APG Regional Development Limited Company accounts

COMPANY REGISTRATION NUMBER: 14475048

APG REGIONAL DEVELOPMENT LIMITED

FINANCIAL STATEMENTS

FOR THE YEAR ENDED

30 September 2024

APG REGIONAL DEVELOPMENT LIMITED

FINANCIAL STATEMENTS

YEAR ENDED 30 SEPTEMBER 2024

Contents	Page

Officers and professional advisers	1

Strategic report	2

Directors' report	3

Independent auditor's report to the member	5

Statement of comprehensive income	9

Statement of financial position	10

Statement of changes in equity	11

Notes to the financial statements	12

APG REGIONAL DEVELOPMENT LIMITED

OFFICERS AND PROFESSIONAL ADVISERS

The board of directors	M Omirou
	R Summerskill

Registered office	29 York Street
	London
	W1H 1EZ

Auditor	Streets Audit LLP
	Chartered accountants & statutory auditor
	The Stanley Building
	7 Pancras Square
	King's Cross
	London
	N1C 4AG

APG REGIONAL DEVELOPMENT LIMITED

STRATEGIC REPORT

YEAR ENDED 30 SEPTEMBER 2024

APG Regional Development Limited is an interim holding company for the Acorn group. As for many businesses of our size, the business environment in which we operate continues to be challenging. Our principal risk continues to be the fluctuations in the construction sector of the British Economy. We consider our KPIs to be net profit and net assets. These were as follows for the current period:- Net loss £1,417 (2023 - £37,829) Net liabilities £39,083 (2023 - £37,666) With the risks noted below and uncertainties in mind, we are aware that any plans for the future development of the business may be subject to unforeseen future events outside of our control. The company's principal financial instruments comprise cash, bank borrowings and other items such as trade creditors that arise directly from its operations. The main purpose of these financial instruments is to provide finance for the company's operations. The existence of these financial instruments exposes the company to a number of financial risks. The main risks arising from the company's financial risks are liquidity risk and interest rate risk. The directors review and agree policies for managing each of these risks and they are summarised below. These policies have remained unchanged from previous years. Liquidity risk The company seeks to manage liquidity risk by ensuring sufficient liquidity is available to meet foreseeable needs and using group facilities where necessary. Interest rate risk The company's exposure to market risk for the changes in interest rates relates primarily to its bank and other borrowings. The company seeks to manage this risk by keeping borrowings to a minimum. Outlook The company will continue to develop out the existing development and maximise returns. The outlook is potentially more favourable as interest rates are expected to reduce closer to more recent historic levels and the recent change of government which may lead to a more favourable housing market.

This report was approved by the board of directors on 5 January 2026 and signed on behalf of the board by:

M Omirou

Director

Registered office:

29 York Street

London

W1H 1EZ

APG REGIONAL DEVELOPMENT LIMITED

DIRECTORS' REPORT

YEAR ENDED 30 SEPTEMBER 2024

The directors present their report and the financial statements of the company for the year ended 30 September 2024 .

Directors

The directors who served the company during the year were as follows:

M Omirou
R Summerskill

Dividends

The directors do not recommend the payment of a dividend.

Disclosure of information in the strategic report

The company has chosen in accordance with section 414C(11) of the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013 to set out in the company's strategic report information required by schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008.

Directors' responsibilities statement

The directors are responsible for preparing the strategic report, 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 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 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 judgments and accounting estimates that are reasonable and prudent; - state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; - 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. Auditor

Each of the persons who is a director at the date of approval of this report confirms that:

- so far as they are aware, there is no relevant audit information of which the company's auditor is unaware; and - they have taken all steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information.

This report was approved by the board of directors on 5 January 2026 and signed on behalf of the board by:

M Omirou

Director

Registered office:

29 York Street

London

W1H 1EZ

APG REGIONAL DEVELOPMENT LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBER OF APG REGIONAL DEVELOPMENT LIMITED

YEAR ENDED 30 SEPTEMBER 2024

Opinion

We have audited the financial statements of APG Regional Development Limited (the 'company') for the year ended 30 September 2024 which comprise the statement of comprehensive income, statement of financial position, statement of changes in equity 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 FRS 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 September 2024 and of its loss for the year then ended; - have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; - 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.

