P H Property Holdings Limited - Limited company accounts 25.1

REGISTERED NUMBER: 03160558 (England and Wales)

Group Strategic Report,

Report of the Directors and

Consolidated Financial Statements

for the Year Ended 31 December 2024

for

P H Property Holdings Limited

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Consolidated Income Statement

8

Consolidated Other Comprehensive Income

9

Consolidated Balance Sheet

10

Company Balance Sheet

11

Consolidated Statement of Changes in Equity

12

Company Statement of Changes in Equity

13

Consolidated Cash Flow Statement

14

Notes to the Consolidated Cash Flow Statement

15

Notes to the Consolidated Financial Statements

16

DIRECTORS:

P N Hughes

P H Hogarth

D R Gale

L F Wood

SECRETARY:

P N Hughes

REGISTERED OFFICE:

Bollin House

Oakfield Road

Cheadle Royal Business Park

Cheadle

Cheshire

SK8 3GX

REGISTERED NUMBER:

03160558 (England and Wales)

AUDITORS:

Bennett Brooks & Co Limited

Chartered Accountants

& Statutory Auditors

St George's Court

Winnington Avenue

Northwich

Cheshire

CW8 4EE

The directors present their strategic report of the company and the group for the year ended 31 December 2024.

REVIEW OF BUSINESS

P H Property Holdings Limited continues to deliver the highest quality residential properties in the South Manchester and North Cheshire areas, together with ultra-high-end villas in Mallorca. The "PH Homes" brand is now firmly established in the North West of England, while PH Mallorca has consolidated its reputation as the most prestigious developer of ultra-high-end villas in the South West of Mallorca.

The 12-month period to December 2024 saw a significant improvement in sales completions compared with the prior year, which in turn led to a strong return to profitability. Demand for our premium specification, design-led developments remains robust, underpinned by the resilience of the local markets in which we operate.

Our UK development pipeline remains strong, with several high-quality new sites acquired that will be delivered over the next three years. In addition, a number of significant site acquisitions in both the UK and Mallorca will provide a solid foundation for 2025 and 2026. PH Mallorca continues to lead the market in its sector and is expected to make an increasing contribution to the group's performance over the medium term.

The group has continued to strengthen internal systems and reporting processes in line with the increased scale of operations. We also continue to benefit from multiple available funding streams, giving the group the flexibility and financial resources to pursue new opportunities.

The group's key performance indicators include revenue and margin by development, profit before tax, and future gross margin on land holdings.

PRINCIPAL RISKS AND UNCERTAINTIES

Planning delays continue to represent the most significant risk to the group, and there has been no improvement in the responsiveness of the planning system during the period. This remains a source of frustration and continues to impact the timing of project commencements and completions.

Despite the wider environment of relative uncertainty, demand for high-quality homes in prime locations remains strong, particularly within the markets in which the group operates. This resilience provides confidence in the group's ability to deliver continued growth.

Build cost inflation, which had been a major concern in previous years, has now stabilised. The directors therefore do not foresee significant upward pressure on construction costs in the immediate future.

The group benefits from a very strong pipeline of new developments, both in the UK and Mallorca, which provides a solid foundation for sustained growth over the coming years. Funding availability is closely monitored but remains accessible from a range of lenders, while the directors and shareholders remain committed to ensuring the group is adequately resourced to pursue future opportunities.

ON BEHALF OF THE BOARD:

P N Hughes - Director

29 September 2025

The directors present their report with the financial statements of the company and the group for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was that of the development and sale of land and property.

DIVIDENDS

No interim dividends were paid during the period ended 31 December 2024. The total distribution of dividends for the period ended 31 December 2024 will be £nil.

DIRECTORS

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

P N Hughes

P H Hogarth

D R Gale

L F Wood

CHARITABLE DONATIONS AND EXPENDITURE

Charitable donations of £2,750 were made during the year.

DISCLOSURE IN THE STRATEGIC REPORT

Future developments, principal risks and uncertainties and financial instrument risks are disclosed in the Strategic Report.

The company has chosen in accordance with section 414(c) of the Companies Act 2006 (Strategic and Directors Report) Regulations 2013 to set out in the company’s Strategic Report information required by schedule 7 of the Large and Medium Sized Companies and Groups (Accounts and Reports) Regulations 2008.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have 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 directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, Bennett Brooks & Co Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

P N Hughes - Director

29 September 2025

Opinion

We have audited the financial statements of P H Property Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 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 of the parent company affairs as at 31 December 2024 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.

Basis for opinion

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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 directors' 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 the 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 directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 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 the audit:

-	the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Report of the Directors 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 Group Strategic Report or the Report of the Directors.

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 directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, the directors are 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 directors determine 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 directors are responsible for assessing the group's and 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 directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditors' 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 a Report of the Auditors 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.

Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations related to UK tax legislation and regulations which govern the preparation of financial statements, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the financial statements such as the Companies Act 2006. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to increase revenue, through management bias

in manipulation of accounting estimates or accounting for significant transactions outside the normal course of business. Audit procedures performed included:

- Enquiry of management around actual and potential litigation and claims and instances of non-compliance with laws and regulations

- Auditing the risk of management override of controls, through testing journal entries and other adjustments for appropriateness, testing accounting estimates (because of the risk of management bias), and evaluating the business rationale of significant transactions outside the normal course of business; and

- Reviewing financial statement disclosures and agreeing to supporting documentation to assess compliance with applicable laws and regulations.

