REGISTERED NUMBER: 09820738 (England and Wales)

GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025

FOR

AVAMORE CAPITAL LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

3

Consolidated Income Statement

4

Consolidated Balance Sheet

5

Company Balance Sheet

6

Consolidated Statement of Changes in Equity

8

Company Statement of Changes in Equity

9

Notes to the Consolidated Financial Statements

10

DIRECTORS:

M R Dean

Z U Mirza

D J Zaprzala

N Duke

G M Tarn

J Bouet Andersen

REGISTERED OFFICE:

Cannon Place

78 Cannon Street

London

EC4N 6HL

REGISTERED NUMBER:

09820738 (England and Wales)

ACCOUNTANTS:

A.R. Lee & Co.

Chartered Accountants

Clarence Street Chambers

32 Clarence Street

Southend-on-Sea

Essex

SS1 1BD

The directors present their strategic report of the company and the group for the year ended 31 March 2025.

REVIEW OF BUSINESS

The principal activity of the group is the origination, funding and management of unregulated short-term development and bridging loans to property developers. The group generated an EBITDA of £1.1m in the financial year end 31st March 2025 (31st March 2024, £2.3m). The equity was £7.4m at 31st March 2025 (31st March 2024 £7.8m). The directors are satisfied with this performance in light of economic factors impacting inflation and consequential interest rate rises globally.

STRATEGIC OVERVIEW

The group's strategy continues to centre on establishing itself as a respected lender within the specialist finance sector, with a clear focus on sustainable growth and becoming the leading provider for SME property developers in the UK. Robust financial performance has supported substantial reinvestment in infrastructure, accelerating the group's development and strengthening its operational framework and governance. Continued investment in technology has led to the completion of several systems that are now fully integrated into the business operations, reinforcing the group's innovation-led approach. Its deep expertise in credit management, supported by a highly skilled team, underpins its reliability for third-party funders and ensures strong customer service and transparency across all stakeholder relationships.

PRINCIPAL RISKS AND UNCERTAINTIES

The core risks to the business are credit and inflation. Data indicates that inflation has peaked, suggesting possible economic stabilisation. Credit risk management is a crucial responsibility of the team, concentrating on ensuring that transactions meet high-quality and credit-compliant standards. Asset managers review all active loans, monitoring specific ratios and leverage to prevent potential capital losses for both the group and third-party funders.

The group also faces uncertainties, including interest rate risk and operational risk. While interest rate risk does not directly impact the group's results, it does affect the profitability of counterparty schemes and planned exit strategies. Operational risk is managed through strong systems, processes, and controls, and the group has committed to significant investment in automating and enhancing these systems to further mitigate the risk.

GOING CONCERN

The directors remain confident in the long-term sustainability of the business, underpinned by ongoing system enhancements and continued investment in automation across the group. A comprehensive going concern assessment has been carried out, with careful consideration given to both key and emerging risks, including inflationary pressures and fluctuations in interest rates. Management maintains regular oversight of the group's liquidity position, ensuring it remains well-capitalised and holds a prudent surplus of working capital to meet its financial obligations. Following this review, the directors are satisfied that the group will continue to operate as a going concern.

ON BEHALF OF THE BOARD:

M R Dean - Director

18 September 2025

The directors present their report with the financial statements of the company and the group for the year ended 31 March 2025.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 April 2024 to the date of this report.

M R Dean

Z U Mirza

D J Zaprzala

Other changes in directors holding office are as follows:

S K Robinson-Sandhu - resigned 22 May 2024

M Foley - appointed 22 May 2024

N Duke - appointed 17 October 2024

G M Tarn - appointed 21 March 2025

J Bouet Andersen was appointed as a director after 31 March 2025 but prior to the date of this report.

E E Barnett , P A Gould and M Foley ceased to be directors after 31 March 2025 but prior to the date of this report.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

M R Dean - Director

18 September 2025

TURNOVER

5,245,365

7,812,769

Cost of sales

1,006,896

1,179,066

GROSS PROFIT

4,238,469

6,633,703

Administrative expenses

3,267,053

4,575,911

971,416

2,057,792

Other operating income

21,901

21,136

OPERATING PROFIT

993,317

2,078,928

Interest receivable and similar income

70,433

82,499

1,063,750

2,161,427

Interest payable and similar expenses

1,797

668

PROFIT BEFORE TAXATION

1,061,953

2,160,759

Tax on profit

240,001

522,677

PROFIT FOR THE FINANCIAL YEAR

821,952

1,638,082

Profit attributable to:

