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Gledhow Investments plc (GDH)
Gledhow Investments plc: Audited Final Results to 30 September 2025 and Notice of Annual General Meeting
31-March-2026 / 18:03 GMT/BST
Gledhow Investments plc
(“Gledhow” or the “Company”)
AQSE: GDH
Audited Final Results to 30 September 2025
Notice of Annual General Meeting
I
have
the
pleasure
in
presenting
your
Company’s Annual
Report
and
Financial
Statements
for
the
year
ended 30 September 2025.
Approximately half the portfolio that was acquired, announced on 21 May and 13 August 2025, has been sold. The portfolio was acquired through a combination of shares and convertible loan notes. The sale has added to the net cash balances of the Company, that as at today’s date stands at approximately £762,035. Whilst this portfolio of investments has been sold on average, at the approximate price paid for the portfolio, subsequently to entering into the deal (May 2025 announcement), the Company benefited by renegotiating the outstanding convertible loan notes from a conversion price of £0.00425 to £0.01, halving the CLNs liability to the Company (August 2025 announcement).
Whilst
the
Company’s
trading
activity
has
reduced
with
low
levels
of
fundraising
in
the
small
microcap
UK
public markets, the directors continue to follow an investment strategy, through investing in small undervalued or fast-growing companies, with the investment objective of achieving long-term capital growth in excess of the FTSE All Share Index. Opportunities in the UK public markets are presenting themselves and the Company is taking some advantage of market volatility.
The
Company
had
cash
of
£789,062
at
the
year-end
(2024:
£150,426).
The
pre-tax
profit
was
£71,823
(2024:
pre- tax loss of £422,980).
The Company has continued to hold positions in AIM, LSE and Aquis Stock Exchange Growth Market traded companies, including those companies at early stages of development.
The Company had one private investment, Eastport Critical Metals Corp, that subsequently listed on the TSXV under ticker EVI. Gledhow invested approximately £95,000. Today the shares are worth approximately £175,493.
The
Company
does
not
recommend
payment
of
a
dividend
for
the
year
ended
30
September
2025.
The Notice of Annual General Meeting (“AGM”) is set out at the back of the annual report and accounts. The AGM Notice is being posted to shareholders and will be held on Wednesday 29 April 2026 at 3.00 pm at the offices of AlbR Capital Ltd, 3rd Floor, 80 Cheapside, London, EC2V 6EE.
G
R
Miller
Managing
Director
31 March
2026
The full audited accounts will shortly be available at the Company website at
http://www.gledhowinvestments.com/
The Directors of the Company accept responsibility for the contents of this announcement.
For further information please contact:
Guy Miller
020 7220 9795
(Gledhow Investments plc)
Auditor 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.
Our evaluation of the directors’ assessment of the company’s ability to continue to adopt the going concern basis of accounting included assessing the directors’ plans for the future, confirming investment and cash balances, together with fixed operating costs for the foreseeable future.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company’s ability to continue as a going
concern
for
a
period
of
at
least
twelve
months
from
when
the
financial
statements
are
authorised
for
issue.”
Statement
of
Comprehensive
Income
for
the
year
ended
30
September
2025
|
|
|
2025
£
|
2024
£
|
|
Turnover
|
|
1,031,997
|
282,127
|
|
Cost
of
sales
|
|
(886,891)
|
(626,542)
|
|
Gross
profit/
(loss)
|
|
145,106
|
(344,415)
|
|
Administrative
expenses
|
|
(73,292)
|
(79,572)
|
|
Operating profit/
(loss)
|
|
71,814
|
(423,987)
|
|
Interest
receivable
and
similar
income
|
|
9
|
1,007
|
|
Profit/(loss)
before
taxation
|
|
71,823
|
(422,980)
|
|
Taxation
|
|
–
|
–
|
|
Profit/(loss)
for
the
financial
year
|
|
71,823
|
(422,980)
|
|
Total
comprehensive profit/(loss) for the
year
|
|
71,823
|
(422,980)
|
|
Basic profit/(loss)
per
share
(pence)
|
|
0.08p
|
(0.48)p
|
|
Diluted
profit/
(loss)
per
share
(pence)
|
|
0.08p
|
(0.48)p
|
The
income
statement
has
been
prepared
on
the
basis
that
all
operations
are
continuing
operations.
