Contents of the Financial Statements

for the Period Ended 31 December 2024

Directors' report period ended 31 December 2024

The directors present their report with the financial statements of the company for the period ended 31 December 2024

Directors

The directors shown below have held office during the whole of the period from
1 January 2024 to 31 December 2024

The directors shown below have held office during the period of
1 January 2024 to 25 April 2024

The above report has been prepared in accordance with the special provisions in part 15 of the Companies Act 2006

This report was approved by the board of directors on
27 June 2025

And signed on behalf of the board by:
Name: F MACALPINE
Status: Director

Profit And Loss Account

for the Period Ended 31 December 2024

Balance sheet

As at 31 December 2024

The notes form part of these financial statements

Balance sheet statements

For the year ending 31 December 2024 the company was entitled to exemption under section 477 of the Companies Act 2006 relating to small companies.

The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The notes form part of these financial statements

Notes to the Financial Statements

for the Period Ended 31 December 2024

• 1. Accounting policies

  Basis of measurement and preparation

  These financial statements have been prepared in accordance with the provisions of Section 1A (Small Entities) of Financial Reporting Standard 102

  Turnover policy

  Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

  Tangible fixed assets depreciation policy

  Fixed assets Plant, Property and Equipment is capitalised at cost and includes expenditure that is directly attributable to the acquisition of the items. They are carried at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided on a straight-line basis to write off the cost of plant, property and equipment over their estimated useful life to their estimated residual value. Estimated residual value and estimated useful life are reassessed at each balance sheet date. Depreciation is calculated on a daily basis from the date of acquisition. The principal useful lives for this purpose are: Property Land – not depreciated Acquisition of Scheme Freehold - not depreciated Buildings: Structure – 40 years Roof – 40 years Windows & Doors – 20 years Kitchens, Bathrooms, FFE & Sanitaryware and Heating & Plumbing – 20 years Mechanical – 20 years Office equipment and IT – 3 years Fixtures and fittings – 3 years Plant and Equipment is reviewed for indication of impairment each year at the balance sheet date. Where there is an indication of impairment an asset’s carrying amount is written down to its recoverable amount if the asset’s carrying amount exceeds the higher of an asset’s fair value less costs to sell or value in use. All housing properties are classified as property, plant and equipment as opposed to investment properties. This is because all are judged to be held for their ‘social benefit’ which is a key criterion in FRS 102 for the classification as property, plant and equipment. Property is held at their purchase price (inclusive of any directly attributable costs of acquisition). Property is reviewed for indication of impairment each year at the balance sheet date. Where indications are identified an assessment is undertaken to compare the carrying amount to whichever is higher of the following: Net realisable value based on social housing market sale (if known). Value in use based on the net present value of future cash flows. Value in use based on the depreciated replacement cost of a similar asset (which reflects the social purpose of holding the asset). Where the carrying amount of the property is higher than all three of the assessment outcomes, an impairment charge is recognised. NOTES TO THE FINANCIAL STATEMENTS - continued FOR THE YEAR ENDED 31 DECEMBER 2024 Property comprises: The acquisition cost of the freehold interest of properties leased on 125 year leases to companies developing schemes under Forward Sale Agreements (FSA), and; The acquisition cost of completed extra care schemes.