Owners of the parent

821,952

1,638,082

FIXED ASSETS

Intangible assets

5

10,213

12,766

Tangible assets

6

26,061

28,519

Investments

7

-

-

36,274

41,285

CURRENT ASSETS

Debtors

8

4,301,321

4,546,995

Investments

9

1,047,770

3,024,421

Cash at bank

2,426,954

483,614

7,776,045

8,055,030

CREDITORS

Amounts falling due within one year

10

425,987

401,935

NET CURRENT ASSETS

7,350,058

7,653,095

TOTAL ASSETS LESS CURRENT LIABILITIES

7,386,332

7,694,380

CAPITAL AND RESERVES

Called up share capital

11

100

100

Retained earnings

7,386,232

7,694,280

SHAREHOLDERS' FUNDS

7,386,332

7,694,380

The company and the group are entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 March 2025.

The members have not required the company and the group to obtain an audit of its financial statements for the year ended 31 March 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the group keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company and the group as at the end of each financial year and of the group's profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company and the group.

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 18 September 2025 and were signed on its behalf by:

M R Dean - Director

FIXED ASSETS

Intangible assets

5

10,213

12,766

Tangible assets

6

26,061

28,519

Investments

7

500,400

500,400

536,674

541,685

CURRENT ASSETS

Debtors

8

1,953,536

1,865,877

Investments

9

1,047,770

3,024,421

Cash at bank

2,290,067

315,394

5,291,373

5,205,692

CREDITORS

Amounts falling due within one year

10

614,221

1,276,580

NET CURRENT ASSETS

4,677,152

3,929,112

TOTAL ASSETS LESS CURRENT LIABILITIES

5,213,826

4,470,797

CAPITAL AND RESERVES

Called up share capital

11

100

100

Retained earnings

5,213,726

4,470,697

SHAREHOLDERS' FUNDS

5,213,826

4,470,797

Company's profit for the financial year

1,873,029

1,221,586

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 March 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 March 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 18 September 2025 and were signed on its behalf by:

M R Dean - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2023

100

6,380,198

6,380,298

Changes in equity

Dividends

-

(324,000

)

(324,000

)

Total comprehensive income

-

1,638,082

1,638,082

Balance at 31 March 2024

100

7,694,280

7,694,380

Changes in equity

Dividends

-

(1,130,000

)

(1,130,000

)

Total comprehensive income

-

821,952

821,952

Balance at 31 March 2025

100

7,386,232

7,386,332

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2023

100

3,573,111

3,573,211

Changes in equity

Dividends

-

(324,000

)

(324,000

)

Total comprehensive income

-

1,221,586

1,221,586

Balance at 31 March 2024

100

4,470,697

4,470,797

Changes in equity

Dividends

-

(1,130,000

)

(1,130,000

)

Total comprehensive income

-

1,873,029

1,873,029

Balance at 31 March 2025

100

5,213,726

5,213,826

1.	STATUTORY INFORMATION

Avamore Capital Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Basis of consolidation

The financial statements consolidate the financial statements of Avamore Capital Limited and all of its subsidiary undertakings. The financial year end of all subsidiary undertakings matches the parent company. The results of any subsidiaries formed during the year are included from the date of incorporation.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

Turnover

Turnover consists of fees and interest due on the commercial loans the group arranges and is accounted for as it accrues under the terms of each agreement.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and and accumulated impairment loss.

The computer software came into use during the period and is being amortised over 5 years.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Fixtures and fittings

-

25% on reducing balance

Computer equipment

-

25% on reducing balance

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated 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.

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

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 28 (2024 - 26 ) .

4.	INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.

5.	INTANGIBLE FIXED ASSETS

Group

Other

intangible

assets

£

COST

At 1 April 2024

and 31 March 2025

17,022

AMORTISATION

At 1 April 2024

4,256

Charge for year

2,553

At 31 March 2025

6,809

NET BOOK VALUE

At 31 March 2025

10,213

At 31 March 2024

12,766

Company

Other

intangible

assets

£

COST

At 1 April 2024

and 31 March 2025

17,022

AMORTISATION

At 1 April 2024

4,256

Charge for year

2,553

At 31 March 2025

6,809

NET BOOK VALUE

At 31 March 2025

10,213

At 31 March 2024

12,766

6.	TANGIBLE FIXED ASSETS

Group

Fixtures

and

Computer

fittings

equipment

Totals

£

£

£

COST

At 1 April 2024

1,693

68,970

70,663

Additions

-

6,121

6,121

Disposals

-

(910

)