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

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 a Report of the Auditors 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.

Jason Leach FCA (Senior Statutory Auditor)

for and on behalf of Bennett Brooks & Co Limited

Chartered Accountants

& Statutory Auditors

St George's Court

Winnington Avenue

Northwich

Cheshire

CW8 4EE

29 September 2025

TURNOVER

20,179,254

9,353,451

Cost of sales

(16,922,898

)

(8,603,538

)

GROSS PROFIT

3,256,356

749,913

Administrative expenses

(2,920,504

)

(2,614,612

)

335,852

(1,864,699

)

Other operating income

8,255

-

OPERATING PROFIT/(LOSS)

4

344,107

(1,864,699

)

Income from other participating interests

6

561,382

1,354,303

Interest receivable and similar income

7

91,004

46,417

996,493

(463,979

)

Interest payable and similar expenses

8

(386,575

)

(348,173

)

PROFIT/(LOSS) BEFORE TAXATION

609,918

(812,152

)

Tax on profit/(loss)

9

-

399,719

PROFIT/(LOSS) FOR THE FINANCIAL YEAR

609,918

(412,433

)

Profit/(loss) attributable to:

Owners of the parent

586,330

(412,433

)

Non-controlling interests

23,588

-

609,918

(412,433

)

PROFIT/(LOSS) FOR THE YEAR

609,918

(412,433

)

OTHER COMPREHENSIVE INCOME

Foreign exchange movements

(25,816

)

(59,312

)

Income tax relating to other comprehensive income

-

OTHER COMPREHENSIVE INCOME FOR
THE YEAR, NET OF INCOME TAX

(25,816

)

(59,312

)

TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

584,102

(471,745

)

Total comprehensive income attributable to:

Owners of the parent

560,514

(471,745

)

Non-controlling interests

23,588

-

584,102

(471,745

)

FIXED ASSETS

Tangible assets

12

81,472

116,270

Investments

13

843,645

310,793

925,117

427,063

CURRENT ASSETS

Stocks and work in progress

14

23,541,252

15,402,543

Debtors

15

4,672,359

6,450,072

Cash at bank

16

1,041,761

150,415

29,255,372

22,003,030

CREDITORS

Amounts falling due within one year

17

(21,599,790

)

(12,621,749

)

NET CURRENT ASSETS

7,655,582

9,381,281

TOTAL ASSETS LESS CURRENT
LIABILITIES

8,580,699

9,808,344

CREDITORS

Amounts falling due after more than one year

18

-

(1,815,747

)

PROVISIONS FOR LIABILITIES

22

(8,916

)

(8,916

)

NET ASSETS

8,571,783

7,983,681

CAPITAL AND RESERVES

Called up share capital

23

70,000

Share premium

4,950,000

Retained earnings

3,524,195

2,963,681

SHAREHOLDERS' FUNDS

8,544,195

7,983,681

NON-CONTROLLING INTERESTS

24

27,588

-

TOTAL EQUITY

8,571,783

7,983,681

The financial statements were approved by the Board of Directors and authorised for issue on 29 September 2025 and were signed on its behalf by:

P N Hughes - Director

FIXED ASSETS

Tangible assets

12

81,473

116,271

Investments

13

610,807

214,807

692,280

331,078

CURRENT ASSETS

Stocks and work in progress

14

2,375,485

1,044,515

Debtors

15

9,498,264

10,696,619

Cash at bank

16

995,577

112,296

12,869,326

11,853,430

CREDITORS

Amounts falling due within one year

17

(8,685,315

)

(3,551,258

)

NET CURRENT ASSETS

4,184,011

8,302,172

TOTAL ASSETS LESS CURRENT
LIABILITIES

4,876,291

8,633,250

CREDITORS

Amounts falling due after more than one year

18

-

(1,200,000

)

PROVISIONS FOR LIABILITIES

22

(8,916

)

(8,916

)

NET ASSETS

4,867,375

7,424,334

CAPITAL AND RESERVES

Called up share capital

23

70,000

Share premium

4,950,000

Retained earnings

(152,625

)

2,404,334

SHAREHOLDERS' FUNDS

4,867,375

7,424,334

Company's (loss)/profit for the financial year

(2,556,959

)

1,414,021

The financial statements were approved by the Board of Directors and authorised for issue on 29 September 2025 and were signed on its behalf by:

P N Hughes - Director

Called up

share

Retained

Share

capital

earnings

premium

£

Balance at 1 January 2023

70,000

3,435,427

4,950,000

Changes in equity

Deficit for the year

-

(412,433

)

-

Other comprehensive income

-

(59,313

)

-

Total comprehensive income

-

(471,746

)

-

Balance at 31 December 2023

70,000

2,963,681

4,950,000

Changes in equity

Profit for the year

-

586,330

-

Other comprehensive income

-

(25,816

)

-

Total comprehensive income

-

560,514

-

70,000

3,524,195

4,950,000

Increase in non-controlling interest

-

Total changes in ownership interests in
subsidiaries that do not result in a loss of
control

-

Balance at 31 December 2024

70,000

3,524,195

4,950,000

Non-controlling

Total

interests

equity

£

Balance at 1 January 2023

8,455,427

-

8,455,427

Changes in equity

Deficit for the year

(412,433

)

