Company registration number 08861063 (England and Wales)
BAM PROPCO JOHNSTONE LIMITED
FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2025
PAGES FOR FILING WITH REGISTRAR
BAM PROPCO JOHNSTONE LIMITED
CONTENTS
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 9
BAM PROPCO JOHNSTONE LIMITED
BALANCE SHEET
AS AT 31 MARCH 2025
31 March 2025
- 1 -
31 March 2025
30 September 2023
Notes
£
£
£
£
Fixed assets
Tangible assets
5
9,936,478
7,565,264
Current assets
Debtors
6
389,882
-
0
Creditors: amounts falling due within one year
7
(6,500)
(9,649,833)
Net current assets/(liabilities)
383,382
(9,649,833)
Total assets less current liabilities
10,319,860
(2,084,569)
Provisions for liabilities
Deferred tax liability
9
661,323
-
0
(661,323)
-
Net assets/(liabilities)
9,658,537
(2,084,569)
Capital and reserves
Called up share capital
10
8,105,609
1
Revaluation reserve
11
1,983,970
-
0
Profit and loss reserves
(431,042)
(2,084,570)
Total equity
9,658,537
(2,084,569)

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

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

The financial statements were approved by the board of directors and authorised for issue on 11 February 2026 and are signed on its behalf by:
Mr James Braganza
Director
Company registration number 08861063 (England and Wales)
BAM PROPCO JOHNSTONE LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 MARCH 2025
- 2 -
Share capital
Revaluation reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 October 2022
1
-
0
(2,084,570)
(2,084,569)
Year ended 30 September 2023:
Profit and total comprehensive income
-
-
-
0
-
0
Balance at 30 September 2023
1
-
0
(2,084,570)
(2,084,569)
Period ended 31 March 2025:
Profit
-
-
1,653,528
1,653,528
Other comprehensive income:
Revaluation of tangible fixed assets
-
2,645,293
-
2,645,293
Tax relating to other comprehensive income
-
(661,323)
-
0
(661,323)
Total comprehensive income
-
1,983,970
1,653,528
3,637,498
Issue of share capital
10
8,105,608
-
-
8,105,608
Balance at 31 March 2025
8,105,609
1,983,970
(431,042)
9,658,537
BAM PROPCO JOHNSTONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2025
- 3 -
1
Accounting policies
Company information

BAM Propco (Johnstone) Limited is a private company limited by shares and incorporated in England and Wales under the Companies Act 2006. The address of the registered office is given on the company information page and the nature of the company's operations and its principal activity is set out in the directors report.

1.1
Reporting period

The current reporting period is 18 months to 31st March 2025 to be brought in line with the rest of the group following acquisition by Anavo Care Scot Ltd on 22 March 2024. The comparative amounts presented in the financial statements are not entirely comparable.

1.2
Accounting convention

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with Section 1A of FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies.

The presentational and functional currency of these financial statements in GBP. Values are rounded to the nearest pound.

1.3
Going concern

The company financial statements are prepared on a going concern basis. The directors have obtained confirmation that the parent company will provide financial support, which the directors believe is appropriate to adopt the going concern basis in preparing the financial statements.

1.4
Turnover

Turnover comprises revenue recognised in respect of rental income receivable from a fellow subsidiary undertaking for occupation of the company's property. Turnover is recognised on an accruals basis.

M anagement fee income i s subsequently calculated in accordance with intercompany agreements and recharged to SCCL Operations Limited, with corresponding management income recognised by BAM Propco (Johnstone) Limited.

1.5
Tangible fixed assets

Tangible fixed assets stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Land is not depreciated. Depreciation on other assets is charged so as to allocate the cost of assets less residual value over their estimated useful lives using straight line method. The estimated useful life of freehold buildings is 50 years.

Depreciation is provided on the following bases:

Freehold land and buildings
as set out above
Fixtures and fittings
20% straight line
BAM PROPCO JOHNSTONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 4 -
1.6
Impairment of fixed assets

Assets that are subject to depreciation or amortisation are assessed at each reporting date to determine whether there is any indication that the assets are impaired. Where there is any indication that an assets may be impaired, the carrying value of the asset (or cash generating unit to which the assets has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each reporting date to assess whether there is any indication that the impairment losses recognised in prior periods may no9 longer exist or may have decreased.

1.7
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. Bank overdrafts are shown within borrowings in current liabilities.

1.8
Financial instruments
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.

Financial assets are initially measured at transaction price (including transaction costs) and subsequently held at cost, less any impairment. Financial liabilities and equity are classified according to the substance of the financial instrument's contractual obligations, rather than the financial instruments' legal form.

Financial liabilities are initially measured at transaction price (including transaction costs) and are subsequently held at amortised cost.

1.9
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 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

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.

BAM PROPCO JOHNSTONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 5 -

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Tax is recognised in the statement of comprehensive income, 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 reporting date in the countries where the company operates and generates income.

Deferred tax balances are recognised in respect of all timing difference that have originated but not reversed by the statement of financial position 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 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 reporting date.

1.10

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.

BAM PROPCO JOHNSTONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2025
- 6 -
2
Judgements and key sources of estimation uncertainty

In preparing these financial statements, the directors have made the following judgements:

- Determine whether there are indicators of impairment of the company's property, plant and equipment. Factors taken into consideration in reaching such a decision include a review of historical cost less accumulated depreciation and any accumulated impairment losses of the property and economic viability and expected future financial performance of the asset.

