The directors present the strategic report for the year ended 30 June 2025.

The company’s principal activity during the year under review was that of a professional rugby union club.

The operating loss for the year amounted to £8,142,957 (2024: £6,999,161 loss).

During the season 24/25 Sale Sharks continued to strengthen their position as an elite sports club and business, focusing on the five-year business plan priorities, specifically the brand building to increase match day attendances and to bring in new sponsorship opportunities.

In February 2025, the Council acquired 100% ownership of the stadium The Club retains a long-term licence governing the use and naming rights of the stadium. Any proposed change in ownership shall have no effect on the Club’s rights or obligations under the existing licence.

The club are pleased to announce that Corpacq Ltd secured the naming rights to the stadium which will become effective from September 2025.

On the pitch the Club finished in third place, losing out on a place in the final after a defeat to Leicester at the Mattioli Woods stadium. The end of the season saw some senior players retiring from the club after spending all of their careers at Sale Sharks. We are pleased to say that they continue to work for the club having moved over to the commercial team. Sadly, we saw the departure of Jean-Luc Du Preez who left to join French Top 14 club Bordeaux.

International representation was strong, with eight players selected for the England Senior Elite Player Squad and ten for the England U20s. Tom Curry and Luke Cowan-Dickie were selected for the British & Irish Lions tour to Australia.

We welcomed new players Nathan Jibulu, Jacques Vermeulen and Marius Louw to the club at the start of the 2025/26 season.

As testimony to the investment the club has made in its training facilities, it has been recognised and used by several International and local Rugby Union/League teams when preparing for major tournaments.

The club continues to secure additional revenue by renting three of its training pitches to a local football league club.

The company’s operational risks are:

• Continued support and funds being made available by the principal shareholders and ultimate controlling party;

• Continued central funding levels from Premier Rugby Limited and the RFU;

• Health & safety, covering the offices and training ground, with the main risk coming from external audits by local authorities and major customers. This is managed by a combination of internal, technical and HR staff who undertake training and implement procedures and controls to ensure legal compliance;

• IT. There are backup procedures in place to cover power and equipment failure;

• Injury and ill health amongst the playing staff. This is managed by employing a fully qualified team of medical, nutritional and physiotherapy professionals, backed up by health insurance.

The company’s commercial risks are:

• Loss of market share through a decline in the UK economy. This is managed by continued review of the product offering by the marketing team, combined with the sales team’s strong relationship with supporters and sponsors and their continual review of the product offering. PRL (the league’s oversight body) manage the continual review of the sports marketplace in which premiership rugby operates;

• Unexpected significant increases in raw materials and energy prices. These are managed by means of monthly monitoring of costs against budget and, where possible, fixing supplier costs for a period;

• Bad Debt, which is managed by stringent credit control procedures involving credit limits obtained from in house analysis of customer risk profiles;

• Loss of venue. This is covered by specific insurance policies, and we maintain close relationships with other local sporting organisations, to whom we may need to turn in such an event;

• Loss of supplier credit due to poor credit ratings. This is managed by personal contact with suppliers and maintaining payments within agreed parameters.

Other risks are:

• Changes in public and governmental attitudes towards sports funding. The company manages this by ensuring that such funding streams represent a minor element of income;

• The potential for terrorist activity at a game. This is managed by close liaison with local services, the Council and police intelligence units.

The Academy

During the 24/25 season the U18’s won one game and lost four games to finish ninth in the overall academy league.

International Representation – Seven Senior Academy players represented the club at the U20’s Word Cup. (five for England, one for Wales and one for Ireland. Five players represented England U’18’s.

The home-grown portion of the Sale Sharks 1st Team was 71%.

The Foundation phase was represented by 143 schools and 68 clubs through 444 players across the Northwest.

The Foundation

The Foundation had a total engagement with 20,047 people during the 24/25 season.

The split was as follows:

Educational: 213

Community Inclusion: 3,468

Rugby Development Camps: 16,366

The Foundation collaborates with schools, charities, and Merseyside Police.

Girls Tackle Rugby

Introducing Rugby Union to girls in ten secondary schools across the North-West and aims to make this a viable sporting option for them.

Using the power of female role models and Sale Sharks Women’s team, Sale Sharks Foundation introduces the sport to over one thousand girls per year.

Project Rugby

Introduces Rugby Union to people in years 7-9 in underserved communities. Namely, Low Socio-Economic Groups, Ethnically Diverse Communities, Women and Girls and Mixed Ability Groups.

The Foundation collaborates closely with veteran’s charities to promote mental health wellbeing and community inclusion.

Women’s Rugby

Sale Sharks Womens continued with their quest to fly the flag for the women's and girls' game in the North.

The only Northern team in the PWR, the elite squad registered some tenacious performances.

