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Registration number: 15677295 (England and Wales)

Backhouse (Castle Cary Blue) Limited
Annual Report and Financial Statements
for the Period 24 April 2024 to 30 June 2025

Backhouse (Castle Cary Blue) Limited

Contents

Company Information | 1
Directors' Report | 2
Statement of Directors' Responsibilities | 3
Independent Auditor's Report | 4 to 6
Profit and Loss Account | 7
Balance Sheet | 8
Statement of Changes in Equity | 9
Notes to the Financial Statements | 10 to 13

Backhouse (Castle Cary Blue) Limited

Company Information

Directors | R J Castle T Hajoglou M L Hyde

Company secretary | Beach Secretaries Limited

Registered office | Number One Welcome Building Avon Street Bristol BS2 0PS

Auditors | Hazlewoods LLP Staverton Court Staverton Cheltenham GL51 0UX

Backhouse (Castle Cary Blue) Limited

Directors' Report for the Period from 24 April 2024 to 30 June 2025

The directors present their report and the financial statements for the period from 24 April 2024 to 30 June 2025.

Incorporation

The company was incorporated and commenced trading on 24 April 2024.

Directors of the company

The directors who held office during the period were as follows:

R J Castle (appointed 24 April 2024)

T Hajoglou (appointed 24 April 2024)

M L Hyde (appointed 24 April 2024)

I A Jones (appointed 24 April 2024 and resigned 2 January 2026)

Principal activity

The principal activity of the company is the development of property.

Going concern

The company has reported a net loss of £6,409 for the period ended 30 June 2025 and as at 30 June 2025 has net liabilities of £6,408.
As detailed in note 8, an obligation exists by way of a cross guarantee across all group companies to service debt held in Backhouse Opportunities Limited.
On the basis of the forecasts, and having received a letter of support from Cheyne Real Estate Credit (CRECH) V - Opportunist S.A.R.L. 2. confirming their intent to continue to support the company and the wider group under existing facilities and to provide further required financial facilities for a period of at least 12 months from the date of approval of these financial statements, the directors consider it appropriate to prepare the financial statements on a going concern basis. The forecasts assume that existing facilities will continue on no less favourable terms than current arrangements. The financial statements do no include any adjustments that would arise from insufficient facilities being made to the group.

Disclosure of information to the auditors

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.

Reappointment of auditors

The auditors Hazlewoods LLP are deemed to be reappointed under section 487(2) of the Companies Act 2006.

Small companies provision statement

This report has been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

Approved by the Board on 16 March 2026 and signed on its behalf by:

R J Castle
Director

Backhouse (Castle Cary Blue) Limited

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities for preparing the Annual 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 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 and apply them consistently;

• | make judgements 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; and

• | 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.

Backhouse (Castle Cary Blue) Limited

Independent Auditor's Report to the Members of Backhouse (Castle Cary Blue) Limited

Opinion

We have audited the financial statements of Backhouse (Castle Cary Blue) Limited (the 'company') for the period from 24 April 2024 to 30 June 2025, which comprise the Profit and Loss Account, Balance Sheet, Statement of Changes in Equity, and Notes to the Financial Statements, 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 Section 1A '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 June 2025 and of its loss 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.

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 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.

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 original financial statements were 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.

Other information

The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. 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.

Opinion on other matter 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 period 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.

Backhouse (Castle Cary Blue) Limited

Independent Auditor's Report to the Members of Backhouse (Castle Cary Blue) Limited

Matters on which we are required to report by exception

In the light of our 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 where 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.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page 3, 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.

Extent to which the audit was capable of detecting irregularities, including fraud
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:
We considered the nature of the company’s industry and its control environment and reviewed the company’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management about their own identification and assessment of the risks of irregularities.
We obtained an understanding of the legal and regulatory framework that the company operates in and identified the key laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements, including the UK Companies Act and tax legislation, and, those that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty.
We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.

In common with all audits conducted in accordance with ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override of controls. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.
In addition to the above, our procedures to respond to the risks identified included the following:

Backhouse (Castle Cary Blue) Limited

Independent Auditor's Report to the Members of Backhouse (Castle Cary Blue) Limited

• | reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

• | performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatements due to fraud;

• | enquiring of management concerning actual and potential litigation and claims and instances of non-compliance with laws and regulations; and

• | reading minutes of meetings of those charged with governance.

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.

A further description of our responsibilities is available 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 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.

Paul Fussell (Senior Statutory Auditor)
For and on behalf of Hazlewoods LLP, Statutory Auditor
Staverton Court
Staverton
Cheltenham
GL51 0UX

17 March 2026

Backhouse (Castle Cary Blue) Limited

Profit and Loss Account for the Period from 24 April 2024 to 30 June 2025

| Note | 2025 £
Turnover |  | -
Gross profit |  | -
Administrative expenses |  | (2,231)
Operating loss |  | (2,231)
Other interest receivable and similar income | 3 | 29,887
Interest payable and similar expenses |  | (34,065)
Loss before tax |  | (6,409)
Loss for the financial period |  | (6,409)

The above results were derived from continuing operations.

The company has no other comprehensive income for the year.

Backhouse (Castle Cary Blue) Limited

(Registration number: 15677295)
Balance Sheet as at 30 June 2025

| Note | 2025 £
Current assets |  |
Stocks |  | 480,953
Debtors | 5 | 150
|  | 481,103
Creditors: Amounts falling due within one year | 6 | (28,120)
Total assets less current liabilities |  | 452,983
Creditors: Amounts falling due after more than one year | 6 | (459,391)
Net liabilities |  | (6,408)
Capital and reserves |  |
Called up share capital | 7 | 1
Profit and loss account |  | (6,409)
Shareholders' deficit |  | (6,408)

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and FRS 102 ‘The Financial Reporting Standard Applicable in the UK and Republic of Ireland’.