-

(412,433

)

Other comprehensive income

(59,313

)

-

(59,313

)

Total comprehensive income

(471,746

)

-

(471,746

)

Balance at 31 December 2023

7,983,681

-

7,983,681

Changes in equity

Profit for the year

586,330

23,588

609,918

Other comprehensive income

(25,816

)

-

(25,816

)

Total comprehensive income

560,514

23,588

584,102

8,544,195

23,588

8,567,783

Increase in non-controlling interest

-

4,000

Total changes in ownership interests in
subsidiaries that do not result in a loss of
control

-

4,000

Balance at 31 December 2024

8,544,195

27,588

8,571,783

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

Balance at 1 January 2023

70,000

990,313

4,950,000

6,010,313

Changes in equity

Total comprehensive income

-

1,414,021

-

1,414,021

Total transactions with owners,
recognised directly in equity

-

Balance at 31 December 2023

70,000

2,404,334

4,950,000

7,424,334

Changes in equity

Total comprehensive income

-

(2,556,959

)

-

(2,556,959

)

Total transactions with owners,
recognised directly in equity

-

Balance at 31 December 2024

70,000

(152,625

)

4,950,000

4,867,375

Cash flows from operating activities

Cash generated from operations

1

(5,361,949

)

(15,028,812

)

Interest paid

(386,575

)

(348,173

)

Net cash from operating activities

(5,748,524

)

(15,376,985

)

Cash flows from investing activities

Purchase of tangible fixed assets

(7,457

)

(7,612

)

Interest received

91,004

46,417

Distribution of profit shares

27,910

3,510,033

Net cash from investing activities

111,457

3,548,838

Cash flows from financing activities

New loans in year

7,063,172

11,644,800

Loan repayments in year

(1,815,747

)

(1,739,306

)

Joint venture loan movements

-

(150,000

)

Capital repayments in year

(22,314

)

(21,058

)

Amount introduced by directors

2,211,931

5,013

Amount withdrawn by directors

(908,629

)

(603,009

)

Net cash from financing activities

6,528,413

9,136,440

Increase/(decrease) in cash and cash equivalents

891,346

(2,691,707

)

Cash and cash equivalents at beginning of year

2

150,415

2,842,122

Cash and cash equivalents at end of year

2

1,041,761

150,415

1.	RECONCILIATION OF PROFIT/(LOSS) BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2024

2023

(Restated)

£

Profit/(loss) before taxation

609,918

(812,152

)

Depreciation charges

42,255

57,473

Loss on disposal of fixed assets

-

3,972

Finance costs

386,575

348,173

Income from participating ints

(652,386

)

(1,400,720

)

386,362

(1,803,254

)

Increase in stocks and work in progress

(8,138,709

)

(10,865,807

)

Decrease/(increase) in trade and other debtors

2,189,437

(3,164,116

)

Increase in trade and other creditors

200,961

804,365

Cash generated from operations

(5,361,949

)

(15,028,812

)

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2024

31.12.24

1.1.24

£

Cash and cash equivalents

1,041,761

150,415

Year ended 31 December 2023

31.12.23

1.1.23

(Restated)

£

Cash and cash equivalents

150,415

2,842,122

3.	ANALYSIS OF CHANGES IN NET DEBT

At 1.1.24

Cash flow

At 31.12.24

£

Net cash

Cash at bank

150,415

891,346

1,041,761

150,415

891,346

1,041,761

Debt

Finance leases

(64,384

)

22,314

(42,070

)

Debts falling due within 1 year

(10,089,747

)

(7,063,172

)

(17,152,919

)

Debts falling due after 1 year

(1,815,747

)

1,815,747

-

(11,969,878

)

(5,225,111

)

(17,194,989

)

Total

(11,819,463

)

(4,333,765

)

(16,153,228

)

1.	STATUTORY INFORMATION

P H Property Holdings Limited is a private company, limited by shares, incorporated and 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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Financial Reporting Standard 102 - reduced disclosure exemptions

FRS 102 allows a qualifying entity certain disclosure exemptions, if certain conditions, have been complied with, including notification of and no objection to, the use of exemptions by the Parent Company's shareholders. A qualifying entity is defined as a member of a Group that prepares publicly available financial statements, which give a true and fair view, in which that member is consolidated. PH Property Holdings Limited can take exemptions in its standalone financial statements.

As a qualifying entity, the Parent Company has taken advantage of the following exemptions:

i)

from the requirement to prepare a statement of cash flows as required by paragraph 3.17(d) of FRS 102

ii)

from the requirement to present certain financial instrument disclosures, as required by sections 11 and 12 of FRS
102;

iii)

from the requirement to present a reconciliation of the number of shares outstanding at the beginning and end of the
period as required by paragraph 4.12(a)(iv) of FRS 102; and

iv)

from the requirement to disclose the key management personnel compensation in total as required by paragraph 33.7
of FRS 102.