Material uncertainty related to going concern

We draw attention to note 3 in the financial statements, which indicates that the company is reliant on support from the ultimate parent undertaking, Acorn PG Holdings Limited. We note the group is receiving financial support from related companies. The ability of the company to continue as a going concern is dependent on continuing financial support by the ultimate parent undertaking, which in turn is dependent on the continuing financial support of these related companies. These conditions, indicate that a material uncertainty exists that may cast significant doubt on the company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

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.

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. 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. In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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 the 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.

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 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 directors' remuneration specified by law are not made; or - we have not received all the information and explanations we require for our audit.

Responsibilities of directors

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.

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: Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was that we identified the material laws and regulations applicable to the company through discussions with management, and from our commercial knowledge and experience of the property sector. We then assessed the extent of compliance with these laws and regulations through making enquiries of management. We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. To address the risk of fraud through management bias and override of controls we tested journal entries to identify unusual transactions, we assessed whether judgements and assumptions made in determining the accounting estimates set out in Note 3 were indicative of potential bias; and we investigated the rationale behind significant or unusual transactions. In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to agreeing financial statement disclosures to underlying supporting documentation and reviewing correspondence with relevant regulators. There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion. 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. Use of our report

This report is made solely to the company's member, 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 member 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 member as a body, for our audit work, for this report, or for the opinions we have formed.

Jonathan Day

(Senior Statutory Auditor)

For and on behalf of

Streets Audit LLP

Chartered accountants & statutory auditor

The Stanley Building

7 Pancras Square

King's Cross

London

N1C 4AG

6 January 2026

APG REGIONAL DEVELOPMENT LIMITED

STATEMENT OF COMPREHENSIVE INCOME

YEAR ENDED 30 SEPTEMBER 2024

			Period from
		Year to	10 Nov 22 to
		30 Sep 24	30 Sep 23
Note		£	£
Turnover	4	–	1,200

	----	-------
Gross profit	–	1,200

Administrative expenses		( 1,417)	( 39)
		-------	-------
Operating (loss)/profit	5	( 1,417)	1,161

Other interest receivable and similar income	6	–	129,336
Interest payable and similar expenses	7	–	( 168,326)
		-------	----------
Loss before taxation		( 1,417)	( 37,829)

Tax on loss	–	–
	-------	---------
Loss for the financial year and total comprehensive income	( 1,417)	( 37,829)
	-------	---------

All the activities of the company are from continuing operations.

APG REGIONAL DEVELOPMENT LIMITED

STATEMENT OF FINANCIAL POSITION

30 September 2024

	2024	2023
Note	£	£

Fixed assets

Tangible assets	8	28,500	38,000
Investments	9	1,100	1,000
		---------	---------
		29,600	39,000

Current assets

Debtors	10	23,105,796	11,807,539
Cash at bank and in hand		66,229	–
		---------------	---------------
		23,172,025	11,807,539

Creditors: amounts falling due within one year	11	( 23,206,831)	( 11,856,075)
		---------------	---------------
Net current liabilities		( 34,806)	( 48,536)
		---------	---------
Total assets less current liabilities		( 5,206)	( 9,536)

Creditors: amounts falling due after more than one year	12	( 33,877)	( 28,130)
		---------	---------
Net liabilities		( 39,083)	( 37,666)
		---------	---------

Capital and reserves

Called up share capital	14	163	163
Profit and loss account		( 39,246)	( 37,829)
		---------	---------
Shareholder deficit		( 39,083)	( 37,666)
		---------	---------

These financial statements were approved by the board of directors and authorised for issue on 5 January 2026 , and are signed on behalf of the board by:

M Omirou

Director

Company registration number: 14475048

APG REGIONAL DEVELOPMENT LIMITED

STATEMENT OF CHANGES IN EQUITY

YEAR ENDED 30 SEPTEMBER 2024

	Called up share capital	Profit and loss account	Total
	£	£	£
At 10 November 2022	–	–	–

