Company registration number 02655319 (England and Wales)
BYRNE PROPERTIES LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
PAGES FOR FILING WITH REGISTRAR
BYRNE PROPERTIES LIMITED
CONTENTS
Page
Statement of financial position
1
Statement of changes in equity
2
Notes to the financial statements
3 - 10
BYRNE PROPERTIES LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
30 SEPTEMBER 2024
30 September 2024
- 1 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investment properties
4
56,147,590
53,959,910
Current assets
Debtors
5
2,252,503
596,881
Cash at bank and in hand
1,315,018
275,224
3,567,521
872,105
Creditors: amounts falling due within one year
6
(31,100,134)
(31,391,806)
Net current liabilities
(27,532,613)
(30,519,701)
Total assets less current liabilities
28,614,977
23,440,209
Deferred taxation
8
(5,706,118)
(5,159,198)
Net assets
22,908,859
18,281,011
Capital and reserves
Called up share capital
8
1,000
1,000
Revaluation reserve
17,510,699
15,869,939
Profit and loss reserves
5,397,160
2,410,072
Total equity
22,908,859
18,281,011

The notes on pages 3 to 10 form part of these financial statements.

The director of the company has elected not to include a copy of the income statement 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.

The financial statements were approved by the board of directors and authorised for issue on 3 February 2026 and are signed on its behalf by:
C J Byrne
Director
Company Registration No. 02655319
BYRNE PROPERTIES LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 2 -
Share capital
Revaluation reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 October 2022
1,000
6,843,545
602,949
7,447,494
Year ended 30 September 2023:
Profit and total comprehensive income for the year
-
-
12,333,517
12,333,517
Dividends
-
-
(1,500,000)
(1,500,000)
Transfer fair value gain on investment properties
-
10,066,643
(10,066,643)
-
Other transfers
-
(1,040,249)
1,040,249
-
Balance at 30 September 2023
1,000
15,869,939
2,410,072
18,281,011
Year ended 30 September 2024:
Profit and total comprehensive income for the year
-
-
4,627,848
4,627,848
Transfer fair value gain on investment property
-
1,640,760
(1,640,760)
-
Balance at 30 September 2024
1,000
17,510,699
5,397,160
22,908,859

The notes on pages 3 to 10 form part of these financial statements.

BYRNE PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 3 -
1
Accounting policies
Company information

Byrne Properties Limited is a private company limited by shares incorporated in England and Wales. The registered office is 6 Wharf Studios, 28 Wharf Road, London, England, N1 7GR.

1.1
Accounting convention

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 a mounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include investment properties at fair value. The principal accounting policies adopted are set out below.

1.2
Going concern

The Company is a member of the Ardmore Group headed by Ardmore Group Limited (together the “Group”). The Group has net current assets of £84.96m and net assets of £23.4m. The Group meets their day to day working capital requirements through cash held at the year-end of £27.6m. The Group does not have bank debt or external borrowings other than leases.

The company had net current liabilities of £27,532,613 at the balance sheet date. Ardmore Group Limited, an intermediate parent company has indicated its intention and ability to support the company for at least 12 months from the date of approval of the financial statements in order that the company can pay its debts as they fall due.

Base case and severe but plausible downside models

The Director has prepared a base case forecast to 3 February 2027 for the Group. In preparing the base case the director has considered current market economic conditions and has made the following significant assumptions:

- Gross margins on live projects remain consistent with managements forecasts at December 2025.

- Payment of suppliers and receipts from clients (working capital movements) occur around 30 days from invoicing.

- The ability to win new work is unaffected.

- That the realisation of property values through short-term borrowing is achievable.

In preparing the severe but plausible downside model, the director has included the following sensitivities:

- A reduction in gross margins on projects.

- Deterioration of working capital.

- The group wins no new work in the going concern period.

- A significant amount of legal fees are incurred in the period.

The Director considers that each of the downside scenarios occurring together is unlikely.

Should the severe but plausible downside scenario crystallise management will implement mitigating actions which would include further realisation of property values through short term borrowing.

In view of the assessment performed, the Director is satisfied that sufficient financial resources will be generated to enable the Group and Company to meet its liabilities as they fall due for the period to 3 February 2027.

BYRNE PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 4 -

Material uncertainty related to going concern

Following a fellow group company, Ardmore Construction Limited, entering administration in August 2025 the Company and Group are exposed to the potential for Building Liability Orders (“BLO”) to be brought in accordance with the Building Safety Act 2022 (“the Act”). To date, the Company and certain companies within the Group have received claims, notifications of claims and are actively defending in court proceedings. These matters all pertain to alleged defective works performed by Ardmore Construction Limited.

As these matters are at an early stage there remains an uncertainty in respect of the potential range of outcomes as well as when these outcomes will be, although it is unlikely that the outcome of these cases will be known within the going concern assessment period. Further detail can be found within note 10 of the financial statements. As a result of these events there is a material uncertainty that may cast significant doubt on the Group’s and Company’s ability to continue as a going concern, and therefore, the Group and the Company may be unable to realise its assets and discharge its liabilities in the normal course of business.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Turnover represents rental income earned together with the recharge of rates and utility costs on investment properties and is recognised at the end of the month to which it relates.

1.4
Investment property

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 a t the reporting end date. Changes in fair value are recognised in the income statement, together with relevant taxation.

Fair value is determined by the directors with reference to internal experts and external valuations. Values are derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided.

1.5
Cash and cash equivalents

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.

1.6
Financial instruments

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.

BYRNE PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 5 -
Basic financial assets

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.

