The directors present the strategic report for the year ended 31 December 2024.

The Group has continued to deliver strong results, with turnover increasing on the prior year. This growth was supported by higher average weekly bed fees and improved occupancy levels. As well as continuing to expand by building further care homes, significant investment was made in refurbishing several existing homes, further enhancing the comfort and wellbeing of residents.

Throughout the year, Westgate Healthcare remained committed to delivering uninterrupted, high-quality care. The directors are proud that our care homes continued to achieve strong ratings from the Care Quality Commission (CQC), reflecting our compassionate approach and our unwavering focus on excellence.

Our care homes maintain strong and collaborative partnerships with local authorities, the NHS and community organisations, ensuring continuity of care and access to vital resources for our residents.

Principal Risks and Uncertainties

The Group operates in a highly competitive and regulated sector. We continue to put residents at the heart of everything we do ensuring that care is provided with dignity, respect and compassion, in a homely and safe environment.

Government initiatives to raise care standards are welcomed, and we remain credible in our response by continually adapting our operational practices to meet evolving requirements. However, limited funding from local authorities has resulted in an increased proportion of self-funding residents, creating demand for high-quality facilities and accommodation.

Description of Principal Risks

Reputational Risk

The delivery of poor or inappropriate care would harm our reputation and impact our ability to attract new residents. To mitigate this, we have robust performance monitoring systems in place, with regular reporting to senior management and the Board. This ensures that any concerns are addressed promptly and transparently, in line with our credible and committed values.

Health and Safety

The safety of residents, staff, and visitors is paramount. We believe that no serious injury is acceptable. Everyone in the organisation shares accountability for health and safety, supported by training, resources, and specialist oversight. This approach reflects our compassionate duty of care and our commitment to maintaining safe environments across all homes.

Financial Risk

The company is exposed to interest rate risk through floating-rate borrowings on long-term loans. We mitigate this by maintaining strong cash balances, limiting new debt, and building occupancy rates to enhance cash flow coverage. This prudent approach reflects our credible financial stewardship.

Employment of Staff

The skills, expertise, and dedication of our people are the foundation of our success. Like the wider sector, we face challenges from a national shortage of qualified nursing staff. To address this, our proactive Human Resources and Recruitment team has strengthened domestic recruitment initiatives, while also responsibly recruiting from overseas where needed. Over the past year, we have reduced reliance on agency staff, improved staff retention, and enhanced employee wellbeing, demonstrating our collaborative and committed culture.

Looking ahead, the Group's strategy is to consolidate its strong position while pursuing sustainable growth. Opportunities will be explored through the extension of existing facilities, the development of new homes and potential acquisitions. Several projects are currently in the pipeline and we aspire to expand steadily over the next five year, adding capacity while safeguarding the high standard of care that define our reputation.

Ongoing pressure on Government and Local Authority budgets continues to reduce fee levels for funded residents. As a result, the company is focusing on enhancing its offer to privately funded individuals, while ensuring inclusivity and access for all.

Our long-term ambition is to grow responsibly, underpinned by our values:

• Compassionate in the care we provide,

• Committed to quality and continuous improvement,

• Collaborative in building strong partnerships,

• Credible in maintaining the trust of residents, families, regulators, and communities.

The Key Performance Indicators used by the directors to assess the performance of the Group are as follows:

The directors have acted in accordance with their legal duties, including their duty to act in the way in which they consider, in good faith, would be most likely to promote the success of the Group for the benefit of its members, having regard to the stakeholders and matters set out in section 172(1) of the Companies Act 2006.

The directors make decisions to promote the long-term growth and success of the Group not only for the benefit of shareholders, but also for the benefit of their staff, service users and all other key stakeholders. They do this by seeking to put the Group’s customers’ best interests first, invest in its employees, support the communities in which it operates and aiming to generate sustainable profits for shareholders.