Statement
of
Financial
Position
as
at
30
September
2025
|
|
|
2025
£
|
2024
£
|
|
Current
assets
Investments
held
for
resale
|
|
703,990
|
870,815
|
|
Debtors
|
|
6,099
|
–
|
|
Cash
at
bank
and
in
hand
|
|
789,062
|
150,426
|
|
|
|
1,499,151
|
1,021,241
|
|
Creditors:
amounts
falling
due
within
one
year
|
|
(293,476)
|
(31,808)
|
|
Net
current
assets
and
total
assets
less
current
liabilities
|
|
1,205,675
|
989,433
|
|
Capital
and
reserves
Called
up
share
capital
|
|
1,077,849
|
975,714
|
|
Share
premium
account
|
|
384,408
|
384,408
|
|
Profit
and
loss
account Other reserve
|
|
(256,582)
–
|
(370,689)
–
|
|
Shareholders’
funds
–
equity
interests
|
|
1,205,675
|
989,433
|
The
financial
statements
were
approved
by
the
Board
and
authorised
for
issue
on
31
March
2026.
Statement
of
Changes
in
Equity
for
the
year
ended
30
September
2025
|
|
Share
capital
£
|
|
Share premium
£
|
|
Profit
and
loss
reserve
£
|
Other
reserve
£
|
Total
£
|
|
Balance
at
1
October
2022
|
975,714
|
|
384,408
|
|
288,063
|
49,968
|
1,698,153
|
|
Loss
for
the
year
|
–
|
|
–
|
|
(285,740)
|
–
|
(285,740)
|
|
Total
comprehensive
loss for the year
|
–
|
|
–
|
|
(285,740)
|
–
|
(285,740)
|
|
Transfer
of
share-based
payment
reserve
on
lapsed
warrants
|
–
|
|
–
|
|
49,968
|
(49,968)
|
–
|
|
Balance
at
30
September
2023
|
975,714
|
|
384,408
|
|
52,291
|
–
|
1,412,413
|
|
Loss
for
the
year
|
–
|
|
–
|
|
(422,980)
|
–
|
(422,980)
|
|
Total comprehensive loss for the
year
|
–
|
|
–
|
|
(422,980)
|
–
|
(422,980)
|
|
Balance
at
30
September
2024
|
975,714
|
|
384,408
|
|
(370,689)
|
–
|
989,433
|
|
Profit
for
the
year
|
–
|
|
–
|
|
71,823
|
–
|
71,823
|
|
Total comprehensive loss for the
year
|
–
|
|
–
|
|
71,823
|
–
|
71,823
|
|
Issue of treasury shares
|
|
|
–
|
|
42,284
|
–
|
42,284
|
|
Issue of new ordinary shares
|
102,135
|
|
–
|
|
–
|
–
|
102,135
|
|
|
|
|
|
|
|
|
|
|
Balance
at
30
September
2025
|
1.077,849
|
|
384,408
|
|
(256,582)
|
–
|
1,205,675
|
Statement
of
Cash
Flows
for
the
year
ended
30
September
2025
|
|
|
2025
£
|
2024
£
|
|
Cash flows
from
operating
activities
|
|
|
|
|
Cash
used
in
operations
|
|
(84,893)
|
(17,670)
|
|
Taxation
received/(paid)
|
|
–
|
–
|
|
Net
cash
(outflow)/inflow
from
operating
activities
|
|
(84,893)
|
(17,670)
|
|
Investing
activities
|
|
|
|
|
Proceeds
from
disposal
of
investments
|
|
931,737
|
282,127
|
|
Purchase
of
investments
|
|
(208,217)
|
(289,090)
|
|
Interest
received
|
|
9
|
1,007
|
|
Net
cash
(used
in)/generated
from
investing
activities
|
|
723,529
|
(5,956)
|
|
Net
(decrease)/increase
in
cash
and
cash
equivalents
|
|
638,636
|
(23,626)
|
|
Cash
and
cash
equivalents
at
beginning
of
year
|
|
150,426
|
174,052
|
|
Cash
and
cash
equivalents
at
end
of
year
|
|
789,062
|
150,426
|
|
Relating
to:
Cash
at
bank
and
in
hand
|
|
789,062
|
150,426
|
Notice of Annual General Meeting
Notice
is
hereby
given
that
the
Annual
General
Meeting
of
Gledhow
Investments
plc
(“the
Company”)
will
be
held at
3.00
pm
on
Wednesday
29 April
2026
at
the
offices
of
AlbR Capital
Limited,
3rd
Floor,