Off-the-pitch, the club set about broadening the offering and opportunities for girls and young women to play rugby in the region, from community initiatives to introduce the sport to girls both at primary and secondary level, strengthening ties with our academic partners to provide real educational and sporting opportunities to local young women with an ambition to play at the highest level."

In February of 2025 the club had a restart with the women’s team, a whole new coaching team along with medics and S&C staff were brought into the club.

We were pleased to secure the services of Tom Hudson, Luke Stratford and Charlie Beckett to the coaching team. We welcome them all to the Shark’s family.

Several international players joined the club at the start of the 2025/26 season.

At the late end of the season dedicated changing facilities were built for the women’s team.

Financial

Total revenue increased by 7.55% on the previous year.

MBM ticket revenue exceeded £1m for the first time.

Other revenue increased significantly, this was supported by our knockout European game away to Toulouse and an away semi-final at Leicester.

This year marked the first under the new eight-year Professional Game Partnership (PGP) agreement between the RFU and Premiership Rugby, aimed at enhancing league performance and financial stability.

Central Funding received in cash totalled £3.63m (£1.68m increase on YE 24). £1.44m of this related to deferred Academy funding as part of the PGP agreement. The additional revenue was driven by increased England player representation. The PRL distribution decreased by £600k compared to YE 24.

At the end of the year the club had a Sports England debt of £7.571m. Sports England provided the loan during Covid to support the clubs. Interest on the loan is charged at 2%. The first repayment of the original £8.044m loan was made in September 2024 along with a further repayment in March 2025. Repayments will be made six monthly thereafter.

The club continues to have the ongoing support of the owners.

Key performance indicators

Total Attendances 94,942 (2024: 90,670)

Average attendance Gallagher Premiership 2025 7,403 (9 games) 2024 7,395 (9 games)

Average number of staff 170 (2024:169)

Operating loss of £8,142,957 (2024: £6,999,224)

On behalf of the board

The directors present their annual report and financial statements for the year ended 30 June 2025.

The principal activity of the company continued to be that of the operation of a rugby union club.

The results for the year are set out on page 11.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

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

Saffery LLP have expressed their willingness to continue in office.

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 company’s auditor 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 company’s auditor is aware of that information.

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

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 company and of the profit or loss of the company 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 transactions and disclose with reasonable accuracy at any time the financial position of the 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 company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

We have audited the financial statements of Manchester Sale Rugby Club Limited (the 'company') for the year ended 30 June 2025 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity 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 company's affairs as at 30 June 2025 and of its loss 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 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 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 company and its 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, 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

• certain disclosures of 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 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 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 material misstatements in respect of irregularities, including fraud. The specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud are detailed below.

Identifying and assessing risks related to irregularities:

We assessed the susceptibility of the company’s financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the company by discussions with directors and by updating our understanding of the sector in which the company operates.

Laws and regulations of direct significance in the context of the company include The Companies Act 2006 and UK Tax legislation.

Audit response to risks identified

We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of financial statement disclosures. We reviewed the company's records of breaches of laws and regulations, minutes of meetings and correspondence with relevant authorities to identify potential material misstatements arising. We discussed the company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.

During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner’s review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. 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 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 statement of comprehensive income has been prepared on the basis that all operations are continuing operations.

Manchester Sale Rugby Club Limited is a private company, limited by shares and incorporated in England and Wales. The registered office is 31 Carrington Lane, Carrington, Manchester, England, M31 4AB.

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 company. 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 investments at fair value. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

• Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

• Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

• Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The financial statements of the company are consolidated in the financial statements of Orange UK Holdings Limited. These consolidated financial statements are available from its registered office 1 Goose Green, Altrincham, Cheshire, England, WA14 1DW.

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future as the ultimate parent company and shareholders have provided written confirmation to the directors that for the period ending 30 June 2027, they will continue to make available such funds as are needed by the Company and, in particular, will not seek repayment of the amounts currently made available. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover comprises the fair value of consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company's activities. Turnover is shown net of value added tax, returns, rebates and discounts.

The company recognised revenue when the amount can be reliably measured, it is probable that future economic benefits will flow to the entity and specific criteria have been met for each of the company activities.

Revenue is recognised in respect of match-day income, including season tickets, match-day tickets, corporate boxes, hospitality packages and other match-day income, when the relevant match takes place.

For annual income streams such as central funding and sponsorship agreements, revenue is recognised in equal instalments across the relevant period.

Income received in relation to future periods is deferred and released when recognition criteria are met.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation 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:

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:

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 credited or charged to profit or loss.

Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible 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 company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Cash at bank and in hand are basic financial assets and include cash in hand, deposits held at call with banks and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The company 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 company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

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

Basic financial assets, which include debtors, 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 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 company 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 company after deducting all of its liabilities.