Section 172 considerations are embedded in decision making. Issues, factors and stakeholders which the directors have considered when discharging their duty under section 172(1) and a note of how competing stakeholder needs have been managed are summarised below:

The Group strives to provide the best care to its care home residents by taking the time to engage with them to understand their needs and how they can be met. For example, the Group committed to meeting various needs by introducing the provision of a wide range of activities, special interest groups and community events. The Group also has a quality assurance programme whereby additional quality monitoring visits have been commissioned from outside care professionals. This makes use of an external eye to further improve and enhance the quality of leadership and the quality of care across the Group’s care homes.

The Group also strives to embed the homes in the local community by engaging with local organisations. It has made a commitment to the wider environment by promoting measures such as green travel and a developing programme of “going paperless” as soon as possible.

The directors recognise that the long-term success of the Group is heavily reliant on having a capable, motivated, and loyal workforce at all levels across its operations. The directors encourage management to put forward ideas to the board, and as a more general point, take ownership and responsibility as part of one’s role. Ability, effort and loyalty of all employees is rewarded with good rates of pay, training, job security and opportunity. The Group’s care homes and hotel are significant employers in the areas in which they are located and the directors have regard to the importance of this employment to the employees when making long term decisions and when recruiting for vacancies.

It is the Group’s policy to pay dividends at a level sufficient to reward the shareholders for their investment, whilst leaving sufficient profits and cash in the business to meet long-term working capital needs and to allow the directors to take advantage of new opportunities for growth as they arise.

The directors are increasingly aware of their role in limiting the Group’s impact on the environment and have taken steps to source suitable sustainable supplies where possible and maximise recycling across the Group’s operations.

• Reducing unnecessary and wasteful use of energy and water.

• Making more economical and effective use of products such as paper, glass, plastic, cans, batteries.

• Developing strategies and controls to protect the environment including discharges to drains, emissions to the atmosphere and land management.

• Promoting employee enthusiasm to ensure environmental improvements.

• Promoting and implementing recycling.

• Encouraging staff to promote their health and wellbeing, whilst reducing their carbon footprint through the implementation of a travel plan to include walking, cycling, use of public transport, car sharing initiatives and home working.

Where economically viable, the Group will look to buy/lease electric vehicles, install renewable energy generation equipment, upgrade lighting controls/modules and source green energy suppliers.

On behalf of the board

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

The principal activity of the company continued to be that of a holding company of a group of companies owning and running residential care and nursing homes as well as the ownership and operation of a franchised hotel.

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

The results for the year are set out on page 9.

Interim dividends were paid amounting to £648,029 (2023: £732,927). The directors do not recommend payment of a final dividend.

The Group's policy is to recruit disabled workers for those vacancies that they are able to fill. All necessary assistance with initial training courses is given. Once employed, a career plan is developed so as to ensure suitable opportunities for each disabled person. Arrangements are made, wherever possible, for retraining employees who become disabled, to enable them to perform work identified as appropriate to their aptitudes and abilities.

The Group's policy is to consult and discuss with employees matters likely to affect their interests.

Information on matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the Group's performance.

Details of future developments are provided in the Strategic Report.

The auditor, TC Group, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

The directors are responsible for preparing the Annual Report 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 Group and Company, 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;

• state whether the financial statements have been prepared in accordance with applicable accounting standards , identify those standards, and note the effect and the reasons for any material departure from those standards; and

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and Company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group’s and Company’s transactions and disclose with reasonable accuracy at any time the financial position of the Group and Company 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 Group and Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

We have audited the financial statements of Westgate Healthcare Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group 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 group's and the parent company's 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company 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 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 other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors 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.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

• the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

We have nothing to report in respect of the following matters in relation to which 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.

As explained more fully in the directors' responsibilities statement, 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 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 directors are responsible for assessing 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 parent company 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 irregularities, including fraud. 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. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

Our approach was as follows:

• We obtained an understanding of the legal and regulatory frameworks that are applicable to the group and determined that the most significant are those that relate to the reporting framework (FRS 102, the Companies Act 2006), those required by the Care Quality Commission, the Houses in Multiple Occupation (HMO), those laws and regulations relating to health and safety, food and employment matters and the relevant direct and indirect tax compliance regulation in the United Kingdom.

