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Registered number: 08033207 CARDALE INFRASTRUCTURE INVESTMENTS LIMITED AUDITED DIRECTORS' REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
CARDALE INFRASTRUCTURE INVESTMENTS LIMITED COMPANY INFORMATION
Directors | Mr N. D. Taee
| Mr R. J. Austin
| Mr P. P. Copley
| Mr C. J. Taee
| Mr A. T. S. Parry
Company secretary | Mr A. T. S. Parry
Registered number | 08033207
Registered office | 4 Greengate
| Cardale Park
| Harrogate
| North Yorkshire
| HG3 1GY
Independent auditors | Wellden Turnbull Limited
| Chartered Accountants & Statutory Auditors
| Albany House
| Claremont Lane
| Esher
| Surrey
| KT10 9FQ
CARDALE INFRASTRUCTURE INVESTMENTS LIMITED CONTENTS
| Page
Directors' report | 1 - 2
Independent auditors' report | 3 - 6
Statement of income and retained earnings | 7
Statement of financial position | 8
Notes to the financial statements | 9 - 20
CARDALE INFRASTRUCTURE INVESTMENTS LIMITED DIRECTORS' REPORT FOR THE YEAR ENDED 31 MARCH 2025 The directors present their report and the financial statements for the year ended 31 March 2025.
Directors' responsibilities statement
The directors are responsible for preparing the 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Company's financial statements 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 to 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.
Principal activity
The Company owns and manages the affairs of a portfolio of Companies providing services under the Government's Private Finance Initiative (PFI).
Results and dividends
The loss for the year, after taxation, amounted to £256,140 (2024 - loss £316,385). No dividends (2024 - £Nil) were paid during the year and the directors have not recommended a final dividend to be paid (2024 - £Nil).
Directors
The directors who served during the year were:
Mr N. D. Taee
Mr R. J. Austin
Mr P. P. Copley
Mr C. J. Taee
Mr A. T. S. Parry
Page 1
CARDALE INFRASTRUCTURE INVESTMENTS LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2025
Disclosure of information to auditors
Each of the persons who are directors at the time when this directors' report is approved has confirmed that: ∙so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and ∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
Small companies note
In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006. This report was approved by the board and signed on its behalf.
Mr A. T. S. Parry Director
Date: 16 March 2026
Page 2
CARDALE INFRASTRUCTURE INVESTMENTS LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CARDALE INFRASTRUCTURE INVESTMENTS LIMITED
Opinion
We have audited the financial statements of Cardale Infrastructure Investments Limited (the 'Company') for the year ended 31 March 2025, which comprise the statement of income and retained earnings, the statement of financial position 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 Financial Reporting Standard 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 31 March 2025 and of its loss for the year 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 Auditors' 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 United Kingdom, including the Financial Reporting Council'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 financial statements are 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 other information comprises the information included in the Annual Report other than the financial statements and our auditors' report thereon. The directors are responsible for the other information contained within the Annual Report. 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. 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 course of 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 this gives rise to a material misstatement in the financial statements themselves. 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. Page 3
CARDALE INFRASTRUCTURE INVESTMENTS LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CARDALE INFRASTRUCTURE INVESTMENTS LIMITED (CONTINUED)
Opinion 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 directors' report for the financial year 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.
