295
18,473,913
Non-controlling interests
54,102
68,665
19,193,397
18,542,578
The financial statements were approved and signed by the director and authorised for issue on 21 October 2026
21 October 2026
C F Dear
Director
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
COMPANY BALANCE SHEET
AS AT 31 JANUARY 2026
31 January 2026
- 11 -
2026
2025
Notes
£
£
£
£
Fixed assets
Investments
13
6,426,688
Current assets
Cash at bank and in hand
5,204
102
Creditors: amounts falling due within one year
16
(6,008,186)
-
Net current (liabilities)/assets
(6,002,982)
102
Net assets
423,706
102
Capital and reserves
Called up share capital
19
204
102
Profit and loss reserves
20
423,502
Total equity
423,706
102
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £423,502 (2025 - £0 profit).
The company was dormant upto 31st January 2025, therefore its profit and loss account and related notes for the year ended 31st January 2026 are the exact same as they would have been presented for the period 18 November 2025 (date of incorporation) to 31 January 2026.
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved and signed by the director and authorised for issue on 21 October 2026
21 October 2026
C F Dear
Director
Company Registration No. 16087469
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2026
- 12 -
Share capital
Other reserves
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
£
Balance at 1 February 2024
102
-
3,955,276
3,955,378
489,672
4,445,050
Year ended 31 January 2025:
Profit and total comprehensive income for the year
-
-
15,990,549
15,990,549
377,553
16,368,102
Dividends
-
-
-
-
(76,841)
(76,841)
Purchase of shares in subsidiary from non-controlling interest
-
-
(2,101,059)
(2,101,059)
-
(2,101,059)
Disposal of shares in subsidiary to non-controlling interest
-
-
629,045
629,045
(629,045)
-
Other movements
-
-
-
-
(92,674)
(92,674)
Balance at 31 January 2025
102
18,473,811
18,473,913
68,665
18,542,578
Year ended 31 January 2026:
Profit and total comprehensive income for the year
-
-
665,280
665,280
(14,563)
650,717
Issue of share capital
19
102
-
-
102
-
102
Transfers
-
18,473,811
(18,473,811)
-
-
-
Balance at 31 January 2026
204
18,473,811
665,280
19,139,295
54,102
19,193,397
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2026
- 13 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 18 November 2024
-
Period ended 31 January 2025:
Profit and total comprehensive income for the year
-
-
Issue of share capital
19
102
-
102
Balance at 31 January 2025
102
102
Year ended 31 January 2026:
Profit and total comprehensive income for the year
-
423,502
423,502
Issue of share capital
19
102
-
102
Balance at 31 January 2026
204
423,502
423,706
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 JANUARY 2026
- 14 -
2026
2025
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
22
(92,477)
(2,459,975)
Interest paid
(368)
(83,836)
Income taxes paid
-
(404,745)
Net cash outflow from operating activities
(92,845)
(2,948,556)
Investing activities
Purchase of tangible fixed assets
(103,520)
(62,156)
Proceeds on disposal of tangible fixed assets
-
442,199
Purchase of investment property
(1,831,159)
-
Proceeds on disposal of subsidiaries
-
15,607,909
Purchase of investments
-
(12,000,000)
Proceeds on disposal of investments
1,439,924
-
Interest received
140,665
222,514
Dividends received
105,859
16,596
Net cash (used in)/generated from investing activities
(248,231)
4,227,062
Financing activities
Proceeds from issue of shares
102
-
Repayment of borrowings
-
(1,720,702)
Repayment of bank loans
-
(73,333)
Purchase of own shares
-
(2,101,059)
Payment of finance leases obligations
76,292
-
Dividends paid to non-controlling interests
-
(581,841)
Net cash generated from/(used in) financing activities
76,394
(4,476,935)
Net decrease in cash and cash equivalents
(264,682)
(3,198,429)
Cash and cash equivalents at beginning of year
1,501,100
4,699,529
Cash and cash equivalents at end of year
1,236,418
1,501,100
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 JANUARY 2026
- 15 -
2026
2025
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
5,968,126
Investing activities
Investments at fair value through of profit and loss additions
(6,394,164)
Interest received
82,367
Dividends received
9,709
Other income received from investments
338,962
Net cash used in investing activities
(5,963,126)
-
Financing activities
Proceeds from issue of shares
102
102
Net cash generated from financing activities
102
102
Net increase in cash and cash equivalents
5,102
102
Cash and cash equivalents at beginning of year
102
Cash and cash equivalents at end of year
5,204
102
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026
- 16 -
1
Accounting policies
Company information
Winterberry Topco Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is .
The group consists of Winterberry Topco Limited and all of its subsidiaries.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 17 -
1.2
Business combinations
In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.
Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.
1.3
Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company Winterberry Topco Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 31 January 2026. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 18 -
Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.