(910

)

At 31 March 2025

1,693

74,181

75,874

DEPRECIATION

At 1 April 2024

1,325

40,819

42,144

Charge for year

92

7,672

7,764

Eliminated on disposal

-

(95

)

(95

)

At 31 March 2025

1,417

48,396

49,813

NET BOOK VALUE

At 31 March 2025

276

25,785

26,061

At 31 March 2024

368

28,151

28,519

Company

Fixtures

and

Computer

fittings

equipment

Totals

£

£

£

COST

At 1 April 2024

1,693

68,970

70,663

Additions

-

6,121

6,121

Disposals

-

(910

)

(910

)

At 31 March 2025

1,693

74,181

75,874

DEPRECIATION

At 1 April 2024

1,325

40,819

42,144

Charge for year

92

7,672

7,764

Eliminated on disposal

-

(95

)

(95

)

At 31 March 2025

1,417

48,396

49,813

NET BOOK VALUE

At 31 March 2025

276

25,785

26,061

At 31 March 2024

368

28,151

28,519

7.	FIXED ASSET INVESTMENTS

Company

Shares in

group

undertakings

£

COST

At 1 April 2024

and 31 March 2025

500,400

NET BOOK VALUE

At 31 March 2025

500,400

At 31 March 2024

500,400

The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

Subsidiaries

Avamore Capital Bridging Ltd

Registered office: 32 Clarence Street, Southend-on-Sea, Essex SS1 1BD

Nature of business: Providing specialist finance

%

Class of shares:

holding

Ordinary

100.00

Avamore Finance 1 Limited

Registered office: 32 Clarence Street, Southend-on-Sea, Essex SS1 1BD

Nature of business: Providing specialist finance

%

Class of shares:

holding

Ordinary

100.00

Avamore Development Finance 1 Limited

Registered office: 78 Cannon Street, London, EC4N 6HL

Nature of business: Providing specialist finance

%

Class of shares:

holding

Ordinary

100.00

Avamore Specialist Finance 1 Ltd

Registered office: 78 Cannon Street, London, EC4N 6HL

Nature of business: Providing specialist finance

%

Class of shares:

holding

Ordinary

100.00

Avamore Construction Finance Limited

Registered office: 78 Cannon Street, London, EC4N 6HL

Nature of business: Providing specialist finance

%

Class of shares:

holding

Ordinary

100.00

8.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group

Company

31.3.25

31.3.24

31.3.25

31.3.24

£

£

£

£

Trade debtors

4,019,264

4,137,463

1,176,170

1,240,533

Amounts owed by group undertakings

-

-

503,977

414,088

Other debtors

282,057

409,532

273,389

211,256

4,301,321

4,546,995

1,953,536

1,865,877

9.	CURRENT ASSET INVESTMENTS

Group

Company

31.3.25

31.3.24

31.3.25

31.3.24

£

£

£

£

Other

1,047,770

3,024,421

1,047,770

3,024,421

10.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group

Company

31.3.25

31.3.24

31.3.25

31.3.24

£

£

£

£

Trade creditors

65,817

76,531

65,816

75,630

Amounts owed to group undertakings

-

-

296,202

875,546

Taxation and social security

188,489

110,001

80,522

110,001

Other creditors

171,681

215,403

171,681

215,403

425,987

401,935

614,221

1,276,580

11.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.3.25

31.3.24

value:

£

£

45

A Ordinary

£1

45

45

45

B Ordinary

£1

45

45

10

C Ordinary

£1

10

10

100

100

12.	OTHER FINANCIAL COMMITMENTS

Total financial commitments, guarantees and contingencies which are not included in the balance sheet amount to £160,871 being £92,760 for the rent payable on the parent company's premises for the remainder of the lease period to August 2025 and £68,111 for the vehicle lease over the next 3 years.

13.	DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

The following advances and credits to a director subsisted during the year ended 31 March 2025 and the period ended 31 March 2024:

31.3.25

31.3.24

£

£

D J Zaprzala

Balance outstanding at start of year

-

107,920

Amounts repaid

-

(107,920

)

Amounts written off

-

-

Amounts waived

-

-

Balance outstanding at end of year

-

-

The loan was interest free and repaid in full on 2 August 2023.