  Other accounting policies

  Basis of preparing the financial statements These financial statements have been prepared in accordance with the provisions of Section 1A "Small Entities" of Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. Basis of measurement: 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. Exemptions under FRS 102: In preparing the financial statements of the Company, management has taken advantage of the following exemptions: From preparing a statement of cash flows, on the basis that it is a qualifying entity. From disclosing the company key management personnel compensation, as required by FRS 102 paragraph 33.7. 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. Going concern The Company had net liabilities of £1,874,780 at 31 December 2024 (£937,568 at 31st December 2023) and incurred a loss of £937,212 for the year ended 31 December 2024 (£442,102 for year ended 31st December 2023). The financial statements have been prepared on a going concern basis, on the assumption of the continuing availability of financial support from Preferred Housing Living Limited as stated in the Report of the Directors. The financial statements do not include any adjustments that would arise from a failure to obtain this financial support. Taxation Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. Current or deferred taxation assets and liabilities are not discounted. Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. Deferred tax Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. NOTES TO THE FINANCIAL STATEMENTS - continued FOR THE YEAR ENDED 31 DECEMBER 2024 Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Hire purchase and leasing commitments There are no hire purchase or leasing commitments. Debtors receivable within one year Debtors with no stated interest rate and receivable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses. Creditors payable within one year Creditors with no stated interest rate and payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses. Financial instruments The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments and Section 12 ‘Other Financial Instruments Issues’ of FRS102 to all of its financial instruments. Financial instruments are recognised in the company’s balance sheet when the company becomes party to the contractual provisions of the instrument. Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. Basic financial assets Basic financial assets, which include trade and other receivables and cash and bank balances, are 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. 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 company after deducting all of its liabilities. Basic financial liabilities Basic financial liabilities, including trade and other payables and a loan from related parties (see related party note). Financial liabilities classified as payable within one year are not amortised. The loan shown in note 8 refers to drawdowns made under a loan agreement signed in February 2022, each of which have a 10 year term but are repayable on demand from the lender. Accordingly these loans are carried in the financial statements at initial cost plus interest accrued as an amount falling due within one year. Trade payables 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 payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method. Equity instruments Equity instruments issued by the company 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 company. 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 year are included in profit or loss. Accounting judgements and estimation uncertainty Classification: All housing properties are classified as property, plant and equipment, as opposed to investment properties. This is because all are judged to be held for their ‘social benefit’ which is a key criterion in FRS 102 for the classification as property, plant and equipment. Depreciation: Housing property components have been identified and their associated useful economic lives (UEL) determined as noted above in ‘fixed assets’. Residential building (structure and roof) UEL is determined using the depreciation policy of our Scheme institutional funder. The UEL of all other items have been determined by the board by applying their judgement and collective knowledge and experience. Off-balance sheet arrangements A Forward Sale Agreement (FSA) is in place between Preferred Homes Limited (PHL) and PHL Nottingham Limited, and between PHL and PHL Telford Limited. Subject to the conditions of this agreement being met, including the practical completion of the development works being satisfied, PHL agrees to buy and both PHL Nottingham Limited and PHL Telford Limited agree to sell the property under development on their respective sites. PHL may make an advance payment under this agreement. Any such advance payment will form part of the overall purchase price per the FSA and is accounted for in these financial statements as Payments on Account – See Notes 7 and 9. Related parties transactions The shareholders of the Company are the same as the shareholders of Ashbourne Capital Partners Limited (“ACP”). ACP recharges costs incurred by the Company, paid by ACP. The total recharged for the year ended 31 December 2024 was £82,599 (2023: £66,406). ACP is in a joint venture with TGA European RE Holdings LLC (“TGAEREH”), a 100% subsidiary of Teachers Insurance and Annuity Association of America (“TIAA”), and together ACP and TGAEREH own 100% of the issued share capital of Preferred Housing Living Limited (“PHLL”). PHLL is the 100% parent of PHLL Holdco Limited (“Holdco”) which in turn is the sole shareholder in the following companies: PHL Leeds Limited (“Leeds”) PHL Telford Limited (“Telford”) PHL Nottingham Limited (“Nottingham”) PHL Bicester Limited (“Bicester”) PHL Shrewsbury Limited (“Shrewsbury”) PHL Crawley Limited (“Crawley”) The shareholders of the Company have entered into a Share Option Agreement with TGAEREH, which, if exercised, allows TGAEREH to acquire 30% of the Company. PHLL has entered a Loan Facility for £2,000,000 with the Company and the amount drawn down by the Company at the year-end is £1,772,707– See Note 8. The Company has entered a Forward Sale Agreement (“FSA”) for the provision of an Extra Care Apartment Scheme with Nottingham and Telford at the year-end and has since signed an FSA with Shrewsbury for an Extra Care Apartment Scheme. The Company completed the FSA held with Leeds for the provision of an Extra Care Apartment Scheme on 15th November 2024. ACP supplies development management services to, and recharges costs incurred by, Leeds, Telford and Nottingham. Nuveen Investment Management International Limited, a subsidiary of TIAA, provides investment advisory services to Leeds, Telford and Nottingham. David Newsome and Alan Ferguson are shareholders in the Company, shareholders and directors of ACP and directors of PHLL, Holdco, Leeds, Telford and Nottingham. Findlay MacAlpine, Stephen Sorrell and Richard Frank are shareholders in the Company and shareholders and directors of ACP. Michael Keogh is an employee of a subsidiary of TIAA. NOTES TO THE FINANCIAL STATEMENTS - continued FOR THE YEAR ENDED 31 DECEMBER 2024 Government grants Grant received in relation to newly acquired or developed housing properties is accounted for using the accrual model set out in FRS 102 and the Housing SORP 2018. Grant is carried as deferred income within Creditors (amounts falling due within one year and amounts falling due after one year, as appropriate) in the Statement of Financial Position and released to the Income Statement on a systematic basis over the useful economic lives of the asset for which it was received. In accordance with Housing SORP 2018, the useful economic life of the housing property structure has been selected (40 years). Employee benefits & retirement 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 non-current assets. The cost of any unused holiday entitlement is recognised in the year 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. Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Notes to the Financial Statements

for the Period Ended 31 December 2024

• 2. Employees

  	2024	2023
  Average number of employees during the period	12	10

  Directors and key management personnel salary 2024: 352,293 2023: 260,718 Employee salary 2024: 136,227 2023: 134,212 Employee pension benefits: 2024: 7,758 2023: 1,329 Director and key management personnel pension benefits 2024: 12,500 2023: 0 Directors and key management personnel includes those who are appointed as directors at Companies House and those employees that hold key management positions