If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.
Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.
1.4
Going concern
At the time of approving the financial statements, the director has a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.
1.5
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
1.6
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
1.7
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 19 -
1.8
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Software
20% straightline basis
Development costs
10% straightline basis
1.9
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Motor vehicles
25% reducing balance basis or 20% straight line basis
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
1.10
Investment properties
Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.
1.11
Fixed asset investments
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 20 -
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.
Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.
In the parent company financial statements, investments in associates are accounted for at cost less impairment.
Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.12
Impairment of fixed assets
At each reporting period end date, the group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 21 -
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.13
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.14
Financial instruments
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group 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 debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
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 cost less impairment.
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 22 -
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 end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the 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 asset’s 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 the risks and rewards of 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.
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 deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 23 -
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.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
1.15
Equity instruments
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
1.16
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 24 -
1.17
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.18
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.19
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.
1.20
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 25 -
2
Judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount 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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
3
Turnover and other revenue
2026
2025
£
£
Turnover analysed by class of business
Waste management and crane management services
-
16,679,525
2026
2025
£
£
Other significant revenue
Interest income
140,665
222,514
Dividends received
105,859
-
4
Operating (loss)/profit
2026
2025
£
£
Operating (loss)/profit for the year is stated after charging:
Exchange differences apart from those arising on financial instruments measured at fair value through profit or loss
13,767
-
Depreciation of owned tangible fixed assets
-
106,347
(Profit)/loss on disposal of tangible fixed assets
-
5,119
Amortisation of intangible assets
-
24,477
Operating lease charges
-
81,688
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 26 -
5
Auditor's remuneration
2026
2025
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
3,000
-
Audit of the financial statements of the company's subsidiaries
6,500
26,000
9,500
26,000
6
Employees
The average monthly number of persons (including directors) employed by the group and company during the year was:
Group
Company
2026
2025
2026
2025
Number
Number
Number
Number
1
42
1
1
Their aggregate remuneration comprised:
Group
Company
2026
2025
2026
2025
£
£
£
£
Wages and salaries
1,191,447
Social security costs
-
121,886
-
-
Pension costs
127,183
421,740
-
127,183
1,735,073
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 27 -
7
Interest receivable and similar income
2026
2025
£
£
Interest income
Interest on bank deposits
28,075
214,290
Other interest income
112,590
8,224
Total interest revenue
140,665
222,514
Other income from investments
Dividends received
105,859
Total income
246,524
222,514
8
Interest payable and similar expenses
2026
2025
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
-
922
Interest on invoice finance arrangements
60,769
-
61,691
Other finance costs:
Interest on finance leases and hire purchase contracts
368
7,559
Other interest
-
14,586
Total finance costs
368
83,836
9
Amounts written off investments
2026
2025
£
£
Fair value gains/(losses) on financial instruments
Change in value of financial assets held at fair value through profit or loss
540,528
-
Other gains/(losses)
Gain on disposal of investments held at fair value
32,524
-
Changes in the fair value of investment properties
-
149,863
Gain on disposal of subsidiaries
-
16,088,894
Loss on disposal of associates
-
(105,921)
573,052
16,132,836
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 28 -
10
Taxation
2026
2025
£
£
Current tax
UK corporation tax on profits for the current period
266,469
Adjustments in respect of prior periods
(12,152)
Total current tax
254,317
Deferred tax
Origination and reversal of timing differences
2,431
Total tax charge
256,748
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2026
2025
£
£
Profit before taxation
650,717
16,624,850
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2025: 0%)
162,679
4,156,213
Tax effect of expenses that are not deductible in determining taxable profit
94,149
Tax effect of income not taxable in determining taxable profit
(3,975,619)
Unutilised tax losses carried forward
4,504
Adjustments in respect of prior years
(12,152)
Permanent capital allowances in excess of depreciation
(11,166)
Other permanent differences
(162,679)
819
Taxation charge
-
256,748
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 29 -
11
Tangible fixed assets
Group
Motor vehicles
£
Cost
At 1 February 2025
Additions
103,520
At 31 January 2026
103,520
Depreciation and impairment
At 1 February 2025 and 31 January 2026
Carrying amount
At 31 January 2026
103,520
The company had no tangible fixed assets at 31 January 2026 or 31 January 2025.
12
Investment property
Group
Company
2026
2026
£
£
Fair value
At 1 February 2025 and 31 January 2026
1,420,642
-
Additions through external acquisition
1,831,159
-
At 31 January 2026
3,251,801
-
Investment property is carried at fair value, derived from the current market prices for comparable real estate determined annualy by C F Dear, the Director. Changes in fair value are recognised in the profit and loss account.
There has been no valuation of investment property by and independent valuer.