Other key sources of estimation uncertainty:

- Tangible fixed assets (see note 5)

Tangible fixed assets which are comprised of freehold land and buildings are stated at historical cost less accumulated depreciation and any accumulated impairment losses. In considering whether there has been any impairment in the value of the company's property assets the directors assess whether the recoverable amount is less than its carrying amount. The recoverable amount of the property asset is the higher of the fair value less cost to sell and its value in use. If there is an indication that an asset may be impaired, the directors review the remaining useful life of the property asset to ensure this is still appropriate.

The fair value of the property asset is ascertained through review of a number of factors and information flows, including market knowledge, recent market movements, recent sales of similar properties, historical experience, rent levels and cash flows for the respective property. There is an inevitable degree of judgement involved and value can be reliably rested ultimately in the market itself.

Whilst the directors exercise due care and attention to make reasonable estimates, taking into account all available information in estimating the future selling price, the estimates will, in all likelihood, differ from the actual selling prices achieved in future periods and these difference may, in certain circumstances, be significant.

3
Exceptional item
2025
2023
£
£
Income
Exceptional item - Other operating income
1,544,225
-

E xceptional Item includes a total gain of £1,544,225 (2023: £Nil) arising from the waiver of bank loan of £1,416,676 (2023: £Nil) and a gain of £127,549 (2023: £Nil) arising from a loan waiver from the former group. The waivers were unconditional and resulted in the derecognition of the related financial liability during the year.

4
Employees

The average monthly number of persons (including directors) employed by the company during the period was:

2025
2023
Number
Number
3
3

The company has no employees other than the directors, who did not receive any remuneration (202 3 - £Nil).

BAM PROPCO JOHNSTONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2025
- 7 -
5
Tangible fixed assets
Freehold land and buildings
Fixtures and fittings
Total
£
£
£
Cost
At 1 October 2023
8,830,500
367,897
9,198,397
Revaluation
1,194,500
-
0
1,194,500
At 31 March 2025
10,025,000
367,897
10,392,897
Depreciation and impairment
At 1 October 2023
1,450,793
182,340
1,633,133
Depreciation charged in the period
200,500
73,579
274,079
Revaluation
(1,450,793)
-
0
(1,450,793)
At 31 March 2025
200,500
255,919
456,419
Carrying amount
At 31 March 2025
9,824,500
111,978
9,936,478
At 30 September 2023
7,379,707
185,557
7,565,264

During the year end 3 1 March 202 5, an impairment review was carried out by the directors, with reference to indicative valuations prepared by CBRE (chartered surveyors) which the directors believe provides a reasonable basis for assessing the fair value of the property at year end.

6
Debtors
2025
2023
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
389,882
-
0
7
Creditors: amounts falling due within one year
2025
2023
Notes
£
£
Bank loans
8
-
0
1,416,676
Amounts owed to group undertakings
-
0
8,233,157
Accruals and deferred income
6,500
-
0
6,500
9,649,833

On 22 March 2024, Anavo Care Scot Ltd acquired the company shares and restructured its debt. Bank loans of £1,416,676 from the former lenders and £127,549 amounts due to the former group have been waived. The waivers were unconditional and resulted in the derecognition of the related financial liability during the year.

BAM PROPCO JOHNSTONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2025
- 8 -
8
Loans and overdrafts
2025
2023
£
£
Bank loans
-
0
1,416,676
Payable within one year
-
0
1,416,676

9
Deferred taxation

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

Liabilities
Liabilities
2025
2023
Balances:
£
£
Revaluations
661,323
-
2025
Movements in the period:
£
Liability at 1 October 2023
-
Charge to other comprehensive income
661,323
Liability at 31 March 2025
661,323

Deferred tax liability arose from the revaluation of Land and Buildings. A deferred tax liability of £661,323 has been recognized in the revaluation reserve, representing the tax effect of the temporary difference between the carrying amount of the revalued assets and their tax base.

10
Share capital
2025
2023
2025
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
1 ordinary share of of £1 each
1
1
8,105,609
1

On 22 March 2024 shares which had an aggregate nominal value of £1 were allotted for aggregate consideration of £8,105,608.

BAM PROPCO JOHNSTONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2025
- 9 -
11
Revaluation reserve
2025
2023
£
£
At the beginning of the period
-
0
-
0
Revaluation surplus arising in the period
2,645,293
-
0
Deferred tax on revaluation of tangible assets
(661,323)
-
At the end of the period
1,983,970
-
12
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 is unqualified and includes the following:

Opinion

In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 31 March 2025 and of its profit for the period 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.

Senior Statutory Auditor:
Bobby Gurdep Bhogal ACA ACCA ATT
Statutory Auditor:
Arnold Hill & Co LLP
Date of audit report:
11 February 2026
13
Related party transactions

As at the 31st March 2025, amounts due from subsidiary and group undertakings was £389,882 (2023: £Nil).

As at the 31st March 2025, amounts due to subsidiary and group undertakings was £Nil (2023: £8,233,157).

Loan provided by former group undertakings were waived of £127,549 have been recognised in profit or loss during the year. The transaction was conducted on an arm’s length basis.

14
Controlling party

The immediate parent company is SCCL Operations Limited, a company incorporated in England and Wales.

The parent undertaking of the only group for which group financial statements are drawn up and of which the company is a member is Anavo Capital Limited, a company incorporated in England and Wales

Group financial statements are prepared and are available from Companies House, Crown Way, Cardiff, CF14 3UZ.

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