REGISTERED NUMBER: 08576522 (England and Wales)

CHR Group Limited

and its subsidiary undertakings

Report of the Directors and

Consolidated Financial Statements

for the Year Ended 30 June 2025

Page

Company Information

1

Report of the Directors

2

Consolidated Income Statement

3

Consolidated Balance Sheet

4

Company Balance Sheet

6

Consolidated Statement of Changes in Equity

8

Company Statement of Changes in Equity

9

Notes to the Consolidated Financial Statements

10

DIRECTORS:

Mr N Smillie

Ms J R Fletcher OBE

REGISTERED OFFICE:

33 George Street

Wakefield

West Yorkshire

WF1 1LX

REGISTERED NUMBER:

08576522 (England and Wales)

ACCOUNTANTS:

SMH Jolliffe Cork Ltd

Accountants & Business Advisors

33 George Street

Wakefield

West Yorkshire

WF1 1LX

The directors present their report with the financial statements of the company and the group for the year ended 30 June 2025.

PRINCIPAL ACTIVITIES

The principal activities of the group in the year under review were those of property development and investment in commercial loans.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 July 2024 to the date of this report.

Mr N Smillie

Ms J R Fletcher OBE

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

ON BEHALF OF THE BOARD:

Mr N Smillie - Director

3 July 2026

TURNOVER

314,280

230,182

Cost of sales

180,534

233

GROSS PROFIT

133,746

229,949

Administrative expenses

587,925

691,068

(454,179

)

(461,119

)

Other operating income

7,128

10,038

OPERATING LOSS

(447,051

)

(451,081

)

Impairment of other debtors

4

1,349,999

-

(1,797,050

)

(451,081

)

Income from interest in other investments

67,740

1,473,000

Interest receivable and similar income

5

802,142

741,943

869,882

2,214,943

(927,168

)

1,763,862

Interest payable and similar expenses

6

143,133

73,474

(LOSS)/PROFIT BEFORE TAXATION

(1,070,301

)

1,690,388

Tax on (loss)/profit

4,746

93,646

(LOSS)/PROFIT FOR THE FINANCIAL YEAR

(1,075,047

)

1,596,742

(Loss)/profit attributable to:

Owners of the parent

(1,102,637

)

982,501

Non-controlling interests

27,590

614,241

(1,075,047

)

1,596,742

FIXED ASSETS

Tangible assets

8

165,092

79,511

Investments

9

8,265,807

7,150,942

8,430,899

7,230,453

CURRENT ASSETS

Stocks

2,972,676

3,079,143

Debtors

10

4,451,881

5,777,155

Cash at bank

382,266

256,934

7,806,823

9,113,232

CREDITORS

Amounts falling due within one year

11

8,558,853

6,603,305

NET CURRENT (LIABILITIES)/ASSETS

(752,030

)

2,509,927

TOTAL ASSETS LESS CURRENT LIABILITIES

7,678,869

9,740,380

CREDITORS

Amounts falling due after more than one year

12

(1,025,000

)

(1,400,000

)

PROVISIONS FOR LIABILITIES

(24,403

)

(7,531

)

NET ASSETS

6,629,466

8,332,849

CAPITAL AND RESERVES

Called up share capital

500

500

Retained earnings

6,628,404

8,331,041

SHAREHOLDERS' FUNDS

6,628,904

8,331,541

NON-CONTROLLING INTERESTS

13

562

1,308

TOTAL EQUITY

6,629,466

8,332,849

The company and the group are entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 30 June 2025.

The members have not required the company and the group to obtain an audit of its financial statements for the year ended 30 June 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the group keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company and the group as at the end of each financial year and of the group's profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company and the group.

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

The financial statements were approved by the Board of Directors and authorised for issue on 3 July 2026 and were signed on its behalf by:

Ms J R Fletcher OBE - Director

Mr N Smillie - Director

FIXED ASSETS

Tangible assets

8

-

-

Investments

9

1,888,513

1,888,513

1,888,513

1,888,513

CURRENT ASSETS

Debtors

10

577,942

577,942

Cash at bank

1,926

-

579,868

577,942

CREDITORS

Amounts falling due within one year

11

610,560

100

NET CURRENT (LIABILITIES)/ASSETS

(30,692

)

577,842

TOTAL ASSETS LESS CURRENT LIABILITIES

1,857,821

2,466,355

CAPITAL AND RESERVES

Called up share capital

500

500

Other reserves

1,888,112

1,888,112

Retained earnings

(30,791

)