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 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; 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 directors' responsibilities statement set out on page 1, 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. Page 4
CARDALE INFRASTRUCTURE INVESTMENTS LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CARDALE INFRASTRUCTURE INVESTMENTS LIMITED (CONTINUED)
Auditors' 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 auditors' 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. We have identified the greatest risk of a material impact on the financial statements from irregularities, including fraud, to relate to the timing and recognition of revenue, and the override of controls by management. We have obtained an understanding of the legal and regulatory frameworks that the Company operates within including both those that directly have an impact on the financial statements and more widely those for which non-compliance could have a significant impact on the Company’s operations and reputation. The Companies Act 2006, employee legislation, health and safety legislation, data protection legislation and UK tax law are those we have identified in this regard. Auditing standards limit the required procedures as to non-compliance with laws and regulations to enquiries of those charged with governance and review of any applicable correspondence. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: ∙Enquiry of management and those charged with governance as to actual and potential litigation and claims; ∙Enquiry of management and those charged with governance to identify any instances of non-compliance with laws and regulations; ∙Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business, and reviewing accounting estimates for bias; ∙Reviewing and challenging assumptions and judgements in respect of significant accounting estimates, regarding the valuation of fixed assets investments and related impairment assessment, including valuation methodology and models and key inputs such as forward cash flow forecasts and associated growth rates and discount rates; ∙Assessing the reasonableness of interest receivable and payable recognised in the period based on contractual terms and obligations and the requirement of accounting standards; ∙Reviewing and challenging the underlying assumptions and valuation methodology used for the valuation of the Company's group loans including assessing the reasonableness of valuation inputs and assumptions in the context of market available data to assess for indicators of management bias; ∙Reviewing the tax provisions of the Company with the assistance of our independent tax specialists; and ∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations; ∙Assessing the reasonableness of revenue recognised in the period based on contractual terms and obligations and the requirements of accounting standards. Page 5
CARDALE INFRASTRUCTURE INVESTMENTS LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CARDALE INFRASTRUCTURE INVESTMENTS LIMITED (CONTINUED) Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. 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 auditors' 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 auditors' 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. Mark Nelligan FCA (Senior Statutory Auditor) for and on behalf of Wellden Turnbull Limited Chartered Accountants Statutory Auditors Albany House Claremont Lane Esher Surrey KT10 9FQ Date: 16 March 2026 Page 6
CARDALE INFRASTRUCTURE INVESTMENTS LIMITED STATEMENT OF INCOME AND RETAINED EARNINGS FOR THE YEAR ENDED 31 MARCH 2025
| 2025 | 2024
Note | £ | £
Turnover | 4 | 93,456 | 96,095
Administrative expenses |  | (267) | (300)
Operating profit |  | 93,189 | 95,795
Income from fixed assets investments | 6 | 712,000 | 677,020
Interest receivable and similar income | 7 | 970,567 | 942,696
Interest payable and similar expenses | 8 | (2,031,896) | (2,031,896)
Loss before tax |  | (256,140) | (316,385)
Tax on loss | 9 | - | -
Loss after tax |  | (256,140) | (316,385)
Retained earnings at the beginning of the year |  | (3,501,540) | (3,185,155)
Loss for the year |  | (256,140) | (316,385)
Retained earnings at the end of the year |  | (3,757,680) | (3,501,540)
The notes on pages 9 to 20 form part of these financial statements.
Page 7
CARDALE INFRASTRUCTURE INVESTMENTS LIMITED REGISTERED NUMBER: 08033207 STATEMENT OF FINANCIAL POSITION AS AT 31 MARCH 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Investments | 10 |  | 15,054,706 |  | 14,412,725
Current assets |  |  |  |  |
Debtors due after more than one year | 11 | 7,458,067 |  | 6,799,777 |
Debtors due within one year | 11 | 1,202,140 |  | 806,611 |
Cash at bank and in hand | 12 | 413,077 |  | 175,129 |
|  | 9,073,284 |  | 7,781,517 |
Creditors: amounts falling due within one year | 13 | (1,652,011) |  | (1,562,123) |
Net current assets |  |  | 7,421,273 |  | 6,219,394
Total assets less current liabilities |  |  | 22,475,979 |  | 20,632,119
Creditors: amounts falling due after more than one year | 14 |  | (26,232,659) |  | (24,132,659)
Net liabilities |  |  | (3,756,680) |  | (3,500,540)
Capital and reserves |  |  |  |  |
Called up share capital | 16 |  | 1,000 |  | 1,000
Profit and loss account | 17 |  | (3,757,680) |  | (3,501,540)
Shareholders' deficit |  |  | (3,756,680) |  | (3,500,540)
The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime. The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
Mr A. T. S. Parry
Director
Date: 16 March 2026
The notes on pages 9 to 20 form part of these financial statements. Page 8
CARDALE INFRASTRUCTURE INVESTMENTS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
1. | General information
Cardale Infrastructure Investments Limited is a private company, limited by shares, incorporated in England and Wales, registered number 08033207. The registered office is 4 Greengate, Cardale Park, Harrogate, North Yorkshire, HG3 1GY. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3). The financial statements are presented in sterling, which is the functional currency of the Company and rounded to the nearest £. The following principal accounting policies have been applied:
| 2.2 | Compliance with accounting standards
The accounts have been prepared in accordance with the provisions of FRS 102. There were no material departures from the standard.