• We understood how the group is complying with those frameworks by making enquiries of management and seeking representations from those charged with governance. We corroborated our understanding by reviewing supporting documentation.

• Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Our procedures involved enquiries of management and those charged with governance and review of legal and professional expenses.

• We assessed the susceptibility of the group’s financial statements to material misstatement, including how fraud might occur by considering the risk of management override of internal control and by designating revenue recognition as a fraud risk. We performed journal entry testing by specific risk criteria, with a focus on journals indicating large or unusual transactions based on our understanding of the business. We tested completeness of income through substantive tests performed, analytical review procedures and cut off tests on the revenue recognised.

• The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations.

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 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 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 company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £914,896 (2023 - £1,673,519 loss).

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

Westgate Healthcare Group Limited is a private company limited by shares incorporated in England and Wales. The registered office and business address is at Unit 3 Devonshire Business Park, Chester Road, Borehamwood, Hertfordshire, WD6 1NA.

The Group consists of Westgate Healthcare Group Limited and all of its subsidiaries as shown in note 29.

These financial statements have been prepared in accordance 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 Group. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties at fair value. The principal accounting policies adopted are set out below.

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £914,896 (2023 - £1,673,519 loss).

The consolidated financial statements incorporate those of Westgate Healthcare Group Limited and all of its subsidiaries (i.e. entities that the Group controls through its power to govern the financial and operating policies so as to obtain economic benefits). The results of subsidiaries acquired or sold are consolidated for the periods from or to the date on which control passed. All financial statements are made up to 31 December 2024.

All intra-group transactions, balances and unrealised gains on transactions between Group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Business combinations are accounted for under the purchase method. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the Group.

The cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill.

The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date.

Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date.

At the time of approving the financial statements, the directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover from the Group's principal activity of rendering of residential care and nursing home services represents the amounts due in exchange for services rendered and is recognised as earned when, and to the extent that, the Group obtains the right to consideration in exchange for their performance. These services are exempt for VAT purposes.

Turnover from the Group's hotel services is recognised at the fair value of the consideration received or receivable for goods, memberships and hotel services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Turnover reflects the accrual of the right to consideration by reference to the value of the services rendered. Turnover not billed is included in debtors and amounts received on account in excess of the relevant amount of revenue are included in creditors.

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 5 years.

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Assets in the course of construction are not depreciated.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset and is recognised in the profit and loss account.

No depreciation is provided on the Group's freehold buildings. Given the length of life of the buildings and because they are maintained to high standards, it is the opinion of the directors that the residual value would be sufficiently high to make any depreciation charge immaterial.

Freehold property is held in the accounts under the revaluation model. Revaluations will be made with sufficient regularity to ensure that the carrying amount does not differ materially from that which would be determined using fair value at the end of the reporting period.

The land and buildings have been valued on an open value basis at 31 December 2024 by the directors but with reference to independent professional valuations undertaken in connection with the Group’s financing facilities.

The surplus or deficit on book value is transferred to the revaluation reserve, except that a deficit which is in excess of any previously recognised surplus over depreciated cost relating to the same property, or the reversal of such a deficit, is charged (or credited) to the profit and loss account. A deficit which represents a clear consumption of economic benefits is charged to the profit and loss account regardless of any such previous surplus.

On disposal or recognition of a provision for impairment of a revalued fixed asset any related balance remaining in the revaluation reserve is also transferred to the profit and loss account as a movement on reserves.

At each reporting end date, the Group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried in at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Cash and cash equivalents include cash in hand and deposits held at call with banks.

A financial instrument is a contract that gives rise to a financial asset of one entity and a financial liability of another entity.

Financial instruments are recognised in the Group's statement of financial position when the Group 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 trade and other receivables and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Other financial assets are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss.

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 profit or loss.