Loss for the year		( 37,829)	( 37,829)
	----	---------	---------
Total comprehensive income for the year	–	( 37,829)	( 37,829)

Issue of shares	163	–	163
	----	---------	---------
Total investments by and distributions to owners	163	–	163

At 30 September 2023	163	( 37,829)	( 37,666)

Loss for the year		( 1,417)	( 1,417)
	----	---------	---------
Total comprehensive income for the year	–	( 1,417)	( 1,417)

	----	---------	---------
At 30 September 2024	163	( 39,246)	( 39,083)
	----	---------	---------

APG REGIONAL DEVELOPMENT LIMITED

NOTES TO THE FINANCIAL STATEMENTS

YEAR ENDED 30 SEPTEMBER 2024

1. General information

The company is a private company limited by shares, registered in England and Wales. The address of the registered office is 29 York Street, London, W1H 1EZ.

2. Statement of compliance

These financial statements have been prepared in compliance with FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.

3. Accounting policies

Basis of preparation

The financial statements have been prepared in sterling on the historical cost basis.

Going concern

The company is part of the Acorn Property Group and the ultimate parent company is Acorn PG Holdings Limited. The group has made a loss and has net liabilities however has unrealised profits on future development projects and is managing group cashflows to ensure liabilities are being paid as they fall due for payment. The group is receiving financial support from related companies to provide it with adequate working capital for a period of at least 12 months from the date of signing the financial statements and the ultimate parent company has provided group support. For these reasons, the directors have prepared the company’s financial statements on a going concern basis.

Disclosure exemptions

The entity satisfies the criteria of being a qualifying entity as defined in FRS 102. Its financial statements are consolidated into the financial statements of Acorn PG Holdings Limited which can be obtained from Companies House. As such, advantage has been taken of the following disclosure exemptions available under paragraph 1.12 of FRS 102: (a) No cash flow statement has been presented for the company. (b) Disclosures in respect of financial instruments have not been presented. (c) Disclosures in respect of share-based payments have not been presented. (d) No disclosure has been given for the aggregate remuneration of key management personnel.

Consolidation

The entity has taken advantage of the exemption from preparing consolidated financial statements contained in Section 400 of the Companies Act 2006 on the basis that it is a subsidiary undertaking and its immediate parent undertaking is established under the law of any part of the United Kingdom.

Judgements and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The actual outcome may diverge from these estimates if other assumptions are made, or other conditions arise. The key judgements and sources of estimation uncertainty that management has made in the process of applying the entity's accounting policies and that have the most significant effect on the amounts recognised in the financial statements are as disclosed in the financial statements.

Revenue recognition

Interest and arrangement fee income are recognised using the effective interest method. Revenue from the rendering of services is measured by reference to the stage of completion of the service transaction at the end of the reporting period provided that the outcome can be reliably estimated. When the outcome cannot be reliably estimated, revenue is recognised only to the extent that it is probable the expenses recognised will be recovered.

Tangible assets

Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses.

Depreciation

Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:

	Motor vehicles	-	25% straight line

Investments

Investments in subsidiaries are initially recorded at cost, and subsequently stated 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.

Finance leases and hire purchase contracts

Assets held under finance leases and hire purchase contracts are recognised in the statement of financial position as assets and liabilities at the lower of the fair value of the assets and the present value of the minimum lease payments, which is determined at the inception of the lease term. Any initial direct costs of the lease are added to the amount recognised as an asset. Lease payments are apportioned between the finance charges and reduction of the outstanding lease liability using the effective interest method. Finance charges are allocated to each period so as to produce a constant rate of interest on the remaining balance of the liability.