| 2.3 | Financial Reporting Standard 102 - reduced disclosure exemptions
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": ∙the requirements of Section 7 Statement of Cash Flows; ∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d); ∙the requirements of Section 33 Related Party Disclosures paragraph 33.7. This information is included in the consolidated financial statements of Cardale PFI Investments Limited as at 31 March 2025 and these financial statements may be obtained from the registered office address at 4 Greengate, Cardale Park, Harrogate, North Yorkshire, HG3 1GY. Page 9
CARDALE INFRASTRUCTURE INVESTMENTS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 2.Accounting policies (continued)
| 2.4 | Going concern
The financial statements have been prepared on a going concern basis. In assessing the appropriateness of the going concern basis of preparation, the Directors have taken into account the key risks of the business, including economic uncertainties. The Company is the parent company for 8 subsidiary companies and a joint venture company which provide services in leisure centres, serviced accommodations, hospital equipment and hospital maintenance facilities under PFI contracts. The Company has back to back loans with its subsidiaries/joint venture and with its parent company. The performance of the Company and its ability to meet its liabilities is therefore directly linked to the underlying performance of its 8 subsidiary companies and joint venture company. As part of their assessment of going concern the Directors have considered the Company's projected profits and cash flows by reference to the business financial models covering accounting periods up to the maturity of the PFI contracts and the availability of cash resources including those of the Company’s subsidiaries and joint venture. Forecasts support that the subsidiaries and associate will continue to generate sufficient cash flows over the terms of the PFI contracts to allow it to meet its liabilities, including those under the loan agreement with the Company. The Company also has the ongoing support of its parent Cardale PFI Investments Limited with which it has a loan facility. The parent will not call this loan to the detriment of the Company. Having undertaken this assessment the Directors consider it is appropriate to prepare the financial statements on a going concern basis.
| 2.5 | Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised: Rendering of services Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied: ∙the amount of revenue can be measured reliably; ∙it is probable that the Company will receive the consideration due under the contract; ∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and ∙the costs incurred and the costs to complete the contract can be measured reliably.
| 2.6 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.7 | Finance costs
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
| 2.8 | Borrowing costs
All borrowing costs are recognised in profit or loss in the year in which they are incurred. Page 10
CARDALE INFRASTRUCTURE INVESTMENTS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 2.Accounting policies (continued)
| 2.9 | Taxation
Tax is recognised in profit or loss 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 differences that have originated but not reversed by the reporting 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 the 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.
| 2.10 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment.
| 2.11 | Associates and joint ventures
Associates and Joint Ventures are held at cost less impairment.
