The members present their annual report and financial statements for the year ended 31 December 2024.

The principal activity of the limited liability partnership (the "LLP") continued to be that of the issuance of commercial loans to prospective borrowers for the purpose of funding residential and mixed use development projects to generate returns for its members.

In assessing which counterparties to issue commercial loans to, the LLP benefits from its relationship with Ingenious Capital Management Holdings Limited and its subsidiaries ("the Ingenious Group") to facilitate the sourcing of suitable opportunities.

The members' drawing policy allows each member to draw a proportion of their profit share, subject to the cash requirements of the business.

A member's capital requirement is linked to their share of profit and the financing requirement of the limited liability partnership. There is no opportunity for appreciation of the capital subscribed. Just as incoming members introduce their capital at "par", so the retiring members are repaid their capital at "par".

The designated members who held office during the year and up to the date of signature of the financial statements were as follows:

Moore Kingston Smith LLP, formerly Shipleys LLP were appointed as auditor to the partnership and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

The members are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law (as applied by The Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008) requires the members to prepare financial statements for each financial year. Under that law the members have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice. Under company law (as applied by The Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008) the members 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 limited liability partnership and of the profit or loss of the limited liability partnership for that period. In preparing these financial statements, the members 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 limited liability partnership will continue in business.

The members are responsible for keeping adequate accounting records that are sufficient to show and explain the limited liability partnership’s transactions and disclose with reasonable accuracy at any time the financial position of the limited liability partnership and enable them to ensure that the financial statements comply with the Companies Act 2006 (as applied by The Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008). They are also responsible for safeguarding the assets of the limited liability partnership and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

We have audited the financial statements of Ingenious Real Estate Finance LLP (the 'limited liability partnership') for the year ended 31 December 2024 which comprise the statement of comprehensive income, the statement of financial position, the reconciliation of members' interests, the statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including 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 limited liability partnership's affairs as at 31 December 2024 and of its 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 as applied to limited liability partnerships by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008.

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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the limited liability partnership 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 members' 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 limited liability partnership’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 members with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The members are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 as applied to limited liability partnerships requires us to report to you if, in our opinion:

• adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

• the financial statements are not in agreement with the accounting records and returns; or

• we have not received all the information and explanations we require for our audit.

As explained more fully in the members' responsibilities statement, the members 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 members determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the members are responsible for assessing the limited liability partnership'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 members either intend to liquidate the limited liability partnership or to cease operations, or have no realistic alternative but to do so.

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

We obtained an understanding of the limited liability partnership’s business, controls, legal and regulatory frameworks, laws and regulations and assessed the susceptibility of the limited liability partnership’s financial statements to material misstatements from irregularities, including fraud, and instances of non-compliance with laws and regulations.

Based on this understanding we designed our audit procedures to detect irregularities, including fraud. Testing undertaken included making enquiries of the management; journal entry testing; review of board minutes, and bank audit letters; reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations. These procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the limited liability partnership's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006 as applied by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008. Our audit work has been undertaken so that we might state to the limited liability partnership's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the limited liability partnership and the limited liability partnership's members as a body, for our audit work, for this report, or for the opinions we have formed.

The income statement has been prepared on the basis that all operations are continuing operations.

Ingenious Real Estate Finance LLP is a limited liability partnership incorporated in England and Wales. The registered office is Parcels Building, 14 Bird Street, London, United Kingdom, W1U 1BU.

The limited liability partnership's principal activities are disclosed in the Members' Report.

These financial statements have been prepared in accordance with the Statement of Recommended Practice "Accounting by Limited Liability Partnerships" issued in December 2021, together with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the limited liability partnership. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The LLP's business activities, together with the factors likely to affect its future development, performance and position have been reviewed by the members. Having assessed its financial position and profit and cashflow forecasts, the members believe that the LLP is well placed to manage its business successfully and will be able to maintain positive cashflows for the foreseeable future. The LLP continued to be profitable and has generated a profit of £10.3m for the year (2023: £8.0m). At 31 December 2024, the LLP had net assets of £148m (2023: £147m).

