REGISTERED NUMBER: 10579440 (England and Wales)

Strategic Report,

Report of the Directors and

Financial Statements

for the Year Ended 31 January 2026

for

SEVEN CAPITAL (CROCUS) LTD

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

4

Profit and Loss Account and Other Comprehensive Income

8

Statement of Financial Position

9

Statement of Changes in Equity

10

Statement of Cash Flows

11

Notes to the Statement of Cash Flows

12

Notes to the Financial Statements

13

DIRECTORS:

Damien Anthony Siviter

Balbinder Singh Sohal

REGISTERED OFFICE:

97 Park Lane

Mayfair

London

W1K 7TG

REGISTERED NUMBER:

10579440 (England and Wales)

AUDITORS:

Brindleys Limited

Statutory Auditors

2 Wheeleys Road

Edgbaston

Birmingham

West Midlands

B15 2LD

The directors present their strategic report for the year ended 31 January 2026.

REVIEW OF BUSINESS

The loss for the year reflects the macroeconomic pressures of the industry, currently experiencing record lows of residential deliveries. In the financial year ended 31 January 2026, the company faced challenging market conditions, resulting in a loss of £4.5 million.

PRINCIPAL RISKS AND UNCERTAINTIES

The company uses various financial instruments. These include director's loan accounts, cash and various items, such as trade debtors and trade creditors that arise directly from its operations. The main purpose of these financial instruments is to raise finance for the company's operations. The existence of these financial instruments exposes the company to a number of financial risks, which are described in more detail below.

Market risk

Market risk encompasses various types of risk, being liquidity risk and credit risk.

Liquidity risk

The company seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably. Short- term flexibility is achieved by loans from directors.

Credit risk

The company's principal financial assets are trade debtors. The principal credit risk arises therefore from its trade debtors. Credit limits are reviewed by the directors on a regular basis.

THE FUTURE

By focusing on cost efficiency, sustainability, and financial discipline, we expect to restore profitability and strengthen our balance sheet.

ON BEHALF OF THE BOARD:

Balbinder Singh Sohal - Director

2 July 2026

The directors present their report with the financial statements of the company for the year ended 31 January 2026.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of property development.

DIVIDENDS

No dividends will be distributed for the year ended 31 January 2026.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 February 2025 to the date of this report.

Damien Anthony Siviter

Balbinder Singh Sohal

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors 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), 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 and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Brindleys Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Balbinder Singh Sohal - Director

2 July 2026

Opinion

We have audited the financial statements of Seven Capital (Crocus) Ltd (the 'company') for the year ended 31 January 2026 which comprise the Profit and Loss Account and Other Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity, Statement of Cash Flows and Notes to the Statement of Cash Flows, 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 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 January 2026 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 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 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors 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 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.

Opinions 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 Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have 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 Strategic Report or the Report of the Directors.

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.

Responsibilities of directors

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

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 a Report of the Auditors 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

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 have 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. These included UK Companies Act, Pensions legislation, tax legislation etc; and

. 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

organisation for fraud and how and where fraud might occur in the financial statements.

In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. 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 making the 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:

. 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 misstatement due to fraud;

. enquiring of management and in-house legal counsel 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 responsibility towards detecting fraud and error is such that we should plan, perform and evaluate our audit work in order to obtain reasonable assurance that the financial statements taken as a whole are free from material misstatement, whether caused by fraud or error. Owing to the inherent limitations of an audit, there is an unavoidable risk that some material misstatements of the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs. The risk of not detecting a material misstatement resulting from fraud may be higher than the risk of not detecting one resulting from error - for example,

because fraud may involve sophisticated and carefully organised schemes designed to conceal it, such as forgery, deliberate failure to record transactions, or intentional misrepresentations being made to us. As such, procedures that are effective for detecting error may not be effective in detecting fraud. Furthermore, the risk of not detecting a material misstatement resulting from management fraud is greater than for employee fraud, because management is frequently in a position to directly or indirectly manipulate accounting records, present fraudulent financial information or override controls designed to prevent similar frauds by other employees. Based on our risk assessment, we design procedures to give us a reasonable expectation of detecting material misstatements arising from fraud or error.

