ACCOUNTS - Final Accounts

Commitments under operating leases

At 31 December 2024 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

Registered number: 13024790

DAR RE LEASE CO LIMITED

DIRECTORS' REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

DAR RE LEASE CO LIMITED

COMPANY INFORMATION

Directors	A A Loudon (resigned 30 June 2024)
	T Salaam
	N A Shadi


Registered number	13024790


Registered office	150 Holborn
	London
	EC1N 2NS


Independent auditor	MHA
	Lyndean House
	30-32 Albion Place
	Maidstone
	United Kingdom
	ME14 5DZ

DAR RE LEASE CO LIMITED

CONTENTS

	Page
Directors' Report	1 - 2
Independent Auditor's Report	3 - 6
Statement of Income and Retained Earnings	7
Balance Sheet	8
Notes to the Financial Statements	9 - 13

DAR RE LEASE CO LIMITED

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

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

Directors' responsibilities statement

The directors are responsible for preparing the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Company's financial statements 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 to 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.

Principal activity

The principal activity of the Company is provision of management of real estate as a landlord for the 150 High Holborn building.

Directors

The directors who served during the year were:

A A Loudon (resigned 30 June 2024)

T Salaam

N A Shadi

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:

∙so far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware, and

∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

Page 1

DAR RE LEASE CO LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

Auditor

The auditor, MHA, previously traded through the legal entity MacIntyre Hudson LLP. In response to regulatory
changes, MacIntyre Hudson LLP ceased to hold an audit registration with the engagement transitioning to MHA
Audit Services LLP.

MHA will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

Small companies note

In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

This report was approved by the board and signed on its behalf.

T Salaam

Director

Date: 22 December 2025

Page 2

DAR RE LEASE CO LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF DAR RE LEASE CO LIMITED

Opinion

We have audited the financial statements of Dar Re Lease Co Limited (the 'Company') for the year ended 31 December 2024, which comprise the Statement of Income and Retained Earnings, the Balance Sheet and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

∙give a true and fair view of the state of the 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.

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 United Kingdom, including the Financial Reporting Council'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.

Page 3

DAR RE LEASE CO LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF DAR RE LEASE CO LIMITED (CONTINUED)

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.

Opinion on other matters prescribed by the Companies Act 2006

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

∙the information given in the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

∙the Directors' Report has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in 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 directors' remuneration specified by law are not made; or

∙we have not received all the information and explanations we require for our audit; or

∙the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemptions in preparing the Directors' Report and from the requirement to prepare a Strategic Report.

Page 4

DAR RE LEASE CO LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF DAR RE LEASE CO LIMITED (CONTINUED)

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement set out on page 1, 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.

Auditor's responsibilities for the audit of the financial statements

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

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

∙enquiry of management around actual and potential litigation claims;

∙enquiry of entity staff to identify any instances of non-compliance with laws and regulations.

∙performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias;

∙reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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

Page 5

DAR RE LEASE CO LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF DAR RE LEASE CO LIMITED (CONTINUED)

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.

Duncan Cochrane-Dyet BFP FCA (Senior Statutory Auditor)

for and on behalf of

MHA

Maidstone
United Kingdom
Statutory Auditor

24 December 2025

MHA is the trading name of MHA Audit Services LLP, a limited liability partnership in England and Wales
(registered number OC455542)

Page 6

DAR RE LEASE CO LIMITED

STATEMENT OF INCOME AND RETAINED EARNINGS

FOR THE YEAR ENDED 31 DECEMBER 2024

	2024	2023
	£	£


Turnover	7,495,569	6,259,802
Gross profit	7,495,569	6,259,802
Administrative expenses	(12,365,460)	(11,681,764)
Operating loss	(4,869,891)	(5,421,962)
Interest receivable and similar income	1,169	112
Interest payable and similar expenses	(57,286)	-
Loss before tax	(4,926,008)	(5,421,850)
Tax on loss	146,125	-
Loss after tax	(4,779,883)	(5,421,850)



Retained earnings at the beginning of the year	(5,421,850)	-
	(5,421,850)	-
Loss for the year	(4,779,883)	(5,421,850)
Retained earnings at the end of the year	(10,201,733)	(5,421,850)

There were no recognised gains and losses for 2024 or 2023 other than those included in the statement of income and retained earnings.

The notes on pages 9 to 13 form part of these financial statements.

Page 7

DAR RE LEASE CO LIMITED

REGISTERED NUMBER: 13024790

BALANCE SHEET

AS AT 31 DECEMBER 2024

		2024		2023
Note		£		£


Current assets
Debtors: amounts falling due within one year	5	3,791,765		7,606,524
Cash at bank and in hand		5,286,582		932,650
		9,078,347		8,539,174
Creditors: amounts falling due within one year	6	(19,280,079)		(13,961,023)
Net current liabilities			(10,201,732)		(5,421,849)

Net liabilities			(10,201,732)		(5,421,849)

Capital and reserves
Called up share capital	1	1
Profit and loss account	(10,201,733)	(5,421,850)
	(10,201,732)	(5,421,849)

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

T Salaam

Director

Date: 22 December 2025

The notes on pages 9 to 13 form part of these financial statements.