The members have considered the economic outlook over the next 12 months. At the moment, there is no business interruption for the LLP’s borrowers. A material slow-down in the UK residential market may lead to a delay in borrowers’ ability to repay their debts to the LLP. Whilst there is uncertainty in forecasting the overall impact of the economy on the real estate industry, there are currently not considered to be any indicators of a going concern threat to the LLP. Therefore, the members have cautiously concluded that the impact on the LLP is limited for the year, and have reasonable expectation that the LLP has adequate resources to continue in operational existence for the foreseeable future.

Accordingly, the LLP continues to adopt the going concern basis in preparing the Members’ Report and Financial Statements.

Turnover is generated through interest income and fees from the provision of loans.

Interest income is recognised in the Statement of Comprehensive Income using the effective interest method.

Where payments are received from customers in advance of services provided, the amounts are recorded as deferred income and included as part of creditors due within one year

Members' participation rights are the rights of a member against the LLP that arise under the members' agreement (for example, in respect of amounts subscribed or otherwise contributed remuneration and profits).

Members' participation rights in the earnings or assets of the LLP are analysed between those that are, from the LLP's perspective, either a financial liability or equity, in accordance with section 22 of FRS 102. A member's participation rights including amounts subscribed or otherwise contributed by members, for example members' capital, are classed as liabilities unless the LLP has an unconditional right to refuse payment to members, in which case they are classified as equity.

All amounts due to members that are classified as liabilities are presented within 'Loans and other debts due to members' and, where such an amount relates to current year profits, they are recognised within ‘Members' remuneration charged as an expense’ in arriving at the relevant year’s result. Undivided amounts that are classified as equity are shown within ‘Members' other interests’. Amounts recoverable from members are presented as debtors and shown as amounts due from members within members’ interests.

Where there exists an asset and liability component in respect of an individual member’s participation rights, they are presented on a gross basis unless the LLP has both a legally enforceable right to set off the recognised amounts, and it intends either to settle on a net basis or to settle and realise these amounts simultaneously, in which case they are presented net.

Once an unavoidable obligation has been created in favour of members through allocation of profits or other means, any undrawn profits remaining at the reporting date are shown as ‘Loans and other debts due to members’ to the extent they exceed debts due from a specific member.

Members profits are allocated based on carried forward profits reinvested as well as members capital contributed to the LLP, profits are withdrawn as required by the Members given there is sufficient cash in the Partnership to continue its operating activities.

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.

The limited liability partnership has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the limited liability partnership's statement of financial position when the limited liability partnership becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, which include debtors, amounts owed by group undertakings 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.

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in the Statement of Comprehensive Income.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in the Statement of Comprehensive Income.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the limited liability partnership transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Basic financial liabilities, including creditors, amounts owed to group undertakings and bank loans, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Financial liabilities are derecognised when the limited liability partnership’s obligations expire or are discharged or cancelled.

No current or deferred taxation is provided in these financial statements as the liability for taxation falls on the members.

Cost of sales

Cost of sales represents direct costs attributable to turnover. This is comprised of transaction fees, recognised in the Statement of Comprehensive Income using the effective interest method, and loan interest income provisions.

In the application of the limited liability partnership’s accounting policies, the members are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The following are critical judgements that the members have made in the process of applying the accounting policies and that have the most significant effect on the amounts recognised in the Financial Statements:

For financial assets measured at amortised cost, where a full recovery is estimated as being unlikely to be received, an impairment loss is measured as the difference between its carrying amount and the adjusted present value of estimated future cash flows received over the life of the project discounted at the asset’s original effective interest rate.

The turnover of the LLP is all attributable to the one principal activity of the business, as described in the Members' Report, and arose in the following geographical market:

The average number of persons (excluding members) employed by the partnership during the year was:

The LLP profit of £10.3m (2023: £8.0m) has been allocated to loans and other debts due to members' in accordance with the partnership agreement. As at the balance sheet date, the cumulative distribution of profit was £2,859,150 (2023: £nil).

The amount of LLP profit that is attributable to the member with the highest entitlement to profit (including remuneration) was £8,246,654 (2023: £6,212,700).