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 Report of the Auditors.

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 a Report of the Auditors 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.

Sajjad Sumar FCA (Senior Statutory Auditor)

for and on behalf of Brindleys Limited

Statutory Auditors

2 Wheeleys Road

Edgbaston

Birmingham

West Midlands

B15 2LD

2 July 2026

TURNOVER

37,590,261

10,497,636

Cost of sales

42,052,299

20,638,696

GROSS LOSS

(4,462,038

)

(10,141,060

)

Administrative expenses

31,023

20,593

LOSS BEFORE TAXATION

4

(4,493,061

)

(10,161,653

)

Tax on loss

5

-

-

LOSS FOR THE FINANCIAL YEAR

(4,493,061

)

(10,161,653

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(4,493,061

)

(10,161,653

)

FIXED ASSETS

Investments

6

100

-

CURRENT ASSETS

Stocks

7

9,568,850

46,426,225

Debtors

8

18,153,088

2,169,762

Cash at bank and in hand

239

27,156

27,722,177

48,623,143

CREDITORS

Amounts falling due within one year

9

4,614,872

4,835,963

NET CURRENT ASSETS

23,107,305

43,787,180

TOTAL ASSETS LESS CURRENT LIABILITIES

23,107,405

43,787,180

CREDITORS

Amounts falling due after more than one year

10

37,760,342

53,947,056

NET LIABILITIES

(14,652,937

)

(10,159,876

)

CAPITAL AND RESERVES

Called up share capital

13

100

100

Share premium

14

891

891

Retained earnings

14

(14,653,928

)

(10,160,867

)

SHAREHOLDERS' FUNDS

(14,652,937

)

(10,159,876

)

The financial statements were approved by the Board of Directors and authorised for issue on 2 July 2026 and were signed on its behalf by:

Balbinder Singh Sohal - Director

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

£

£

£

Balance at 1 February 2024

100

786

891

1,777

Changes in equity

Total comprehensive income

-

(10,161,653

)

-

(10,161,653

)

Balance at 31 January 2025

100

(10,160,867

)

891

(10,159,876

)

Changes in equity

Total comprehensive income

-

(4,493,061

)

-

(4,493,061

)

Balance at 31 January 2026

100

(14,653,928

)

891

(14,652,937

)

Cash flows from operating activities

Cash generated from operations

1

33,840,751

(2,023,984

)

Tax paid

-

(231

)

Net cash from operating activities

33,840,751

(2,024,215

)

Cash flows from investing activities

Purchase of fixed asset investments

(100

)

-

Net cash from investing activities

(100

)

-

Cash flows from financing activities

New loans in year

-

833,083

Loans repaid

(18,511,639

)

-

Loans given

(15,355,929

)

-

Net cash from financing activities

(33,867,568

)

833,083

Decrease in cash and cash equivalents

(26,917

)

(1,191,132

)

Cash and cash equivalents at beginning of year

2

27,156

1,218,288

Cash and cash equivalents at end of year

2

239

27,156

1.	RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2026

2025

£

£

Loss before taxation

(4,493,061

)

(10,161,653

)

Decrease in stocks

36,857,375

10,332,645

Increase in trade and other debtors

(627,397

)

(608,898

)

Increase/(decrease) in trade and other creditors

2,103,834

(1,586,078

)

Cash generated from operations

33,840,751

(2,023,984

)

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Year ended 31 January 2026

31.1.26

1.2.25

£

£

Cash and cash equivalents

239

27,156

Year ended 31 January 2025

31.1.25

1.2.24

£

£

Cash and cash equivalents

27,156

1,218,288

3.	ANALYSIS OF CHANGES IN NET DEBT

At 1.2.25

Cash flow

At 31.1.26

£

£

£

Net cash

Cash at bank and in hand

27,156

(26,917

)

239

27,156

(26,917

)

239

Debt

Debts falling due after 1 year

(41,689,644

)

18,511,639

(23,178,005

)

(41,689,644

)

18,511,639

(23,178,005

)

Total

(41,662,488

)

18,484,722

(23,177,766

)

1.	STATUTORY INFORMATION

Seven Capital (Crocus) Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Inventory

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Costs incurred by the company for the conversion of commercial property into residential flats including overheads directly attributable to the project are carried forward as work in progress until all the assets of the company have been disposed of. The profit/loss will be realised in the accounting period in which the flats are sold.