Basis of consolidation

The consolidated financial statements include the financial statements of the Parent Company and its subsidiary undertakings made up to the period ended 31 December 2024. The acquisition method of accounting has been adopted. Under this method, the results of subsidiary undertakings acquired or disposed of in the year are included in the consolidated income statement from the date of acquisition or up to the date of disposal. A subsidiary is an entity controlled by the Group. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

A joint venture is a contractual arrangement whereby the Group and other parties undertake an economic activity that is subject to joint control, that is when the strategic financial and operating policy decisions relating to the activities require the unanimous consent of the parties sharing control. To date, the Group has only entered into joint venture arrangements that involve the establishment of a separate legal entity in which each venture has an interest - these are referred to as joint venture entities. The Group reports its interests in jointly controlled entities using the equity method of accounting whereby a single figure for post-tax results is presented as a separate item on the face of the income statement as part of profit before tax. The Group's cumulative share in the net assets of the joint venture is presented within fixed asset investments.

Where necessary, the accounts of overseas operations are adjusted to conform to the Group's accounting policies. All intra-group transactions, balances, income and expenses are eliminated on consolidation.

In the Parent Company's financial statements, investments in subsidiary undertakings and joint venture companies are stated at cost, less provision for impairment.

Business combinations

Business combinations are accounted for by applying the purchase method. On the acquisition of a business, fair values are attributed to the Parent Company's share of assets. When the cost of acquisition differs from the values attributable to such net assets the difference is treated as goodwill (positive or negative). This is capitalised and amortised in equal amounts over 10 years. Associated deal fees are amortised on the same basis. On acquisition, goodwill is allocated to cash-generating units ('CGU's') that are expected to benefit from the combination.

Going concern

The group meets its day-to-day working capital requirements through a mixture of cash inflows from operations, shareholder loans and external bank facilities and the group's directors and shareholders have confirmed that financial support will be available as required for the foreseeable future. The group's forecasts and projections, taking account of reasonably possible changes in trading performance show that the group should be able to operate within the levels of funding available to it. After making enquiries, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. The group therefore continues to adopt the going concern basis in preparing its financial statements.

Turnover

Turnover represents the amounts receivable from the sale of properties, ground rents and other income directly associated with property development. Properties are treated as sold and profits are recognised upon legal completion of contracts.

Income from design and build contracts for specific customers is recognised on a percentage of completion basis of costs incurred to date over estimated total costs for the project.

Rental income is recognised on a straight line basis and is recorded in other operating income.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

Fixtures and fittings

-

15% on reducing balance

Motor vehicles

-

20% on cost

Computer equipment

-

33% on cost

Tangible assets are stated at cost less accumulated depreciation and accumulated impairment losses. Cost includes the original purchase price and costs directly attributable to bringing the asset to its working condition for its intended use.

Tangible assets are derecognised on disposal or when no future economic benefits are expected. On disposal, the difference between the net disposal proceeds and the carrying amount is recognised in profit or loss and included in 'Other operating income'.

Stocks and work in progress - property in the course of development

Cost comprises land and associated acquisition costs, direct materials and subcontract work, other direct costs and those overheads that have been incurred in bringing the stocks to their present location and condition, including associated directly attributable borrowing costs.

Net realisable value is assessed by estimating selling prices and costs to sell (including sales and marketing expenses), taking into account current market conditions.

Financial instruments

The company has chosen to adopt Section 11 of FRS 102 in respect of financial instruments.

Financial assets

Basic financial assets, including trade debtors, cash and bank balances and amounts due from connected undertakings are initially recognised at transaction price and subsequently carried at amortised cost using the effective interest method. At the end of each reporting period, financial assets measured at amortised cost are assessed for objective evidence of impairment, with any impairment recognised in profit or loss.

Financial liabilities

Basic financial liabilities, including trade and other creditors, bank loans, loans from related undertakings 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. Debt instruments are subsequently carried at amortised cost using the effective interest method.

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.

Foreign currencies

i) Functional and presentation currency

The Group financial statements are presented in pound sterling and rounded to thousands. The Parent Company's functional and presentation currency is the pound sterling.

ii) Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the consolidated income statement.

iii) Translations

The trading results of Group undertakings including joint ventures, are translated into sterling at the average exchange rates for the year. The assets and liabilities of overseas undertakings are translated at the exchange rates ruling at the year end. Exchange adjustments arising from the retranslation of opening net investments and from the translation of the profits or losses at average rates are recognised in 'Other comprehensive income'.

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.

Borrowing costs

Borrowing costs directly attributable to the acquisition and construction of the Company's development land (considered to be qualifying assets) are included as part of the cost of that asset. Borrowing costs are capitalised from the point expenditure is incurred and cease when substantially all the activities are complete. All other borrowing costs are recognised in the profit and loss in the period in which they are incurred.

Operating leases

Leases that do not transfer all the risks and rewards of ownership are classified as operating leases. Operating lease costs are charged to the income statement in equal amounts over the period of the lease.

Deposits

New property deposits and on account property contract receipts are shown within other creditors.

Dividends

Dividend income is recognised when the shareholder's right to receive payment has been established. This is generally when the dividend has been declared, appropriately authorised by the shareholders and are no longer at the company's discretion. These amounts are disclosed within "Income from participating interests".

Dividend distributions to shareholders are recognised as a liability in the period in which the dividends are appropriately authorised and approved for payout and are no longer at the discretion of the company. These amounts are recognised in the statement of changes in equity. Unpaid dividends that do not meet these criteria are disclosed in the notes to the financial statements.

Share capital

All shares are classified as equity. The B Ordinary shares are redeemable only with the unanimous consent of the shareholders, and hence are treated as equity.