577,743

SHAREHOLDER FUNDS

1,857,821

2,466,355

Company's loss for the financial year

(8,534

)

(577,426

)

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 30 June 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 30 June 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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

The financial statements were approved by the Board of Directors and authorised for issue on 3 July 2026 and were signed on its behalf by:

Ms J R Fletcher OBE - Director

Mr N Smillie - Director

Called up

share

Retained

Non-controlling

Total

capital

earnings

Total

interests

equity

£

£

£

£

£

Balance at 1 July 2023

500

7,348,540

7,349,040

57

7,349,097

Changes in equity

Dividends

-

-

-

(612,990

)

(612,990

)

Total comprehensive income

-

982,501

982,501

614,241

1,596,742

Balance at 30 June 2024

500

8,331,041

8,331,541

1,308

8,332,849

Changes in equity

Dividends

-

(600,000

)

(600,000

)

(28,336

)

(628,336

)

Total comprehensive income

-

(1,102,637

)

(1,102,637

)

27,590

(1,075,047

)

Balance at 30 June 2025

500

6,628,404

6,628,904

562

6,629,466

Called up

share

Retained

Other

Total

capital

earnings

reserves

equity

£

£

£

£

Balance at 1 July 2023

500

577,000

2,466,281

3,043,781

Changes in equity

Total comprehensive income

-

(577,426

)

-

(577,426

)

Transfer between reserves

-

578,169

(578,169

)

-

Balance at 30 June 2024

500

577,743

1,888,112

2,466,355

Changes in equity

Dividends

-

(600,000

)

-

(600,000

)

Total comprehensive income

-

(8,534

)

-

(8,534

)

Balance at 30 June 2025

500

(30,791

)

1,888,112

1,857,821

1.	STATUTORY INFORMATION

CHR Group Limited is a private limited 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. The company's principal place of business is The Estate Office, Cragg Hall, Holly Hill, Huby, LS17 0HG.

The group's functional and presentation currency is the pound sterling (£). All financial information presented has been rounded to the nearest (£), unless otherwise stated.

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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Basis of consolidation

The consolidated financial statements incorporate the financial statements of the company and all subsidiary undertakings. Acquisitions are accounted for under the merger accounting method with the results and cash flows of all the combining entities brought in to the financial statements from the beginning of the financial year in which the combination occurred, adjusted, where appropriate, so as to achieve uniformity of accounting policies.

Turnover

Turnover in respect of property development is recognised once the sale has legally completed. Turnover in respect of rents receivable is recognised on an accruals basis. Turnover in respect of management and admin charges receivable is recognised on an accruals basis.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Improvements to property

-

2% on cost

Plant and machinery

-

25% on cost

Fixtures and fittings

-

20% on cost and 10% on cost

Motor vehicles

-

20% on cost

Computer equipment

-

25% on reducing balance

Tangible fixed assets are initially recorded at cost.

Stocks

Work in progress is valued on the basis of direct costs plus attributable overheads based on normal level of activity. Provision is made for any foreseeable losses where appropriate. No element of profit is included in the valuation of work in progress.

Financial instruments

The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all its financial instruments.

Financial instruments are recognised in the company's balance sheet 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.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, 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 balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet 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.

Pension costs and other post-retirement benefits

The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

Operating lease agreements

Rentals applicable to operating leases where substantially all the benefits and risks of ownership remain with the lessor are charged against profits on a straight line basis over the period of the lease.

Fixed asset investments

Shares in Group undertakings and other (unlisted) investments are held at cost less any provision for impairment.

Fixed asset investments (Loan notes) are held in property backed loan notes, which are recorded at cost plus accrued interest at each balance sheet date.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 2 (2024 - 2 ) .

The average number of employees by undertakings that were proportionately consolidated during the year was 2 (2024 - 2 ) .

4.	EXCEPTIONAL ITEMS

2025

2024

£

£

Impairment of other debtors

(1,349,999

)

-

The balance due has been assessed for impairment as repayment is contingent upon the disposal of real estate assets held by the debtor. Due to the extended timeline for the sale, an impairment of £1,349,999 has been recognised to reflect the estimated recoverable value and the impact of the delay in settlement.

5.

