The director of the company has elected not to include a copy of the profit and loss account within the financial statements.true

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

Wren House Limited is a private company limited by shares incorporated in England and Wales. The registered office is Drakes Court, 302 Alcester Road, Wythall, Birmingham, B47 6JR.

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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

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. The principal accounting policies adopted are set out below.

Revenue represents income from residents of Wren House Care Home for the provision of healthcare and related services. Revenue is recognised at the fair value of the income receivable from care home residents over the period in which the services are provided to the residents in accordance with the stage of completion of their contracts when all of the following conditions are satisfied:

• the amount of revenue can be measured reliably;

• it is probable that the company will receive the consideration due under the contract; and

• the stage of completion of the contract at the end of the reporting period can be measured reliably.

Property, plant and equipment 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:

Depreciation is not recognised for freehold land and building. Freehold land is not considered to depreciated. Freehold buildings have a high residual value as a result of maintenance and other works carried out at the property on a continual basis and any depreciation in value which might occur is considered to be immaterial in respect of the current accounting period and for accounting periods to date.

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.

At each reporting period end date, the company 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 company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

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 balance sheet 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 and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Trade debtors, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as 'loans and receivables'. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment.

Interest is recognised by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial. The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to the net carrying amount on initial recognition.

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, loans from fellow group companies and preference shares that are classified as debt, 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.

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

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 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.

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.

Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.

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 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. 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 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, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

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

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

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.

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

In the application of the company’s accounting policies, the director is 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.

At the time of approving the financial statements, the director has undertaken an assessment of the adequacy of the resources available to the company. The assessment includes engaging with providers of finance facilities to the company and to the group, agreeing payment terms with creditors, evaluating the continued financial support provided from both external providers and other group companies, and obtaining assurances of the continuation of that financial support.

The director has reviewed trading and cash flow forecasts for the company and the group. The forecasts extend to the end of December 2027 and include an assessment of key sensitivities including (but not limited to) the impact of changes in occupancy rates, average weekly fees, staff costs and interest rates. The company has determined and undertaken a course of action in the period subsequent to the reporting date to restructure the financial position of the company as set out in note 13.

After reviewing the forecasts and making appropriate enquiries and undertaking the steps set out in note 13, the director has a reasonable expectation the company has adequate resources to continue in operational existence for the foreseeable future and to meet its liabilities as they fall due. Accordingly, the director continues to adopt the going concern basis of accounting in preparing the financial statements.

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:

Freehold land and buildings with a carrying amount of £128,350 (2023: £128,350) are secured against borrowings of a group company by way of a guarantee provided by the company (further details are provided in note 11).

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is unqualified and includes the following:

In our opinion the financial statements:

• give a true and fair view of the state of the company's affairs as at 31 December 2024 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.

The assets of the company have been pledged as security, alongside the assets of other group companies, for loans held by other group companies. At the balance sheet date the amounts outstanding which are subject to this security totalled £4,900,000 (2023: £4,534,014). Subsequent to the year end the amounts outstanding subject to this security reduced to £605,644.

The company leases property from its parent company at an annual rent of £25,000. At the balance sheet date the minimum operating lease commitments were £0 (2023: £10,417).

The company has undertaken steps in the period subsequent to the balance sheet date to restructure the financial position of the company including:

(a) purchasing the properties operated by the company from it's immediate parent company.

(b) securing the demerger of the company from its immediate parent company at the balance sheet date to its new parent entity, Willowmead CHF SPV Sarl.

(c) restructuring the amounts due to its new parent entity including recapitalisation of the company and changing the terms of the remaining amounts due, and

(d) agreeing a waiver of balances due to and from other group undertakings.

Other Loans

Included within amounts due from group undertakings disclosed within current assets is £40,178 (2023: £19,727), relating to interest-free, repayable-on-demand loans due from group companies.

Included within amounts owed to group undertakings disclosed within current liabilities is £508,885 (2023: £482,989), relating to interest-free, repayable-on-demand loans owed to related group companies.

The ultimate parent company is KMG SICAV SIF Wren Retirement Fund. Its registered office is 19 rue Eugene Ruppert, L-2453 Luxembourg. KMG SICAV SIF Wren Retirement Fund is under the control of ID Associates who

have been appointed to realise the Fund.

The ultimate controlling party is CCLA Investment Management Limited. Its registered office is 1 Angel Lan, London, England, EC4R 3AB.