80
Cheapside,
London, EC2V
6EE
to
consider
the
following
resolutions
of
which
numbers
1
to
5
will
be
proposed
as
ordinary
resolutions and numbers 6 and 7 as special resolutions:
-
To
receive
the
annual
report
and
accounts
for
the
year
ended
30
September
2025.
-
To
re-elect
G
H
Melamet
as
a
director
of
the
Company.
-
To
re-elect
G
R
Miller
as
a
director
of
the
Company.
-
To
re-appoint
the
auditors
of
the
Company
and
to
authorise
the
directors
to
fix
their
remuneration.
-
To
consider
and,
if
thought
fit,
pass
the
following
resolution
which
will
be
proposed
as
an
ordinary
resolution:
That
the
directors
be
generally
and
unconditionally
authorised
under
section
551
of
the
Companies
Act
2006 (the
Act) to allot shares in the Company and to grant rights to subscribe for or to convert any security into shares in the Company on and subject to such terms as the directors may determine up to a total nominal amount
of
£2,500,000,
such
authority
shall
expire
at
the
conclusion
of
the
next
annual
general
meeting
of
the Company after the date of the passing of this resolution unless renewed, varied or revoked by the Company in
general
meeting.
The
directors
shall
be
entitled,
under
this
authority,
to
make
at
any
time
prior
to
the
expiry of this authority any offer or agreement which would or might require relevant securities to be allotted after the expiry of this authority.
To
consider
and,
if
thought
fit,
pass
the
following
resolutions
as
special
resolutions:
-
That, subject to the passing of resolution 5 in this notice, the directors be empowered under section 570 of the Companies
Act 2006 (“the
Act”) to allot equity securities (within the meaning of section 560 of the
Act) for cash under the authority given by resolution 5 in this notice as if sub-section 561(1) of the Act did not apply to such allotment, provided that this power shall be limited:
-
to
the
allotment
of
equity
securities
in
connection
with
an
offer
of
such
securities
to
holders
of
ordinary shares where the equity securities for which ordinary shares are respectively entitled to subscribe are proportionate (as nearly as may be) to the respective numbers of ordinary shares held by them, but subject
to
such
exclusions
or
other
arrangements
as
the
directors
may
deem
necessary
or
expedient in relation to fractional entitlements or any legal or practical problems under the laws of any overseas territory or the requirements of any regulatory body or stock exchange; and
-
to
the
allotment
(otherwise
than
under
sub-paragraph
(a)
above)
of
equity
securities
for
cash
up
to
a
total nominal value of £2,500,000.
and
shall
expire
on
the
date
of
the
next
annual
general
meeting
of
the
Company,
or
if
earlier,
15
months
after the
date
of
passing
this
resolution,
save
that
the
Company
may
before
such
expiry
make
an
offer
or
agreement which
would
or
might
require
equity
securities
to
be
allotted
after
such
expiry
and
the
Board
may
allot
equity securities under such offer or agreement as if the power conferred by this resolution had not expired.