INTEREST RECEIVABLE AND SIMILAR INCOME

2025

2024

£

£

Other interest received

3,210

144,621

HMRC interest on CT

16

109

Interest on loan notes

798,916

597,213

802,142

741,943

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

Interest on other loans

143,133

73,474

7.	INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.

8.	TANGIBLE FIXED ASSETS

Group

Improvements

Fixtures

to

Plant and

and

property

machinery

fittings

£

£

£

COST

At 1 July 2024

17,039

6,312

-

Additions

-

1,230

117,799

Disposals

-

-

(6,680

)

Reclassification/transfer

(17,039

)

-

17,039

At 30 June 2025

-

7,542

128,158

DEPRECIATION

At 1 July 2024

706

2,001

-

Charge for year

-

2,212

12,860

Eliminated on disposal

-

-

(136

)

Reclassification/transfer

(706

)

-

706

At 30 June 2025

-

4,213

13,430

NET BOOK VALUE

At 30 June 2025

-

3,329

114,728

At 30 June 2024

16,333

4,311

-

Motor

Computer

vehicles

equipment

Totals

£

£

£

COST

At 1 July 2024

83,340

2,598

109,289

Additions

-

7,559

126,588

Disposals

-

(274

)

(6,954

)

Reclassification/transfer

-

-

-

At 30 June 2025

83,340

9,883

228,923

DEPRECIATION

At 1 July 2024

26,521

550

29,778

Charge for year

16,668

2,518

34,258

Eliminated on disposal

-

(69

)

(205

)

Reclassification/transfer

-

-

-

At 30 June 2025

43,189

2,999

63,831

NET BOOK VALUE

At 30 June 2025

40,151

6,884

165,092

At 30 June 2024

56,819

2,048

79,511

Company

There were no tangible fixed asset in the company at the Balance Sheet date.

9.	FIXED ASSET INVESTMENTS

Group

Company

2025

2024

2025

2024

£

£

£

£

Shares in group undertakings

-

-

1,888,513

1,888,513

Other investments not loans

1,245,052

722,052

-

-

Loan notes

7,020,755

6,428,890

-

-

8,265,807

7,150,942

1,888,513

1,888,513

Additional information is as follows:

Group

Other

investments

£

COST

At 1 July 2024

922,051

Additions

523,000

At 30 June 2025

1,445,051

PROVISIONS

At 1 July 2024

and 30 June 2025

199,999

NET BOOK VALUE

At 30 June 2025

1,245,052

At 30 June 2024

722,052

Company

Shares in

group

undertakings

£

COST

At 1 July 2024

and 30 June 2025

1,888,513

NET BOOK VALUE

At 30 June 2025

1,888,513

At 30 June 2024

1,888,513

Group

Loan

notes

£

At 1 July 2024

6,428,890

New in year

1,596,812

Repayment in year

(1,004,947

)

At 30 June 2025

7,020,755

Group

At 30 June 2025 the group held shareholdings and/ or interests in the following undertakings:

Name

Country of

Class of

Percentage

Nature of

incorporation

shares

held

business

Held via CHR Estates Limited:

Rainton 1 LLP

UK

N/A

25%

Property development

Held via CHR Capital Limited:

CFL UK Services Limited

UK

Ordinary £1

53%

Management consultancy and other business support services

Mera IMT Limited

UK

Ordinary £1

45%

Secured commercial

Preference

100%

lending

Held via Rougemont Estates (Thirsk)

Limited:

Dalton (Thirsk) Limited

UK

Ordinary £1

50%

Property development

Dalton (Thirsk) Limited was dissolved on 17 February 2026.

On 20 April 2026, a voluntary application was made to strike Rougemont Estates (Thirsk) Limited off the Register.

Company

At 30 June 2025 the company held shareholdings in the following subsidiaries, all of which share their registered office with this company.

Name

Country of

Class of

Percentage

Nature of

incorporation

shares

held

business

CHR Estates Limited

UK

Ordinary £1

100%

Property development

CHR Capital Limited

UK

Ordinary £1

100%

Holding company

CHR Lendco Limited

UK

Ordinary £1

100%

Investment in commercial loans

Held via CHR Estates Limited:

CHR Developments (Two) Limited

UK

Ordinary £1

100%

Property development

CHR Developments (Three) Limited

UK

Ordinary £1

100%

Property development

CHR Developments (Four) Limited

UK

Ordinary £1

100%

Dormant

Held via CHR Capital Limited:

Rougemont Estates (Thirsk) Limited

UK

Ordinary £1

58.3%

Property development