Basic financial liabilities, including creditors, bank loans and loans from fellow 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 payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

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

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

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

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 income statement 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 company’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. Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income. Deferred tax assets and liabilities are offset when the company has 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 company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

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

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 statement of financial position 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 leases asset are consumed.

In the application of the company’s accounting policies, the directors 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.

There are no judgements, apart from those set out below involving estimations, that management has made in the process of applying the company's accounting policies.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

As described in note 12, the fair value of shares held in Premier Rugby Holdco Limited cannot be reliably estimated so they are held at deemed cost.

CVC have invested in Premier Rugby Limited as it sees opportunities for growth in the sport in relation to broadcasting income and sponsorship income. Management will continue to review for impairment triggers and will conduct an impairment review if required.

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

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

Their aggregate remuneration comprised:

Investment income in the current year relates to interest from the company's deposit account. Investment income in the prior year represents interest receivable from HMRC.

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

The company has trading losses carried forward of £27,650,781 (2024: £31,465,228). A deferred tax asset has been recognised in respect of £17,551,780 of these losses, representing the amount that could be offset against the deferred tax liability arising on the P shares revaluation.

With effect from 1 April 2023 the rate of corporation tax increased from 19% to 25%. From the same date a small companies rate of 19% was introduced for companies with profits of £50,000 or less. The main rate of 25% applies to companies with profits over £250,000 and marginal relief applies for profit between the thresholds. The corporation tax liabilities within the financial statements are calculated using these rates.

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

The unlisted investment includes shares in Premier Rugby Holdco Limited. The company holds a 0.0004% (2024: 0.0004%) investment in the share capital of Premier Rugby Holdco Limited amounting to £17,551,780.

The directors have reviewed the valuation of the Premier Rugby Holdco Limited shares, which provide a guaranteed income stream for all clubs and is based on the future cash flows of broadcasting rights and sponsorship income.

The fair value of these shares cannot reliably estimated, therefore in line with other clubs in the sector the directors have concluded the most recent valuation of £17,551,780 is the deemed cost. The directors will continue to review this value on an annual basis for indications for impairment.

Fixed asset investments at cost less impairment

The company also holds, along with the CVC funds, an additional minority shareholding in Cobalto Co-Investment Limited of £2,133,007 (2024: £2,133,007). The investment is held at deemed cost less impairment.

Orange UK Holdings Limited has a fixed and floating charge over the assets of the company dated 30 March 2021.

The English Sports Council has a fixed charge over the collection account of the company dated 30 March 2021.

Deferred income includes £1,440,000 of academy funding received under the Rugby Football Union Licence Agreement. The funding is subject to annual performance obligations and compliance requirements. Income is deferred where it relates to future periods and is recognised in the Statement of Comprehensive Income in line with the delivery of academy services and fulfilment of contractual conditions.

The loan due to Orange UK Holdings Limited of £23.23 million is interest free and repayable on demand. The loan has fixed and floating charges over the assets of the company dated 23 April 2019 respectively.

The loan due to The English Sports Council of £7.57 million is repayable over 17 years and interest is charged at 2%. There is a 3 year capital and interest free period and the loan is secured against the investment in Premier Rugby Holdco Limited.

Finance lease payments represent rentals payable by the company for certain items of plant and machinery. 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 2 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

The deferred tax liability set out above in relation to the revaluation of investments at fair value is not expected to reverse within 12 months.

Deferred tax is not recognised in respect of tax losses of £23,673,402 as it is not probable that they will be recovered against the reversal of deferred tax liabilities or future taxable profits.

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

At the year end a balance of £40,094 (2024: £41,158) was payable by the company.

Other reserves consist of a revaluation reserve and represents the fair value movements on assets recognised through the income statement and transferred to a revaluation reserve.

Profit and loss reserves represent the accumulated total comprehensive income for the year and prior periods less dividends paid.

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

During the year the company entered into the following transactions with related parties:

The following amounts were outstanding at the reporting end date:

The following amounts were outstanding at the reporting end date:

At 30 June 2025, a director has loaned the company £6,167,502 (2024: £4,342,501) on an unsecured, interest free loan which is repayable on demand. This amount is included in other borrowings within creditors: amounts falling due in less than one year.

The entire ordinary share capital of Manchester Sale Rugby Club Limited is owned by Sharks Holdings Limited, which is controlled by Orange UK Holdings Limited. Orange UK Holdings Limited is the smallest and largest group in which the company is consolidated. Copies of the Orange UK Holdings Limited consolidated financial statements are available from 1 Goose Green, Altrincham, Cheshire, England, WA14 1DW.

The ultimate controlling party is Simon Orange.