Critical estimates and judgements in applying the entity's accounting policies

The group and parent company makes estimates and assumptions concerning the future. The estimates and assumptions that have a significant risk of causing material adjustment to the carrying values of the assets and liabilities within the next 12 months are:

(a) Carrying value of stocks and work in progress estimation of costs to complete

The group and parent company holds stocks and work in progress stated at the lower of cost and net realisable value. Such stocks and work in progress include land, current developments and completed units. As residential development is largely speculative by nature, not all stocks and work in progress are covered by forward sales contracts. Furthermore, due to the nature of the group and parent company's activity and, in particular the scale of its developments and the length of the development cycle, the group and parent company has to allocate site-wide development costs between units being built and/or completed in the current year and those for future years. It also has to forecast the costs to complete on such developments. In making such assessments and allocations, there is a degree of inherent estimation uncertainty.

The group and parent company has established internal controls designed to effectively assess and centrally review stocks and work in progress carrying values and ensure the appropriateness of the estimates made. These assessments and allocations evolve over the life of the development in line with the risk profile, and accordingly the margin recognised reflects these evolving assessments, particularly in relation to the group and parent company's long-term developments.

(b) Recovery of deferred tax assets

The directors consider the recovery of deferred tax assets relating to losses by estimating future taxable profits and the period over which the asset will be recovered.

3.	EMPLOYEES AND DIRECTORS

2024

2023

£

Wages and salaries

2,457,970

2,162,481

Social security costs

282,950

251,243

Other pension costs

143,695

117,777

2,884,615

2,531,501

The average monthly number of employees during the year was as follows:

2024

2023

Directors

3

Site agents

12

11

Non site staff

3

4

Administration

21

20

39

38

2024

2023

(Restated)

£

Directors' remuneration

355,763

309,614

Directors' pension contributions to money purchase schemes

40,000

72,842

Information regarding the highest paid director is as follows:

2024

2023

(Restated)

£

Emoluments etc

138,212

112,735

The number of directors contributing to money purchase schemes are 1 (2023: 1).

4.	OPERATING PROFIT/(LOSS)

The operating profit (2023 - operating loss) is stated after charging:

2024

2023

(Restated)

£

Depreciation - owned assets

15,955

31,173

Depreciation - assets on hire purchase contracts

26,300

Foreign exchange differences

76

-

Operating lease charges

125,256

96,433

5.	AUDITORS' REMUNERATION

2024

2023

£

Fees payable to the company's auditor for the audit of the parent company and the group's
consolidated financial statements

47,600

43,920

Fees payable to the company's auditor for other services:

Audit related assurance services

4,000

Tax advisory services

6,600

4,080

58,200

52,000

6.

INCOME FROM OTHER PARTICIPATING INTERESTS

2024

2023

(Restated)

£

Income from joint ventures

561,382

1,354,303

7.

INTEREST RECEIVABLE AND SIMILAR INCOME

2024

2023

(Restated)

£

Deposit account interest

90,521

46,401

Other interest receivable

483

16

91,004

46,417

8.

INTEREST PAYABLE AND SIMILAR EXPENSES

2024

2023

(Restated)

£

Corporation tax interest

-

4,940

Other interest

386,575

343,233

386,575

348,173

9.

TAXATION

Analysis of the tax credit

The tax credit on the profit for the year was as follows:

2024

2023

(Restated)

£

Current tax:

UK corporation tax

-

(2,717

)

Overprovision of corporation tax in prior year

-

138,436

Total current tax

-

135,719

Deferred tax

-

(535,438

)

Tax on profit/(loss)

-

(399,719

)

UK corporation tax has been charged at 25 % (2023 - 23.52 %).

Reconciliation of total tax credit included in profit and loss

The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

2024

2023

(Restated)

£

Profit/(loss) before tax

609,918

(812,152

)

Profit/(loss) multiplied by the standard rate of corporation tax in the UK of 25 %
(2023 - 23.520 %)

152,480

(191,018

)

Effects of:

Expenses not deductible for tax purposes

23,063

18,498

Adjustments to tax charge in respect of previous periods

-

138,436

Deferred tax rate change and enhanced deductions

(36,793

)

(34,774

)

Tax effect of share of joint ventures

(138,750

)

(327,845

)

Land remediation enhanced deduction

-

(3,016

)

Total tax credit

-

(399,719

)

Tax effects relating to effects of other comprehensive income

2024

Gross

Tax

Net

£

Foreign exchange movements

(25,816

)

-

(25,816

)

2023

Gross

Tax

Net

£

Foreign exchange movements

(59,312

)

-

(59,312

)

Tax rate changes

In the Spring Budget 2021, the UK Government announced that from 1 April 2023 the corporation tax rate would increase to 25% (rather than remaining reducing at 19%, as previously enacted). This new law was substantively enacted on 24 May 2021. Deferred taxes at the balance sheet date have been measured at 25% and reflected in these financial statements.

10.	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.

11.	PRIOR YEAR ADJUSTMENT

In the prior year, intercompany sales and cost of sales were not fully eliminated on consolidation, resulting in an overstatement of both revenue and cost of sales by £2,899,266. This has been corrected by restating the comparative figures.The correction has no impact on previously reported profit or net assets.

