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

Dean Clough Limited is a private company limited by shares incorporated in England and Wales. The registered office is Office Suite D255, Dean Clough, Halifax, West Yorkshire, HX3 5AX.

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, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The company has taken advantage of the exemption under section 405 of the Companies Act 2006 not to prepare consolidated accounts, as its subsidiary undertakings are dormant and their inclusion is not considered material for the purpose of giving a true and fair view. These financial statements therefore present information about the company as an individual and not about its group.

The property market has continued to stabilise following the COVID-19 pandemic. Dean Clough has seen a significant and sustained increase in the return to office based working, resulting in a positive impact on occupier demand. During the year, the Company experienced a significant increase in the level of enquiries, particularly in respect of larger floor plates.

Whilst the underlying level of engagement and quality of enquiries remains strong, decision making timelines have lengthened, with potential occupiers undertaking more detailed and prolonged consideration prior to commitment. The Directors consider this to be indicative of the wider economic uncertainty, causing spending decisions by business to be reviewed more rigorously than before the pandemic.

While Covid had a significant impact through tenant losses and a material period of market inactivity, it has also enabled Dean Clough, during tenant replenishment, to attract a broader, more diverse and creative tenant mix. Further adding to the site’s appeal with a more vibrant and stimulating community bolstering the site’s offer and appeal to current and future occupiers whilst further reducing the Company’s reliance on a small number of key tenants.

Over the past year, the Company has retained all key tenants, extended the commitments of several occupiers and granted new leases for significant space leading to an increased overall occupancy, underscoring the strong and growing demand for space at Dean Clough.

The Company’s bankers have again demonstrated their support and commitment through the renewal of its existing £32.8m facility through to September 2027 to coincide with the expiry of the interest hedge product which has restricted the Company’s flexibility. The facility includes financial covenants based on a robust and achievable financial plan, incorporating appropriate levels of headroom. The Directors have reviewed the terms of the facility and the associated forecasts and are satisfied that the Company is able to operate comfortably within the covenant requirements.

On this basis, the Directors consider that the Company has adequate resources to continue in operational existence for the foreseeable future and accordingly have concluded that it is appropriate to prepare the financial statements on a going concern basis.

Turnover represents property sales, rental and similar income receivable and is accounted for on an accruals basis excluding sales related taxes.

Income receivable in respect of lease break penalties is recognised when the contractual obligations have been satisfied.

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.

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. The surplus or deficit on revaluation is recognised in 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.

Investments in unlisted company shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the statement of comprehensive income for the period. Where the market value can not be reliably determined, such investments are stated at historical cost less impairment.

Interest attributable to properties in the course of development is considered to be part of the development costs up to the date of the occupation and is thus capitalised on a simple interest basis, without allowing for and tax relief thereon.

Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, 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 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.

Basic financial liabilities, including creditors, bank loans, 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.

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.

The company’s interest rate swap contract is carried at fair value at the balance sheet date, with changes in fair value recognised in the profit and loss account.

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 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 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 Company operates a defined contribution plan for its employees. A defined contribution plan is a pension under which the company pays fixed contributions to a separate entity. once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in the statement of comprehensive income when they fall due. Amounts not paid are shown in accruals as a liability in the balance sheet. The assets of the plan are held separately from the Company in independently administered funds.

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.

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease.

Interest income

Interest income is recognised in the statement of comprehensive income using the effective interest method.

Borrowing cost

All borrowing costs are recognised in the statement of comprehensive income in the year in which they are incurred.

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.

The fair value of Company's investment property has been arrived at on the basis of a valuation as at 31 Match 2025 by the company directors, having reference to the most recent professional valuation prepared by CBRE Limited in 2023.

The fair value of the Company's interest rate swap at 31 March 2025 is determined using a valuation carried out by the Company directors based on information provided by the Company's bank.

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:

Investment property comprises freehold office and commercial buildings and assets held for development. The fair value of the investment property as at 31 March 2025 has been estimated by the Company directors.

The valuation was made on an open market value basis by reference to market evidence of property transaction prices and reference to the most recent professional valuations obtained in 2023.

Details of the company's subsidiaries at 31 March 2025 are as follows:

The company's bank borrowings are secured by legal mortgages over freehold properties owned by the company and a floating charge over the assets of the company.

Of the bank loans shown above, £32,770,663 is due for repayment or renewal by the 30 September 2025. Interest is charged on the outstanding balance at an annual rate of 2.5% above the bank base rate.

A £32,000 loan is payable in monthly instalments of £8,000 with the final repayment due by 31 July 2026. Interest is charged on the outstanding balance at an annual rate of 4.57% above the bank base rate.

The Company uses an interest rate swap to manage its exposure to the interest rate movements on its bank borrowings. Contracts with nominal values of £30m (2024: £30m) fix the base rate at 5.37% (2024: 5.37%) for periods up until 15 June 2027.

The fair value of the interest rate swap is determined using the Company directors' valuation based on information provided by the Company's bank.

Security and repayment terms of the bank loans are set out in notes 13 and 14.

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

The deferred tax asset set out above is expected to reverse over the life of the interest rate swap provision.

The company's ordinary shares, which carry no right to fixed income, each carry the right to one vote at general meetings of the company.

The cumulative fair value movements in respect of investment properties, including fair value movements initially reflected in profit and loss, are then transferred via a reserve movement between profit and loss account reserve and the investment property reserve.

The cumulative fair value movements of financial instruments, initially recognised through the profit and loss account, are transferred via a reserve transfer between profit and loss account reserve to the fair value reserve as shown above.

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:

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

At the reporting end date the company had contracted with tenants for the following minimum lease payments:

The directors do not consider there to be an ultimate controlling party.

The company operates a defined contribution pension scheme for all qualifying employees in the United Kingdom. The assets of the scheme are held separately from those of the Company in an independently administered fund. The contributions payable by the Company charged to profit or loss amounted to £26,642 (2024 - £22,141). At the balance sheet date £4,190 (2024 - £2,703) was payable to the fund.

No other post-retirement benefits are provided.