Basic financial instruments

Trade and Other Debtors/Creditors

Trade and other debtors are recognised initially at transaction price less attributable transaction costs. Subsequent to initial recognition, they are measured at amortised cost using the effective interest method, less any impairment losses in the case of trade debtors. If the arrangement constitutes a financing transaction, for example if payment is deferred beyond normal business terms, then it is measured at the present value of future payments discounted at a market rate of instrument for a similar debt instrument.

Interest bearing borrowings classified as basic financial instruments

Interest-bearing borrowings are recognised initially at the present value of future payments discounted at a market rate of interest. Subsequent to initial recognition, interest-bearing borrowings are stated at amortised cost using the effective interest method, less any impairment losses.

Cash and cash equivalents

Cash and cash equivalents comprise cash balances and call deposits. Bank overdrafts that are repayable on demand and form an integral part of the company's cash management are included as a component of cash and cash equivalents for the purpose only of the cash flow statement.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Profit and Loss Account and Other Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Going concern

The financial statements have been prepared on a going concern basis despite the company having net liabilities of £14,652,937 (2025: £10,159,876) and loss before tax of £4,493,061 (2025: £10,161,653). The company is reliant on the support of the shareholders to enable it to continue in operational existence for the foreseeable future. The director consider it appropriate to prepare the financial statements on a going concern basis due to the eventual profit expected to be realised in future.

3.	EMPLOYEES AND DIRECTORS

There were no staff costs for the year ended 31 January 2026 nor for the year ended 31 January 2025.

The average number of employees during the year was NIL (2025 - NIL).

2026

2025

£

£

Directors' remuneration

-

-

4.	LOSS BEFORE TAXATION

The loss is stated after charging:

2026

2025

£

£

Auditors' remuneration

7,000

5,250

5.

TAXATION

Analysis of the tax charge

No liability to UK corporation tax arose for the year ended 31 January 2026 nor for the year ended 31 January 2025.

6.	FIXED ASSET INVESTMENTS

Unlisted

investments

£

COST

Additions

100

At 31 January 2026

100

NET BOOK VALUE

At 31 January 2026

100

7.

STOCKS

2026

2025

£

£

Stocks

9,568,850

46,426,225

8.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2026

2025

£

£

Trade debtors

-

1,000

Amounts owed by group undertakings

15,355,929

-

Other debtors

2,796,899

2,156,675

VAT

-

11,754

Prepayments

260

333

18,153,088

2,169,762

9.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2026

2025

£

£

Trade creditors

920,099

1,969,356

Other creditors

3,514,500

2,848,522

Accrued expenses

180,273

18,085

4,614,872

4,835,963

10.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2026

2025

£

£

Other loans (see note 11)

23,178,005

41,689,644

Accruals and deferred income

14,582,337

12,257,412

37,760,342

53,947,056

Accruals and deferred income relates to accruals of £14,582,337 (2025: £12,257,412) for interest on the loan notes which are payable upon completion of the project.

11.

LOANS

An analysis of the maturity of loans is given below:

2026

2025

£

£

Amounts falling due between two and five years:

Other loans - 2-5 years

23,178,005

41,689,644

12.	SECURED DEBTS

The following secured debts are included within creditors:

2026

2025

£

£

Other loans

23,178,005

41,689,644

The loans are secured by a fixed and floating charge over all the assets of the company.

13.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2026

2025

value:

£

£

1

A Ordinary

£1

1

1

50

B Ordinary

£1

50

50

49

C Ordinary

£1

49

49

100

100

14.

RESERVES

Retained

Share

earnings

premium

Totals

£

£

£

At 1 February 2025

(10,160,867

)

891

(10,159,976

)

Deficit for the year

(4,493,061

)

(4,493,061

)

At 31 January 2026

(14,653,928

)

891

(14,653,037

)

15.	RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.