Financial instruments

The company only holds basic financial instruments as defined in FRS 102. The financial assets and financial liabilities of the company and their measurement basis are as follows: Financial assets - trade and other debtors are basic financial instruments and are debt instruments measured at amortised cost. Prepayments are not financial instruments. Cash at bank is classified as a basic financial instrument and is measured at amortised cost. Financial liabilities - trade creditors and other creditors are financial instruments, and are measured at amortised cost. Taxation and social security are not included in the financial instruments disclosure definition. Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

4. Turnover

Turnover arises from:

		Period from
	Year to	10 Nov 22 to
	30 Sep 24	30 Sep 23
	£	£
Rendering of services	–	1,200
	----	-------

The whole of the turnover is attributable to the principal activity of the company wholly undertaken in the United Kingdom.

5. Operating (loss)/profit

Operating profit or loss is stated after charging:

		Period from
	Year to	10 Nov 22 to
	30 Sep 24	30 Sep 23
	£	£
Depreciation of tangible assets	9,500	–
	-------	----

6. Other interest receivable and similar income

		Period from
	Year to	10 Nov 22 to
	30 Sep 24	30 Sep 23
	£	£
Interest from group undertakings	–	129,336
	----	----------

7. Interest payable and similar expenses

		Period from
	Year to	10 Nov 22 to
	30 Sep 24	30 Sep 23
	£	£
Interest due to group undertakings	–	168,326
	----	----------

8. Tangible assets

	Motor vehicles
	£
Cost
At 1 October 2023 and 30 September 2024	38,000
	---------
Depreciation
At 1 October 2023	–
Charge for the year	9,500
	---------
At 30 September 2024	9,500
	---------
Carrying amount
At 30 September 2024	28,500
	---------
At 30 September 2023	38,000
	---------

9. Investments

	Shares in group undertakings
	£
Cost
At 1 October 2023	1,000
Additions	100
	-------
At 30 September 2024	1,100
	-------
Impairment
At 1 October 2023 and 30 September 2024	–
	-------

Carrying amount
At 30 September 2024	1,100
	-------
At 30 September 2023	1,000
	-------

10. Debtors

	2024	2023
	£	£
Trade debtors	8,400	1,200
Amounts owed by group undertakings	23,096,116	11,806,177
Other debtors	1,280	162
	---------------	---------------
	23,105,796	11,807,539
	---------------	---------------

11. Creditors: amounts falling due within one year

	2024	2023
	£	£
Amounts owed to group undertakings	22,646,018	11,139,828
Obligations under finance leases and hire purchase contracts	4,123	3,718
Other creditors	556,690	712,529
	---------------	---------------
	23,206,831	11,856,075
	---------------	---------------

Included within other creditors is £556,190 (2023 - £737,529) owed to J Groobridge, this loan was assigned from RST Group Holdings Limited to this company as part of the group restructure. Included within obligations under finance leases are hire purchase liabilities of £4,123 (2023 - £3,718) which are secured on the assets concerned.

12. Creditors: amounts falling due after more than one year

	2024	2023
	£	£
Obligations under finance leases and hire purchase contracts	33,877	28,130
	---------	---------

Included within other creditors are hire purchase liabilities of £33,877 (2023 - £28,130) which are secured on the assets concerned.

13. Finance leases and hire purchase contracts

The total future minimum lease payments under finance leases and hire purchase contracts are as follows:

	2024	2023
	£	£
Not later than 1 year	4,123	3,718
Later than 1 year and not later than 5 years	33,877	28,130
	---------	---------
	38,000	31,848
	---------	---------

14. Called up share capital

Issued, called up and fully paid

	2024		2023
	No.	£	No.	£
Ordinary shares of £ 1 each	153	153	153	153
Ordinary Class 2 shares of £ 1 each	10	10	10	10
	----	----	----	----
	163	163	163	163
	----	----	----	----

The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the company. All ordinary shares rand equally with the regard to the company's residual assets. Called up share capital - represents the normal value of shares that have been issued.

15. Related party transactions

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’, not to disclose related party transactions with wholly owned subsidiaries within the group. Several related parties hold debentures over the assets of the company.

16. Controlling party

APG Residential Investments Limited is the immediate parent company. Acorn PG Holdings Limited is the ultimate parent company. The registered office of the companies is 29 York Street, London, England, W1H 1EZ. Copies of the financial statements for the parent company and group can be obtained from Companies House.