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 profit or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the Group 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.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities.

Basic financial liabilities, including trade and other payables, bank loans and loans between Group companies 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 receipts discounted at a market rate of interest.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.

Equity instruments issued by the Group are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Group.

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

The costs of short-term employee benefits are recognised as a liability and an expense.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the Group is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

All borrowing costs, including interest incurred on loans used to finance construction projects, are recognised in the profit and loss over the term of the borrowing.

The directors make estimates and assumptions concerning the future. The resulting accounting estimate will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below.

The Group carries its freehold land and property under the revaluation model. The surplus or deficit on book value is transferred to the revaluation reserve, except that a deficit which is in excess of any previously recognised surplus over depreciated cost relating to the same property, or the reversal of such a deficit, is charged or credited to the profit and loss account. The land and buildings have been valued on an open value basis at 31 December 2024 by the directors but with reference to independent professional valuations undertaken in connection with the Group's financing facilities. There is a degree of judgement involved in that each property is unique and value can only ultimately be reliably tested in the market itself.

An analysis of the Group's turnover is as follows:

There were no key management personnel other than the directors.

The average monthly number of persons (including directors) employed by the Company and the Group during the year was:

Their aggregate remuneration comprised:

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

In addition to the amount charged to the profit and loss account, the following amounts relating to tax have been recognised directly in other comprehensive income:

Freehold land and buildings with a carrying amount of £139,449,838 (2023 - £105,035,085) have been pledged to secure borrowings of the Group. See note 17.

The land and buildings have been valued on an open value basis as at 31 December 2024 by the directors but with reference to independent professional valuations undertaken in connection with the group's financing facilities.

No depreciation is provided on the Group’s freehold buildings following revaluation or purchase. Given the length of life of the buildings and because they are maintained to high standards, it is the opinion of the directors that the residual value would be sufficiently high to make any depreciation charge immaterial.

The revaluation surplus is disclosed in note 22.

If the revalued assets were stated on an historical cost basis rather than a fair value basis, the total amounts included would have been as follows:

The bank loans across the Group as at 31 December 2024 were as follows:

A loan from Triodos Bank NV secured by fixed and floating charges over the assets of Westgate Healthcare Limited, including its freehold property. The loan outstanding at the balance sheet date was £9,692,106 (2023: £7,565,118). During the year, interest was payable on the loan at a rate of 2.25% per annum above the Base Rate. The loan is to be repaid by 7 October 2036.

A loan from Clydesdale Bank PLC secured by fixed and floating charges over the assets of Westgate Healthcare (Chorleywood) Limited, including its freehold property. The loan outstanding at the balance sheet date was £6,151,901 (2023: £6,267,614). During the year, interest was payable on the loan at 3% per annum above the Base Rate and is repayable by quarterly instalments with a final balloon payment also becoming due on the termination date on 15 January 2026.

A loan from Coutts & Co. secured by fixed and floating charges over the assets of Westgate Healthcare (Aylesbury) Limited, including its freehold properties. The loan outstanding at the balance sheet date was £12,322,992 (2023: £12,860,596). Interest was payable on the loan at a rate of 6.41% per annum. The loan is repayable by quarterly instalments with a final balloon payment also becoming due on the termination date on 12 October 2026.

A loan from Coutts & Co. secured by fixed and floating charges over the assets of Westgate Healthcare (Hemel Hempstead) Limited, including its freehold property. The loan outstanding at the balance sheet date was £8,677,673 (2023: £9,055,982). Interest was payable on the loan at a rate of 6.41% per annum. The loan is repayable by quarterly instalments with a final balloon payment also becoming due on the termination date on 12 October 2026.

A loan from Coutts & Co. secured by fixed and floating charges over the assets of Mayfield Hospitality Properties Limited, fixed and floating charges over the assets of Mayfield Hospitality Limited and an unlimited guarantee from Westgate Healthcare Group Limited. The loan outstanding at the balance sheet date was £3,600,951 (2023: £3,786,687). Interest was payable on the loan at a rate of 2.70% per annum above SONIA. The loan is repayable by quarterly instalments with a final termination payment also becoming due on 1 July 2028.