-
That
the
Company
be
generally
and
unconditionally
authorised
to
make
market
purchases
within
the
meaning of section 693(4) of Companies Act 2006 (the Act) of its ordinary shares of 1p each in the capital of the Company (“shares”) on such terms and in such manner as the directors may from time to time determine, provided that:
-
the
maximum
number
of
shares
authorised
to
be
purchased
is
16,167,747,
being
the
number
representing 15%
of
the
issued
ordinary
share
capital
of
the
Company,
excluding
ordinary
shares
held
in
treasury,
at the date of the meeting;
-
the
minimum
price
(exclusive
of
expenses)
which
may
be
paid
per
share
is
1p
(being
the
nominal
value per share) and the maximum price which may be paid per share is an amount equal to 20% higher than the
average
of
the
middle
market
quotations
per
share
as
derived
from
the
AQSE
Growth
Market
for
the fifteen business days immediately preceding the day on which the shares are purchased;
-
the
authority
shall
expire
at
the
conclusion
of
the
next
annual
general
meeting
of
the
Company;
and
-
the Company may make a contract to purchase shares under the authority before the expiry of the authority and
may
make
a
purchase
of
shares
under
such
contract
even
though
the
authority
has
ended.
By
Order
of
the
Board
Registered
Office:
Unit 13, 2
nd
Floor
G
H
Melamet
Olympia House
Armitage Road
Secretary
London
NW11 8RQ
Dated:
31 March
2026
Notes:
-
Shareholders,
their
duly
appointed
representatives
or
proxies
are
entitled
to
attend,
speak
and
vote
at
the
AGM.
A
shareholder
can
appoint
the
Chairman
of
the
meeting
or
anyone
else
as
their
proxy
and
their
proxy
need
not
be
a
member
of
the
Company.
A
shareholder
may
appoint
more
than
one
proxy,
provided
that
each proxy is appointed to exercise the rights attached to different ordinary shares. To appoint more than one proxy, the proxy form should be photocopied
and completed for each proxy holder.
The proxy holder’s name should be written on the proxy form together with the number of shares in relation to which
the
proxy
is
authorised
to
act.
The
box
on
the
proxy
form
must
also
be
ticked
to
indicate
that
the
proxy
instruction
is
one
of
multiple
instructions
being
given.
All proxy forms must be signed and, to be effective, must be lodged at the registered office of the company, or emailed to
info@gledhowinvestments.com,
not later than 48 hours before the time of the meeting or any adjourned meeting.
-
In
accordance
with
Regulation
41
of
the
Uncertificated
Securities
Regulations
2001,
only
those
members
entered
on
the
Company’s
register
of
members
on the Company’s register of members at 48 hours (excluding non-business days) before the time appointed for the holding of the meeting shall be entitled
to vote in respect of the number of shares registered in their names at that time. If the meeting is adjourned by more than 48 hours, then to be so entitled, a
shareholder must be entered on the Company’s Register of Members at the time which is 48 hours (excluding non-business days) before the time appointed
for holding the adjourned meeting or, if the Company gives notice of the adjourned meeting, at the time specified in that notice.
-
Forms of proxy, together with any power of attorney or other authority under which it is executed or a notarially certified copy thereof, must be completed
and, to be valid, must reach the Company’s registered office not less than 48 hours (excluding non-business days) before the time appointed for the holding
of the meeting.
-
As at the close of business on 30 March 2026, the Company’s issued share capital comprised 107,784,984 ordinary shares of 1p each.
Each
ordinary
share
carries
the
right
to
one
vote
at
a
general
meeting
of
the
Company,
and therefore the total number of voting rights in the Company as at the time and date given above is 107,784,984.
Dissemination of a Regulatory Announcement that contains inside information in accordance with the Market Abuse Regulation (MAR), transmitted by
EQS Group
.
The issuer is solely responsible for the content of this announcement.
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