Approved and authorised by the Board on 16 March 2026 and signed on its behalf by:

R J Castle
Director

Backhouse (Castle Cary Blue) Limited

Statement of Changes in Equity for the Period from 24 April 2024 to 30 June 2025

| Share capital £ | Profit and loss account £ | Total £
Loss for the period | - | (6,409) | (6,409)
New share capital subscribed | 1 | - | 1
At 30 June 2025 | 1 | (6,409) | (6,408)

Backhouse (Castle Cary Blue) Limited

Notes to the Financial Statements for the Period from 24 April 2024 to 30 June 2025

| 1 | General information

The company is a private company limited by share capital, incorporated in the United Kingdom.

The address of its registered office is:
Number One Welcome Building
Avon Street
Bristol
BS2 0PS
England

The principal place of business is:
B2 Methuen South
Methuen Park
Corsham
Chippenham
SN14 0GT

| 2 | Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).

Basis of preparation

These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.

The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest Pound.

Going concern

The company has reported a net loss of £6,409 for the period ended 30 June 2025 and as at 30 June 2025 has net liabilities of £6,408.
As detailed in note 8, an obligation exists by way of a cross guarantee across all group companies to service debt held in Backhouse Opportunities Limited.
On the basis of the forecasts, and having received a letter of support from Cheyne Real Estate Credit (CRECH) V - opportunist S.A.R.L. 2. confirming their intent to continue to support the company and the wider group under existing facilities and to provide further required financial facilities for a period of at least 12 months from the date of approval of these financial statements, the directors consider it appropriate to prepare the financial statements on a going concern basis. The forecasts assume that existing facilities will continue on no less favourable terms than current arrangements. The financial statements do no include any adjustments that would arise from insufficient facilities being made to the group.

Critical accounting judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

Backhouse (Castle Cary Blue) Limited

Notes to the Financial Statements for the Period from 24 April 2024 to 30 June 2025

Judgements

No significant judgements have been made by management in preparing these financial statements.

Key sources of estimation uncertainty

No key sources of estimation uncertainty have been identified by management in preparing these financial statements other than those detailed in these accounting policies.

Trade debtors

Trade debtors are amounts due from customers for goods sold in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. All trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debtors.

Stocks

Stocks which comprise land held for development, work in progress and finished units, are stated at the lower of cost and sales price less costs to complete and sell. Costs include materials, direct labour and production overheads appropriate to the relevant stage of production, along with any expected overage. General administrative overheads are expensed as incurred. Net realisable value is based on estimated selling price less all further costs to complete and all relevant marketing and selling costs. Where revenue is determined to be lower than the total costs on a development, the extent to which a loss arises is recognised in the profit and loss account, leaving stocks stated at their net realisable value.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Financial instruments

Classification
Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability on the balance sheet. The corresponding dividends relating to the liability component are charged as interest expenses in the profit and loss account.

Recognition and measurement
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

Backhouse (Castle Cary Blue) Limited

Notes to the Financial Statements for the Period from 24 April 2024 to 30 June 2025

Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.
A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.
For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.
For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.
Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

| 3 | Other interest receivable and similar income

Interest totalling £29,887 has been waived on loans due to group undertakings.

| 4 | Staff numbers

The company do not employ individuals. The remuneration of directors is paid by a related entity. A recharge is made to the trading entities for costs including remuneration of the directors. This is captured in work in progress.

| 5 | Debtors

| 2025 £
Other debtors | 150

| 6 | Creditors

| 2025 £
Due within one year |
Amounts owed to group undertakings | 26,139
Accruals and deferred income | 1,981
| 28,120

| 2025 £
Due after one year |
Amounts owed to group undertakings | 459,391

Amounts owed to group undertakings, due after one year, accrues interest at a rate of 11% and are repayable on 31 December 2026.

Backhouse (Castle Cary Blue) Limited

Notes to the Financial Statements for the Period from 24 April 2024 to 30 June 2025

| 7 | Share capital

Allotted, called up and fully paid shares

| 2025
| No. | £
Ordinary shares of £0.01 each | 100 | 1.00

| 8 | Financial commitments, guarantees and contingencies

The borrowings of the group headed by Backhouse Opportunities Limited, are secured by a fixed and floating charge over all the assets and undertakings of all group companies.
All group companies, including Backhouse (Castle Cary Blue) Limited have guaranteed borrowings held by Backhouse Opportunities limited. The amount secured at 30 June 2025 was £52,896,341.
Backhouse (Castle Cary Blue) Limited also has a fixed and floating charge secured against the land and property of the associated development site and all other assets of the business, included an imposed negative pledge. There is a cross guarantee in place from Backhouse Opportunities Limited.

| 9 | Related party transactions

The company has taken the exemption from disclosing transactions and balances with entities which are 100% owned within the group.

| 10 | Parent and ultimate parent undertaking

The company's immediate parent is Backhouse Opportunities Limited, incorporated in the United Kingdom. The results of this company are consolidated into the results of Backhouse Opportunities Limited.These financial statements are available upon request from Number One Welcome Building, Avon Street, Bristol, England, BS2 0PS.
On 27 June 2025, Backhouse Group Limited became the immediate parent company of Backhouse Opportunities Limited. Backhouse Group Limited is controlled by Cheyne General Partner S.A.R.L by virtue of their shareholding.