Page 8

DAR RE LEASE CO LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

1.	General information

Dar Re Lease Co Limited is a private company limited by shares and incorporated in England and Wales within the United Kingdom. The address of the registered office is 150 Holborn, London, EC1N 2NS.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. 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 preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The financial statements are presented in sterling which is the functional currency of the company and rounded to the nearest £1.

The following principal accounting policies have been applied:

2.2

Going concern

The Company has total net liabilities of £10,201,732 and a loss before tax of £4,926,008, due to differences in timings and arrangements between lessor and lessee contracts, all of which are with fellow group undertakings. The ultimate parent company has committed to provide financial support as is required to enable the Company to meet its financial obligations as they fall due for a period of at least 12 months from the date of approval of these financial statements. On this basis, and additionally considering the position of the Company as an intrinsic element of the group's UK operations, the directors believe it is appropriate to adopt the going concern basis in preparing the financial statements.

2.3

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of property-related services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract 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;

∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and

∙the costs incurred and the costs to complete the contract can be measured reliably.

Page 9

DAR RE LEASE CO LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.4

Operating leases: the Company as lessor

Rental income is recognised as turnover in the financial statements, as it relates to the management of real estate, which is the Company's principal activity.

2.5

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

2.6

Interest income

Interest income is recognised in profit or loss using the effective interest method.

2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

2.8

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Page 10

DAR RE LEASE CO LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.9

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

2.10

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

2.11

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

3.	Judgements in applying accounting policies and key sources of estimation uncertainty

Accounting for Service Charges

The Company incurs service charge costs, payable to 150 Holborn Real Estate Limited in accordance with the head lease agreement for the property at 150 Holborn London. The service charge costs are then re-charged by the Company to the tenants, as per the sub-lease agreements, which is recognised as income. The income and expenditure is recognised in line with the service charge budget. Where the final service charge accounts for the year have not been finalised, the service charge budget represents the Directors' best estimate. When the actual service charge account is available, any differences are balanced in subsequent receipts / payments. The Directors deem that any such differences would not represent a material amount relating to the given year.

Page 11

DAR RE LEASE CO LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Employees

The average monthly number of employees, including directors, during the year was 3 (2023 - 3).

Debtors

					2024	2023
					£	£


Amounts owed by group undertakings	1,068,281	6,928,173
Prepayments and accrued income	2,723,484	678,351
	3,791,765	7,606,524

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

6.	Creditors: Amounts falling due within one year
		2024	2023
		£	£

Trade creditors	3,534	85,836
Amounts owed to group undertakings	16,677,261	2,642
Other taxation and social security	491,400	1,295,372
Accruals and deferred income	2,107,884	12,577,173
	19,280,079	13,961,023

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

7.	Deferred tax

The company has identified tax loss carry forwards of £4,548,482 (2023: £1,745,100) for which a deferred tax asset of £1,137,120 (2023: £436,275) has not been recognised in the period. No deferred tax asset has been recognised due to the uncertainty surrounding the level of taxable profits generated in the future against which the above amounts could be utilised. The unrecognised deferred tax asset will be reassessed periodically as circumstances change.

Page 12

DAR RE LEASE CO LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Not later than 1 year	6,760,000	6,760,000
Later than 1 year and not later than 5 years	27,040,000	27,040,000
Later than 5 years	54,080,000	60,840,000
	87,880,000	94,640,000

9.Other financial commitments

A principal tenant legal charge was registered on 29 June 2023 between the Company and Apex Group Hold Co (UK) Limited regarding the leasehold interest in the property known as 150 Holborn, London, levels 0-8, which was also granted to the Company pursuant to a lease on this date between 150 Holborn Real Estate Limited as landlord, the Company as tenant and Dar Al-Handasah Consultants Shair and Partners Holdings Ltd as guarantor. All companies involved are members of the same group (see Note 11 for ultimate parent company details).

The property, plant and equipment at the property and the rights and interest in all present or future rental income have been secured against this principal tenant legal charge.

10.	Related party transactions
	The Company has taken advantage of the FRS 102 paragraph 1AC.35 exemption not to disclose any further transactions with other members of the group that are wholly owned by the ultimate parent undertaking, bar those disclosed in Note 9, Dar Al-Handasah Consultants Shair and Partners Holdings Ltd.

11.	Controlling party

The parent undertaking of the smallest group including the company for which consolidated financial statements are prepared, is Dar Al-Handasah Consultants Shair and Partners Holdings Ltd, a company registered in Dubai at the registered office address of Unit 2401, Level 24, Index Tower, Dubai International Finance Centre, Dubai, 506855, United Arab Emirates.

Page 13