| 2.12 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.13 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
| 2.14 | 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. Page 11
CARDALE INFRASTRUCTURE INVESTMENTS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 2.Accounting policies (continued)
| 2.15 | Financial instruments
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments. The Company has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102. 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. Basic financial assets Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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. Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments. Other financial assets Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment. Impairment of financial assets Financial assets are assessed for indicators of impairment at each reporting date. Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate. If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss. Financial liabilities Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities. Page 12
CARDALE INFRASTRUCTURE INVESTMENTS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 2.Accounting policies (continued)
| 2.15 | Financial instruments (continued)
Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial. Debt instruments are subsequently carried at their amortised cost using the effective interest rate method. Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. Derecognition of financial instruments Derecognition of financial assets Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained. Derecognition of financial liabilities Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled. Page 13
CARDALE INFRASTRUCTURE INVESTMENTS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
3. | Judgments in applying accounting policies and key sources of estimation uncertainty
The preparation of financial statements in conformity with FRS102 requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, income and expenses. The estimates and associated assumptions are based upon historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making judgements about carrying values of assets and liabilities that are not readily available from other sources. Critical accounting estimates and assumptions The Company makes estimates and assumptions concerning the future. The resulting accounting estimates and assumptions will, by definition, seldom equal the actual results. Critical areas of judgement The Company makes judgements in applying its accounting policies as described below: ∙The recoverability of the Company’s loan receivable balance and the ability of the Company to repay its loan payable balance is dependent upon the performance of the Company’s subsidiaries and the receipt of unitary income by said subsidiaries in accordance with PFI contracts to which said companies are party. ∙The accounting for PFI service concession contracts requires estimation of service margins, finance debtors, fixed asset investments, tangible assets, interest rates and associated amortisation profiles which is based on forecasted results and models of the PFI contract. 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 revision and future periods if the revision affects both current and future periods.
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Management charges | 93,456 | 96,095
Analysis of turnover by country of destination:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| United Kingdom | 93,456 | 96,095
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CARDALE INFRASTRUCTURE INVESTMENTS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
5. | Employees
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | 2025 | 2024
|  |  | No. | No.
|  | Directors | 5 | 5
| During the year, no director received any emoluments (2024 - £Nil).
6. | Income from investments
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Dividends received from unlisted investments | 712,000 | 677,020
7. | Interest receivable
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Other interest receivable | 970,567 | 942,696
8. | Interest payable and similar expenses
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Other loan interest payable | 2,031,896 | 2,031,896
9. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Corporation tax | - | -
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CARDALE INFRASTRUCTURE INVESTMENTS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025 9.Taxation (continued)
| Factors affecting tax charge for the year
| The tax assessed for the year is the same as (2024 - the same as) the standard rate of corporation tax in the UK of 25% (2024 - 25%) as set out below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Loss on ordinary activities before tax | (256,140) | (316,385)
| Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | (64,035) | (79,096)
| Effects of: |  |
| Group relief | 64,035 | 79,096
| Total tax charge for the year | - | -
| Factors that may affect future tax charges
There were no factors affecting future tax charges. Deferred taxation has been provided at 25%.
10. | Fixed asset investments
|  | Investments in subsidiary companies | Investments in associates and joint ventures | Total
|  | £ | £ | £
| Cost or valuation |  |  |
| At 1 April 2024 | 12,258,196 | 2,154,529 | 14,412,725
| Additions | 641,981 | - | 641,981
| At 31 March 2025 | 12,900,177 | 2,154,529 | 15,054,706
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CARDALE INFRASTRUCTURE INVESTMENTS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
| Subsidiary undertakings
| The following were subsidiary undertakings of the Company:
| Name | Class of shares | Holding
| Leisure Infrastructure Investors Limited (directly held) | Ordinary | 100%
| DC Projects (Amber Valley) Limited | Ordinary | 100%
| DC Projects (Rotherham) Limited | Ordinary | 100%
| DC Projects (Wolverhampton) Limited | Ordinary | 100%
| Cardale PFI Management Limited (directly held) * | Ordinary | 100%
| Young Herts Limited * | Ordinary | 100%
| Healthsource (Bromley) Limited * | Ordinary | 100%
| Caring 4 Croydon Limited (controlling interest) * | Ordinary | 75%
| 2 of the subsidiaries are held directly and the others are held indirectly through intermediary parent companies. All the above companies' registered office is 4 Greengate, Cardale Park, Harrogate, North Yorkshire, HG3 1GY except for the Companies marked * whose registered office is Unit 18 Riversway Business Village, Navigation Way, Ashton-On-Ribble, Preston, PR2 2YP.
| Participating interests
| The Company has a 50% holding in Hull Citycare (Investments) Limited, a joint venture with shared control. Hull Citycare (Investments) Limited in turn holds 60% of Hull Citycare Limited managing a healthcare facilities PFI contract.