Classification of financial liabilities

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

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 paymen ts 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. A m ounts 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.

1.7
Equity instruments

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.

1.8
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current 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.

BYRNE PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 6 -
Deferred tax

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 income statement, 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.

1.9
Leases

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

2
Judgements and key sources of estimation uncertainty

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.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Leases

The determination of whether leases entered into by the Company as a lessor are operating leases. These decisions depend on an assessment of whether the risks and rewards of ownership have been transferred from the lessor to the lessee on a lease by lease basis.

Key sources of estimation uncertainty

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.

Investment properties

Investment properties are valued annually by the directors using yield methodology, comparable property transactions and external advice obtained. The valuation method uses estimates of the likely sales proceeds upon disposal of the properties, but there is an inevitable degree of judgement involved.

BYRNE PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 7 -
3
Director's remuneration

The Company has no employees other than the directors, who did not receive any remuneration in the current or prior year.

4
Investment property
2024
£
Fair value
At 1 October 2023
53,959,910
Revaluations
2,187,680
At 30 September 2024
56,147,590

Investment properties have been valued at the reporting date with reference to external valuations and market data by C J Byrne, the director of the Company. The director is qualified to make valuations on the basis of their knowledge and experience of the commercial property market. In making the valuation, the director has considered the value in use of the properties and the present market conditions.

If investment properties were stated on an historical cost basis rather than a fair value basis, the amounts would have been included as follows:
2024
2023
£
£
Cost
33,737,110
33,737,110
Accumulated depreciation
-
-
Carrying amount
33,737,110
33,737,110
5
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
234,820
198,438
Corporation tax recoverable
-
0
343,906
Amounts owed by group undertakings
2,000,000
-
0
Other debtors
17,683
54,537
2,252,503
596,881

Amounts owed by fellow group undertakings are unsecured, interest free and due on demand.

BYRNE PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 8 -
6
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
976
-
0
Amounts owed to group undertakings
30,632,026
31,145,389
Taxation and social security
17,265
14,402
Other creditors
449,867
232,015
31,100,134
31,391,806

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

7
Deferred taxation

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

Liabilities
Liabilities
2024
2023
Balances:
£
£
Revaluation of investment property
4,899,381
4,352,461
Rollover relief on disposed property
806,737
806,737
5,706,118
5,159,198
2024
Movements in the year:
£
Liability at 1 October 2023
5,159,198
Charge to profit or loss
546,920
Liability at 30 September 2024
5,706,118

The deferred tax liability set out above is expected to reverse in more than 12 months, upon realisation of the fair value movement in the related property.

8
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
1,000
1,000
1,000
1,000
BYRNE PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 9 -
9
Audit report information

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 was unqualified.

The auditor’s report on the full financial statements included a statement drawing attention to a material uncertainty related to going concern.

Senior Statutory Auditor:
Atul Kariya FCCA
Statutory Auditor:
MHA
Date of audit report:
4 February 2026
10
Financial commitments, guarantees and contingent liabilities

Recent developments in government legislation, notably the Building Safety Act and the introduction of Building Liability Orders (“Orders”), have created significant uncertainty both for the Group and the broader industry, particularly in relation to historic contracts. The Group actively manages these risks wherever possible.

The Ardmore Group of companies have received multiple claims, or notices of intention to raise a claim, relating to historic contracts. All these historic contracts were projects delivered by Ardmore Construction Limited which entered administration in August 2025, the extent and effect of Orders on the remaining Group companies therefore depends on evolving legal guidance and ongoing legal processes.

The expanding scope of Building Liability Orders means that other companies within the Group may also be held jointly and severally liable for claims involving a relevant liability, where it is deemed just and equitable. Considerable judgement is required in determining these factors, and each Order is subject to a specific legal mechanism.

The merit, likely outcome and potential impact of these claims is subject to a number of significant uncertainties and, therefore, the Group cannot make any assessment of the likely outcome or quantum of any such litigation as at 30 September 2024. The uncertainties relate to the vague nature of these claims, a lack of supporting evidence from claimants, and the lengthy timeframes involved before a reliable estimate of financial cost can be determined. Factors affecting this include the age and complexity of projects, the judgement required in determining if claims relate to relevant liabilities, the developing interpretation of legislation, particularly regarding the judgement of the claim being fair and equitable, and issues relating to the supply chain and onward claims.

Nonetheless, the Group believes it holds strong positions on many claims. However, given the ongoing evolution of legislation and guidance, it remains difficult to determine outcomes with sufficient certainty. Where claims are successful, the financial impact is likely to be partially mitigated through subsequent claims on the supply chain and/or other parties.

11
Operating lease commitments
Lessor

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

2024
2023
£
£
2,760,000
2,876,795
BYRNE PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 10 -
12
Events after the reporting date

The Company sold £20,800,000 of properties on 23rd December 2024 and 15th August 2025 at nil gain or loss. The financial statements for the year ended 30 September 2024 have not been adjusted.

13
Related party transactions

The Company fully provided for a receivable totaling £274,994 in a previous year, which was due from Byrne Estates (Chatham) Limited. The Company is related due to the common control of the directors.

14
Parent company

The Company's immediate parent company is Systemhaven Limited.

The Company's ultimate parent company is Ardmore Group Holdings Limited.

Ultimate control of the group rests with C J Byrne.

The largest and smallest group in which the results of the Company are consolidated is headed by Ardmore Group Limited, incorporated in England and Wales. The consolidated accounts of Ardmore Group Limited are available to the public and may be obtained from Companies House.

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