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 30 -
13
Fixed asset investments
Group
Company
2026
2025
2026
2025
Notes
£
£
£
£
Investments in subsidiaries
14
102
-
Listed investments
11,133,128
12,000,000
6,426,586
11,133,128
12,000,000
6,426,688
-
Movements in fixed asset investments
Group
Investments
£
Cost or valuation
At 1 February 2025
12,000,000
Valuation changes, dividends received & interest received
791,501
Disposals
(1,658,373)
At 31 January 2026
11,133,128
Carrying amount
At 31 January 2026
11,133,128
At 31 January 2025
12,000,000
Movements in fixed asset investments
Company
Shares in subsidiaries
Other investments
Total
£
£
£
Cost or valuation
At 1 February 2025
-
-
-
Additions
102
6,198,315
6,198,417
Valuation changes
-
338,962
338,962
Disposals
-
(110,691)
(110,691)
At 31 January 2026
102
6,426,586
6,426,688
Carrying amount
At 31 January 2026
102
6,426,586
6,426,688
At 31 January 2025
-
-
-
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 31 -
14
Subsidiaries
Details of the company's subsidiaries at 31 January 2026 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Vision Corporate Services Group Limited
9/10 The Crescent, Wisbech, Cambs, United Kingdom, PE13 1EH
Ordinary shares
98.11
Winterberry Group Limited
9/10 The Crescent, Wisbech, Cambs, United Kingdom, PE13 1EH
Ordinary shares
100.00
15
Debtors
Group
Company
2026
2025
2026
2025
Amounts falling due within one year:
£
£
£
£
Corporation tax recoverable
11,397
11,397
Other debtors
2,347,680
2,028,262
1,565,298
Prepayments and accrued income
1,777
2,349,457
2,039,659
-
1,576,695
Amounts falling due after more than one year:
Other debtors
1,277,778
1,611,111
Total debtors
3,627,235
3,650,770
-
1,576,695
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 32 -
16
Creditors: amounts falling due within one year
Group
Company
2026
2025
2026
2025
Notes
£
£
£
£
Obligations under finance leases
7,763
Trade creditors
38,755
84
84
Amounts owed to group undertakings
6,005,000
Corporation tax payable
(11,397)
Other creditors
23,952
23,850
102
-
Accruals and deferred income
31,103
6,000
3,000
-
90,176
29,934
6,008,186
17
Creditors: amounts falling due after more than one year
Group
Company
2026
2025
2026
2025
Notes
£
£
£
£
Obligations under finance leases
68,529
18
Retirement benefit schemes
2026
2025
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
127,183
421,740
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
19
Share capital
Group and company
2026
2025
2026
2025
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A shares of £1 each
200
-
200
-
Ordinary B shares of £1 each
4
-
4
-
204
-
204
-
20
Reserves
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
20
Reserves
(Continued)
- 33 -
Profit and loss reserves
Group
Share capital
Represents the nominal value of shares that have been issued.
Profit and loss account
Includes all current and prior period retained profits and losses.
Other reserves
This is a merger reserve and arises from business combinations where merger accounting has been applied. It arises from the excess of the net assets acquired over the investments in subsidiaries.
Company
Share capital
Represents the nominal value of shares that have been issued.
Profit and loss account
Includes all current and prior period retained profits and losses.
21
Related party transactions
Remuneration of key management personnel
There were no further transactions with key management personnel other than those disclosed in the transactions with directors note.
Other Related Parties
During the year the group made loans of £444,000 (2025 - £1,564,107) to companies in which the director has a significant participating interest.
Amounts owed from these companies at the year end totalled £2,008,107 (2025 - £1,564,107).
CONSOLIDATED RECORD FOR WINTERBERRY TOPCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 34 -
22
Cash absorbed by group operations
2026
2025
£
£
Profit for the year after tax
650,717
16,368,102
Adjustments for:
Taxation charged
256,748
Finance costs
368
83,836
Investment income
(246,524)
(222,514)
(Gain)/loss on disposal of tangible fixed assets
-
5,119
Fair value gain on investment properties
(149,863)
Amortisation and impairment of intangible assets
-
24,477
Depreciation and impairment of tangible fixed assets
-
106,347
Gan on disposal of subsidiary
-
(16,088,894)
Other gains and losses
(573,052)
-
Loss on disposal of associates
-
(105,920)
Movements in working capital:
Decrease/(increase) in debtors
12,138
(2,912,693)
Increase/(decrease) in creditors
63,876
(36,560)
Cash absorbed by operations
(92,477)
(2,459,975)
23
Analysis of changes in net funds - group
1 February 2025
Cash flows
31 January 2026
£
£
£
Cash at bank and in hand
1,501,100
(264,682)
1,236,418
Obligations under finance leases
-
(76,292)
(76,292)
1,501,100
(340,974)
1,160,126
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