Amounts owed by group undertakings consist of :

• Loan receivables of £1,345,535 (2023: £nil) which are unsecured, carry interest rate of 12% per annum, and repayable on demand.

• Loan receivables of £1,385,657 (2023: £nil) which are unsecured, carry interest rate of 4% per annum, and repayable on September 2025.

• Loan receivables of £nil (2023: £4,266,496) which are unsecured, carry interest, and repayable on demand.

Amounts owed to group undertakings are unsecured, interest free and repayable on demand.

The LLP has a revolving credit facility with Metro Bank PLC, as at 31 December 2024 the facility amount is £90m committed until December 2026. Negotiations are ongoing to further extend and increase the facility. Metro Bank PLC has been granted a debenture by Ingenious Real Estate Finance LLP as security for its obligations under the facility agreement. The security includes fixed and floating charges as well as a negative pledge.

In the event of a winding up the amounts included in "Loans and other debts due to members" will rank equally with unsecured creditors.

After the year ended 31 December 2024, the LLP made the following net capital reductions:

• £1,092,541 to Ingenious Real Estate Enterprises 1 Limited

• £10,913,263 to Ingenious Real Estate Enterprises 2 Limited

• £562,139 to Ingenious Real Estate Enterprises 3 Limited

• £367,221 to IEP Corporate LLP

After the year ended 31 December 2024, the LLP received the following net capital contributions:

• £544,635.89 to Ingenious Apex Sub Co Limited

Golden Square Services 1 Limited and Golden Square Services 2 Limited were appointed as the designated members of the LLP on 5 December 2014.

N A Forster and D M Reid are the former and current directors of the designated members and Ingenious Real Estate Enterprises 2 Limited, respectively. D M Reid is also a director of Ingenious Real Estate Enterprises 1 Limited. Prior to resignation, N A Forster was also a director of Ingenious Real Estate Enterprises 3 Limited, Ingenious Real Estate Enterprises 4 Limited, IEP Corporate LLP and IEP Apex Subco Limited.

During the year, the LLP received the following capital contributions:

• £361,252 (2023: £945,377) from Ingenious Real Estate Enterprises 1 Limited.

• £4,776,784 (2023: £22,150,000) from Ingenious Real Estate Enterprises 2 Limited.

• £1,668,389 (2023: £5,959,702) from Ingenious Apex Subco Ltd.

• £nil (2023: £138,117) from IEP Corporate Growth LLP.

The LLP also made the following capital withdrawals during the year:

• £1,477,490 (2023: £10,292,010) from Ingenious Real Estate Enterprises 1 Limited.

• £11,565,368 (2023: £8,789,495) Ingenious Real Estate Enterprises 2 Limited.

• £557,009 (2023: £293,856) from Ingenious Real Estate Enterprises 3 Limited.

• £420,976 (2023: £41,540) from IEP Corporate Growth LLP.

• £4,776,784 (2023: £nil) from Ingenious Apex Subco Ltd.

During the year, Ingenious Real Estate Finance 2 LLP novated loans to Ingenious Real Estate Finance LLP as follows:

• £574,315 (2023: £1,893,721) to Ingenious Real Estate Enterprises 1 Limited.

• £4,379,511 (2023: £12,475,058) to Ingenious Real Estate Enterprises 2 Limited.

• £177,810 (2023: £609,331) to Ingenious Real Estate Enterprises 3 Limited.

• £309,197 (2023: £594,390) to Ingenious Apex Subco Ltd.

• £129,094 (2023: £421,348) to IEP Corporate Growth LLP.

N A Forster and D M Reid are also the former and current directors of Ingenious Capital Management respectively. During the year, Ingenious Capital Management Limited charged transaction fees of £3,028,395 (2023: £1,809,261) to the LLP, of which £nil (2023: £525,068) remains unpaid at year end.

During the year, £nil (2023: £604,795) of interest was recharged from Ingenious Real Estate Enterprises 1 Limited in respect of effective loan funding offered by the company.

During the year, a profit distribution of £2,859,150 (2023: £nil) was made to a former member, Ingenious Real Estate Enterprises 4 Limited.

In the opinion of the members there is no ultimate controlling party.