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CARDALE INFRASTRUCTURE INVESTMENTS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
11. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Due after more than one year |  |
| Amounts owed by group undertakings | 5,415,797 | 4,594,480
| Amounts owed by joint ventures and associated undertakings | 2,042,270 | 2,205,297
|  | 7,458,067 | 6,799,777
| Amounts owed by group undertakings are charged at interest rates between 11% and 12.71%, and are repayable between 2032 and 2043.
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Due within one year |  |
| Trade debtors | - | 28,739
| Other debtors | 1,000 | 1,000
| Prepayments and accrued income | 1,201,140 | 776,873
|  | 1,202,140 | 806,612
12. | Cash and cash equivalents
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Cash at bank and in hand | 413,077 | 175,129
13. | Creditors: Amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Amounts owed to group undertakings | 1,346,502 | 1,346,502
| Amounts owed to joint ventures and associated undertakings | 296,523 | 181,750
| Other taxation and social security | 8,986 | 33,871
|  | 1,652,011 | 1,562,123
| Amounts owed to group undertakings are interest free and repayable on demand.
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CARDALE INFRASTRUCTURE INVESTMENTS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
14. | Creditors: Amounts falling due after more than one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Other loans | 22,825,659 | 20,725,659
| Loans owed to joint ventures and associated undertakings | 3,407,000 | 3,407,000
|  | 26,232,659 | 24,132,659
| The Company has senior secured loan notes in issue of £4,400,000 due in 2035 and £16,325,659 due in 2038, both attracting interest at a rate of 9.25% per annum payable semi-annually, and both repayable in full at the end of the loan note term. The loan notes are secured by a debenture over the Company's assets, Cardale Infrastructure Investments Limited's group assets, and by cross guarantees between the respective group and related group companies. The loan facilities owed to joint ventures and associated undertakings are repayable between 30 November 2034 and 28 February 2038 and carry interest at rates between 3.236% p.a. and 3.47% p.a.
| The aggregate amount of liabilities repayable wholly or in part more than five years after the reporting date is:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Other loans | 26,232,659 | 24,132,659
The above other loans were repayable in more than 5 years.
15. | Basic financial instruments
Financial assets held that are debt instruments measured at amortised cost amounted to £7,459,067 (2024 - £6,829,516). Financial liabilities held that are debt instruments measured at amortised cost amounted to £27,875,684 (2024 - £25,660,911). Page 19
CARDALE INFRASTRUCTURE INVESTMENTS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025
16. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 1,000 (2024 - 1,000) Ordinary shares of £1.00 each | 1,000 | 1,000
17. | Reserves
Profit and loss account The profit and loss account represents cumulative profits and losses net dividends and any other adjustments.
18. | Related party transactions
| At the balance sheet date, the Company was owed £2,226,976 (2024 - £1,394,290) in the form of loan notes and £839,928 (2024 - £484,447) in interest by a subsidiary company in which the Company holds a 75% controlling interest. The Company was owed £2,042,270 (2024 - £2,205,297) in the form of loan notes and £260,826 (2024 - £277,842) in interest by a joint venture company. The Company owed £3,407,000 (2024 - £3,407,000) as a loan and £296,523 (2024 - £181,750) in interest to a joint venture company. The Company has taken advantage of FRS102 section 33 paragraph 1A not to disclose transactions with wholly owned group members.
19. | Controlling party
The Company's ultimate parent undertaking and controlling party is Cardale PFI Investments Limited, a company registered in England and Wales. Consolidated financial statements are available from the registered office at 4 Greengate, Cardale Park, Harrogate, North Yorkshire, HG3 1GY.
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