12.	TANGIBLE FIXED ASSETS

Group

Fixtures

and

Motor

Computer

fittings

vehicles

equipment

Totals

£

COST

At 1 January 2024

200,409

131,502

445,379

777,290

Additions

-

7,457

At 31 December 2024

200,409

131,502

452,836

784,747

DEPRECIATION

At 1 January 2024

165,822

59,176

436,022

661,020

Charge for year

5,188

26,300

10,767

42,255

At 31 December 2024

171,010

85,476

446,789

703,275

NET BOOK VALUE

At 31 December 2024

29,399

46,026

6,047

81,472

At 31 December 2023

34,587

72,326

9,357

116,270

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:

Motor

vehicles

£

COST

At 1 January 2024

and 31 December 2024

131,502

DEPRECIATION

At 1 January 2024

59,086

Charge for year

26,300

At 31 December 2024

85,386

NET BOOK VALUE

At 31 December 2024

46,116

At 31 December 2023

72,416

Company

Fixtures

and

Motor

Computer

fittings

vehicles

equipment

Totals

£

COST

At 1 January 2024

200,409

131,502

445,380

777,291

Additions

-

7,457

At 31 December 2024

200,409

131,502

452,837

784,748

DEPRECIATION

At 1 January 2024

165,822

59,176

436,022

661,020

Charge for year

5,188

26,300

10,767

42,255

At 31 December 2024

171,010

85,476

446,789

703,275

NET BOOK VALUE

At 31 December 2024

29,399

46,026

6,048

81,473

At 31 December 2023

34,587

72,326

9,358

116,271

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:

Motor

vehicles

£

COST

At 1 January 2024

and 31 December 2024

131,502

DEPRECIATION

At 1 January 2024

59,086

Charge for year

26,300

At 31 December 2024

85,386

NET BOOK VALUE

At 31 December 2024

46,116

At 31 December 2023

72,416

13.	FIXED ASSET INVESTMENTS

Group

Investment

in joint

ventures

£

COST

At 1 January 2024

310,793

Share of profit/(loss)

561,381

Exchange differences

(25,816

)

Distributions

(27,910

)

Adjustments

25,197

At 31 December 2024

843,645

NET BOOK VALUE

At 31 December 2024

843,645

At 31 December 2023

310,793

Company

Investment

in

in joint

subsidiaries

ventures

Totals

£

COST

At 1 January 2024

204

214,603

214,807

Additions

-

396,000

At 31 December 2024

204

610,603

610,807

NET BOOK VALUE

At 31 December 2024

204

610,603

610,807

At 31 December 2023

204

214,603

214,807

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

Subsidiaries

PH (Heys Green) Limited

Registered office: C/O PH Property Holdings, Bollin House Oakfield Road, Cheadle Royal Business Park, Cheadle, Cheshire, England, SK8 3GX

Nature of business: Property developer

%

Class of shares:

holding

Ordinary

100.00

P H (Halecroft) Limited

Registered office: Bollin House Oakfield Road, Cheadle Royal Business Park, Cheadle, Cheshire, United Kingdom, SK8 3GX

Nature of business: Property developer

%

Class of shares:

holding

Ordinary

100.00

PH (Hulme Hall) Limited

Registered office: Bollin House Oakfield Road, Cheadle Royal Business Park, Cheadle, Cheshire, United Kingdom, SK8 3GX

Nature of business: Property developer

%

Class of shares:

holding

Ordinary

100.00

PH (Great Heys) Limited

Registered office: Bollin House Oakfield Road, Cheadle Royal Business Park, Cheadle, Cheshire, United Kingdom, SK8 3GX

Nature of business: Property developer

%

Class of shares:

holding

Ordinary

100.00

PH (London Road) Limited

Registered office: Unit 3 Oakfield Road, Cheadle Royal Business Park, Cheadle, England, SK8 3GX

Nature of business: Property developer

%

Class of shares:

holding

Ordinary

100.00

PH (Dale End) Limited

Registered office: Unit 3 Oakfield Road, Cheadle Royal Business Park, Cheadle, England, SK8 3GX

Nature of business: Property developer

%

Class of shares:

holding

Ordinary

100.00

PH (The Ridings) LLP

Registered office: Unit 3 Oakfield Road, Cheadle Royal Business Park, Cheadle, England, SK8 3GX

Nature of business: Property developer

%

Class of shares:

holding

Capital introduced in LLP

99.00

PH (The Swan) LLP

Registered office: Unit 3 Oakfield Road, Cheadle Royal Business Park, Cheadle, England, SK8 3GX

Nature of business: Property developer

%

Class of shares:

holding

Capital introduced in LLP

99.00

PH (Equitable) LLP

Registered office: Bollin House, Oakfield Road, Cheadle Royal Business Park, Cheadle, England, SK8 3GX

Nature of business: Property developer

%

Class of shares:

holding

Capital introduced in LLP

99.00

PH (The Deanwater) LLP

Registered office: Bollin House, Oakfield Road, Cheadle Royal Business Park, Cheadle, England, SK8 3GX

Nature of business: Property developer

%

Class of shares:

holding

Capital introduced in LLP

99.00

Joint ventures

Orada Villas S.L.

Country of incorporation: Spain

Nature of business: Property developer

Shareholding: 50%

The company's share of Orada Villas S.L. is as follows:

31.12.24

31.12.23

£

Turnover

6,651,373

736,885

Profit/(Loss) after tax

555,571

1,393,897

Share of net assets

843,656

313,901

During the year the company recognised dividend income of £Nil (2023: £3,467,963) and the group recognised a profit for the year of £555,571 (2023: £1,393,897).

P H Property (DCI) LLP

Country of incorporation: UK

Nature of business: Property developer

Joint ownership

The company's share of P H Property (DCI) LLP is as follows:

31.12.24

31.12.23

£

Turnover

1,161

2,175

Profit/(Loss) attributable to members

(6,041

)

(6,734

)

Share of assets:

Current assets

700

34,186

Share of liabilities:

Liabilities due within one year

(700

)

(13,841

)

Liabilities due more than one year

-

Share of net assets

-

20,345

During the year the company recognised losses of £6,041 (2023: £6,734) in respect of its share of profits/(losses).

The company did not contribute to the capital on inception of the LLP. The individual member of the LLP contributed to the LLP in order for the LLP to acquire development opportunities.

PH Alderley Park (Alderley House) LLP

Country of incorporation: UK

Nature of business: Property developer

Joint ownership

The company's share of PH Alderley Park (Alderley House) LLP is as follows:

31.12.24

31.12.23

£

Turnover

-

23

Profit/(Loss) attributable to members

2,473

(20,842

)

Share of assets:

Current assets

-

42,818

Share of liabilities:

Liabilities due within one year

-

(42,818

)

Liabilities due more than one year

-

Share of net assets

-

During the year the company recognised a profit from participating interest of £2,473 (2023 loss of £20,842) in respect of its share of profits/(losses).

The company did not contribute to the capital on inception of the LLP. The individual member of the LLP contributed to the LLP in order for the LLP to acquire development opportunities.

PH Alderley Park LLP

Country of incorporation: UK

Nature of business: Property developer

Joint ownership

The company's share of PH Alderley Park LLP is as follows:

31.12.24

31.12.23

£

Turnover

-

275

Profit/(Loss) attributable to members

9,378

(16,637

)

Share of assets

Current assets

-

48,352

Share of liabilities

Liabilities due within one year

-

(44,128

)

Liabilities due more than one year

-

Share of net assets

-

4,225

During the year the company recognised a profit from participating interest of £9,378 (2023: loss £16,637) in respect of its share of profits/(losses).

14.	STOCKS AND WORK IN PROGRESS

Group

Company

2024

2023

2024

2023

(Restated)

£

Stocks and work in progress

23,541,252

15,402,543

2,375,485

1,044,515

Stock and work in progress are stated after provisions of £nil (2023: £nil).

15.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group

Company

2024

2023

2024

2023

(Restated)

£

Trade debtors

15,512

731,573

15,512

731,573

Amounts owed by group undertakings

-

328,661

4,469,703

Amounts owed by joint ventures

251,163

1,179,005

251,163

1,175,909

Other debtors

444,840

477,597

377,339

268,097

Due from related companies

1,395,123

2,325,704

6,395,384

2,325,704

Directors' current accounts

923,679

600,000

923,679

600,000

Deferred Tax

528,775

VAT

491,018

26,577

58,751

16,017

Accrued income

3,249

-

Prepayments

619,000

580,841

619,000

580,841

4,672,359

6,450,072

9,498,264

10,696,619

Trade debtors are stated after provisions for impairment of £nil (2023: £nil). Amounts owed by joint ventures, group undertakings and related parties are unsecured, interest free, have no fixed date of repayment and are repayable on demand.

Group

Company

2024

2023

2024

2023

£

Deferred tax

528,775

Group and Company

Deferred tax

£

Balance at 1 January 2023

528,775

Credit to Income Statement during the year

-

Balance at 31 December 2024

528,775

The deferred tax asset consists of unused tax losses which are expected to be recovered against future taxable profits.

16.	CASH AT BANK

Cash and cash equivalents includes cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less and bank overdrafts. Bank overdrafts, when applicable, are shown within borrowings in current liabilities.

17.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group

Company

2024

2023

2024

2023

(Restated)

£

Bank loans and overdrafts (see note 19)

13,952,919

8,089,747

-

Other loans (see note 19)

3,200,000

2,000,000

3,200,000

2,000,000

Hire purchase contracts (see note 20)

42,070

64,384

42,070

64,384

Trade creditors

58,310

198,259

54,429

195,249

Amounts owed to group undertakings

-

35,233

23,953

Tax

109,242

202,500

109,242

202,500

Social security & other taxes

191,327

97,312

191,327

97,312

Other creditors

933,208

987,226

-

5,537

Due from related party

414,999

-

2,412,225

-

Directors' current accounts

1,626,981

-

1,626,981

-

Accruals and deferred income

1,070,734

982,321

1,013,808

962,323

21,599,790

12,621,749

8,685,315

3,551,258

Amounts owed to group undertakings are unsecured, interest free, have no fixed date of repayment and repayable on demand.

18.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

Group

Company

2024

2023

2024

2023

(Restated)

£

Bank loans (see note 19)

-

615,747

-

Other loans (see note 19)

-

1,200,000

-

1,200,000

-

1,815,747

-

1,200,000

19.

LOANS

An analysis of the maturity of loans is given below:

Group

Company

2024

2023

2024

2023

(Restated)

£

Amounts falling due within one year or on demand:

Bank loans

13,952,919

8,089,747

-

Other loans

3,200,000

2,000,000

3,200,000

2,000,000

17,152,919

10,089,747

3,200,000

2,000,000

Amounts falling due between one and two years:

Bank loans - 1-2 years

-

615,747

-

Other loans

-

1,200,000

-

1,200,000

-

1,815,747

-

1,200,000

20.	LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group

Hire purchase

contracts

2024

2023

(Restated)

£

Net obligations repayable:

Within one year

42,070

64,384

Company

Hire purchase

contracts

2024

2023

£

Net obligations repayable:

Within one year

42,070

64,384

Group

Non-cancellable

operating leases

2024

2023

(Restated)

£

Within one year

227,657

226,692

Between one and five years

191,551

279,323

419,208

506,015

Company

Non-cancellable

operating leases

2024

2023

£

Within one year

227,657

226,692

Between one and five years

191,551

279,323

419,208

506,015

21.	SECURED DEBTS

The following secured debts are included within creditors:

Group

2024

2023

(Restated)

£

Bank loans

13,952,919

8,705,494

Bank loans are secured by Close Brothers Limited and Together Commercial Finance Limited by a fixed and floating charge over various assets of the group including Freehold property.

22.	PROVISIONS FOR LIABILITIES

Group

Company

2024

2023

2024

2023

(Restated)

£

Deferred tax

8,916

Group

Deferred tax

£

Balance at 1 January 2024

8,916

Balance at 31 December 2024

8,916

Company

Deferred tax

£

Balance at 1 January 2024

8,916

Balance at 31 December 2024

8,916

The deferred tax liability relates to accelerated capital allowances.

23.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Nominal

2024

2023

Number:

Class:

value:

£

5,000,000

B Ordinary

£0.01

50,000

9,000

A1 Ordinary

£1

9,000

A2 Ordinary

£1

9,000

1,000

C Ordinary

£1

1,000

D Ordinary

£1

1,000

70,000

The A1, A2, C and D Ordinary shares are entitled to vote and to dividend payments. Each Ordinary share is entitled to participate in a distribution arising on winding up of the company after the repayment of the issue price to the holders of the B Ordinary shares.

The B Ordinary shares have no voting rights and are only entitled to dividend payments subject to shareholder consent. Each B Ordinary share is entitled pro-rata to receive the issue price of each B Ordinary share in priority to returns to the Ordinary shares. The B Ordinary shares can be redeemed only with shareholder consent.

24.	NON-CONTROLLING INTERESTS

The funds relating to minority interests are analysed as follows:

2024

2023

£

At 1 January

-

Total comprehensive income attributable to minority interest

23,588

-

Increase in non-controlling interest

4,000

-

At 31 December

27,588

-

The above represents capital and reserves attributable to shares in a subsidiary undertaking, included in the consolidation, held by or on behalf of persons other than the parent company and its subsidiaries.

25.	DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

The following advances and credits to a director subsisted during the years ended 31 December 2024 and 31 December 2023:

2024

2023

(Restated)

£

P N Hughes

Balance outstanding at start of year

600,000

2,004

Amounts advanced

325,092

597,996

Amounts repaid

(1,413

)

-

Amounts written off

-

Amounts waived

-

Balance outstanding at end of year

923,679

600,000

P H Hogarth

Balance outstanding at start of the year

-

Amounts introduced

1,750,000

100,000

Amounts repaid

(123,019

)

(100,000

)

Amounts written off

-

Amounts waived

-

Balance outstanding at end of year

1,626,981

-

26.	RELATED PARTY DISCLOSURES

During the year under review the following related party transactions took place:

Transactions with entities over which P H Property Holdings Ltd has joint control:

The company invoiced joint ventures incorporated in the UK £70,012 (2023: £259,453) in respect of goods and services and has provided for share of profits of £5,811 (2023: losses of £44,212). Amounts of £27,910 (2023: £42,069) were distributed to the company in respect of previously accrued profits from the joint ventures. The company repaid loan balances of £nil (2023: £150,000).

The balance due to the company at the balance sheet date was £1,135 (2023: £168,425).

During the year the company received exempt dividends of £nil (2023: £3,467,964) from a joint venture incorporated in Spain, and the groups share of profit was £555,571 (2023: £1,393,897). As at the balance sheet date the company was owed £250,028 (2023: debtor of £1,007,483).

Transactions with entities over which P H Property Holdings Ltd has control:

The company invoiced subsidiaries that are not wholly owned in the UK £8,996,487 (2023: £2,948,490) in respect of goods and services and has provided for share of profit of £2,335,229 (2023: losses of £7,000). The balance due to the company at the balance sheet date was £3,007,035 (2023: £2,923,261).

Transactions with other related parties:

The company invoiced other related parties £4,003,559 (2023: £5,768,864) in respect of goods and services. The balance due to the company at the balance sheet date was £93,518 (2023: £2,325,704).

The company was loaned £nil (2023: £nil) from a related party company of which a director of P H Property Holdings is a shareholder in. Interest of £nil (2023: £240,000) was charged and paid during the period, the balance due from P H Property Holdings at the balance sheet date was £nil (2023: £nil).

The company was invoiced a total of £125,257 (2023: £125,257) from two related party companies in respect of the rent, two directors of P H Property Holdings Limited are shareholders in both companies.

A loan of £300,000 was received from the wife of a director. The loan is unsecured, interest free and repayable on demand.

Key management personnel are considered to be the Board of Directors whose emoluments are disclosed in note 3.

There is no ultimate controlling party.