A loan from Coutts & Co. secured by fixed and floating charges over the assets of Westgate Healthcare (Wanstead) Limited, including its freehold property. The loan outstanding at the balance sheet date was £6,796,500 (2023: £7,276,251). Interest was payable on the loan at a rate of 2.5% per annum above SONIA. The loan was due to be repaid by 3 June 2024.

A loan from Clydesdale Bank PLC is secured by fixed and floating charges over the assets of Westgate Healthcare (Braintree) Limited including its freehold land and property. Interest is payable on the loan at 2.5% per annum above LIBOR. Repayment of the bank loan commenced on 31 December 2019. The loan is repayable by quarterly instalments with a final balloon payment due to be repaid by 25 January 2024. However, the loan was extended and is now due to be repaid by January 2025. The loan outstanding at the balance sheet date was £1,811,250.

A development loan from Clydesdale Bank PLC is secured by fixed and floating charges over the assets of Westgate Healthcare (Borehamwood) Limited, including its freehold property. Interest is payable on the loan at 3.5% per annum above the Base Rate and the loan is repayable 90 days after Practical Completion of the nursing home, but it will be replaced by an investment loan from the bank.

A loan from Metro Bank Plc secured by fixed and floating charges over the assets of Westgate Healthcare Properties Limited, including one of its freehold properties, a cross company guarantee from Westgate Healthcare Group Limited, and a personal guarantee from Mr P.S. Patel, one of the directors. The loan outstanding at the balance sheet date was £443,299 (2023: £464,341). During the year, interest was payable on the loan at a rate of 3% per annum above the Base Rate. The loan is repayable monthly and will be repaid by 22 December 2036.

A loan from Metro Bank Plc secured by fixed and floating charges over the assets of Westgate Healthcare Properties Limited, including one of its freehold properties, a cross company guarantee from Westgate Healthcare Group Limited, and a personal guarantee from Mr P.S. Patel. The loan outstanding at the balance sheet date was £350,467 (2023: £388,189). During the year, interest was payable on the loan at 3% per annum above the Base Rate. The loan is repayable monthly and will be repaid by 31 January 2032.

A loan from Metro Bank Plc secured by fixed and floating charges over the assets of Westgate Healthcare Properties Limited, including one of its freehold properties, and a personal guarantee from Mr P.S. Patel. The loan outstanding at the balance sheet date was £359,948 (2023: £374,676). During the year, interest was payable on the loan at a rate of 3% per annum above the Base Rate. The loan is repayable monthly and will be repaid by 5 January 2038.

Finance lease payments represent rentals payable by the Group for certain motor vehicles. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 4 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the Group in an independently administered fund.

Deferred tax assets and liabilities are offset where the Group or Company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

Deferred tax assets and liabilities are offset where the Group has a legally enforceable right to do so.

The expected net reversal of deferred tax assets and liabilities in 2025 cannot be reliably estimated.

There is no expiry date on timing differences.

On 24 October 2024 the group acquired 100% percent of the issued capital of Westgate Healthcare (Braintree) Limited.

On 24 September 2025 the group acquired 100% percent of the issued capital of Westgate Healthcare (Borehamwood) Limited.

At the reporting end date, the Company and the Group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Amounts contracted for but not provided in the financial statements:

The remuneration of key management personnel, all of whom are directors, is disclosed in note 6.

At the year end the Directors were owed by the Group an aggregate amount of £9,067,689 (2023: £85,224), all of which is unsecured, interest free and repayable on demand.

At the year end, the Group was owed £nil (2023: £8,764,254) to companies over which the directors have significant influence. These amounts were unsecured, interest free, and repayable on demand.

The directors have determined that there is no ultimate controlling party.

Details of the company's subsidiaries at 31 December 2024 are as follows:

Registered office addresses: