The members present their strategic report of The Stage Shoreditch LLP (the "Partnership") and its subsidiaries (together the "Group") for the year ended 31 December 2025.

Turnover is driven by residential unit sales and leasing of commercial units. During the year, the business continued to focus on its principal activity by leasing vacant commercial units and selling of residential units.

The members are positive in respect of the outlook for London as a global city with continuing appeal to businesses and people wanting to live in a vibrant environment. The Group's property assets are located within prime London metropolitan area and are well placed to benefit from the positive long-term outlook for the city.

A part of the Partnership and Group's strategy is to identify risks and uncertainties in the course of its day to day operations and assess those risks with a view to minimising or mitigating these where possible. The members consider that the principal risks and uncertainties faced by the Partnership and Group are in the following categories:

Geopolitical Developments

The ongoing geopolitical tensions including the conflict in Ukraine and instability in the Middle East, continue to contribute to global market volatility and supply chain disruption risks. While certain ceasefire arrangements and diplomatic development occurred during 2025, regional tensions remain fluid.

The Partnership and Group have no direct exposure to sanctioned jurisdictions or material investments in affected regions. Based on the information available at the reporting date, the directors do not consider that these events had a material direct impact on the Partnership and Group's financial position. However indirect impacts through broader economic conditions continue to be monitored.

Market risk

The major market risk factor affecting the property investment activities are:

- Tenants defaulting in the payment of rent and charges;

- Increased interest rate on borrowings

- Excess in the supply of properties for rent and sale in the Group's and Partnership's market.

The Partnership and Group manages these risks through suitable policies and procedures. The Group is committed to improving performance through regular review and continuous learning.

Regulatory risk

As the Partnership and Group is engaged in development management services, it is therefore subject to extensive and complex laws and regulations relating to the environment and health and safety. Non-compliance can result in delays thereby incurring additional costs, restrictions and/or delays on construction or damage to the Partnership and Group’s reputation. The Partnership and Group actively engages with professionals to ensure that all regulatory and legal compliance criteria are met.

Liquidity risk

The liquidity risk faced by the Partnership and Group is the inability to meet its financial obligations as it falls due. The Partnership and Group manages this liquidity risk by continually monitoring its cash flow commitments, credit facilities and cash reserves with a wider focus on any potential impact of being able to service its existing debt facilities.

Credit risk

The Group's debtors are mostly comprised of tenants for short term lease of the residential units and tenants of the commercial units. The risk of the tenants defaulting on their rental payment is mitigated by appropriate credit check performed on tenants to ensure they are able to meet their rental obligations.

The turnover has decreased by 22% year on year due to a higher sale completion in the prior year following the completion of the development. The turnover is comprised of residential property sales, as well as rental income and service charge income. The loss before taxation is £21,063,754 (2024: £10,004,403).

Members' statement of compliance with duty to promote the success of the Partnership and Group

The members consider, both individually and together, that they have acted in the way they consider in good faith would be most likely to promote the success of the Partnership and Group for the benefit of its stakeholders (having regard to matters set out in Section 172 (1) (a) to (f) of the Companies Act 2006) in the decisions taken during the year ended 31 December 2025. Such considerations are set out below, having regard for, amongst other matters, the following:

- the need for the Partnership and Group to foster strong business relationships with all stakeholders;

- the likely long term consequences of any decision making during the financial year;

- the need to communicate strategic decisions to stakeholders and explain the thought process and impact;

- the desirability of the Partnership and Group maintaining a reputation for high standards of business conduct;

- the impact of the Partnership and Group's operations on the community and the environment;

- the health, safety and well-being of suppliers and those on-site; and

- the need to act fairly and with integrity.

Whilst the Partnership and Group does not have any employees (refer to note 6), and does not envision any significant impact to the community or environment due to its operations, no disclosures in relation to the same have been made below. The members understand the importance of maintaining positive relations with all stakeholders.

Suppliers

As part of ensuring that the Partnership and Group’s and its stakeholders’ commercial dealings are aligned, regular meetings and other forms of engagement are undertaken. This allows the Partnership and Group to build on the relationships, discuss the appropriate strategic decisions and ensure milestones are met. This is important to ensure that the principal activity of the Partnership and Group meets the Group's end customers' requirements whilst suppliers are treated ethically and fairly.

Customers

The Partnership and Group's commercial tenants and buyers of residential units are the principal end customers. The Partnership and Group continuously seeks to identify areas of the property which can be improved with the aim to provide an overall better area in which the tenants can operate. The Partnership and Group through the operations of other intra-group entities also engage with tenants in order to identify areas which can be refined in order to provide a more engaging space to the local community which ultimately leads to increased commercial performance.

Members

The Partnership and Group seeks to generate a long term and stable return for its members. The completion of the development site that have subsequently been leased demonstrates the Partnership's ultimate intention to serve its members.

On behalf of the members

The members present their annual report and audited financial statements of The Stage Shoreditch LLP (the "Partnership") and its subsidiaries (together the "Group") for the year ended 31 December 2025.

The principal activity of the Partnership is that of property development and leasing. For the principal activities of each of the subsidiaries of the Partnership, please refer to note 14.

The loss for the period, after taxation, amounted to £20,813,643 (2024: £10,715,681).

The members anticipate that the activity of the Group and the Partnership will continue for the foreseeable future.

Going concern

The financial statements have been prepared on a going concern basis, which assumes the Group and Partnership will be able to meet its liabilities as and when they fall due from the date of approval of the financial statements through to 30 September 2027 (the ‘going concern period’). At 31 December 2025, the Group has net current assets of £136,112,571 (2024: £213,106,794) and net assets of £185,890,939 (2024: £206,704,582). The members of the Group and Partnership have assessed the going concern period under assessment to be the period from the date of approval of the financial statements through to the end of the going concern period.

The Group and Partnership have prepared cash flow forecast that demonstrate that the Group and Partnership will be able to meet the liabilities as they fall due during the going concern period. The Partnership is no longer party to any loan facility agreements available to its subsidiaries. However, the LLP does have intra group debt due from its subsidiaries which it can call upon from its subsidiaries to repay if it has cash available to settle the debts.

The subsidiaries which hold the commercial properties are parties to a debt facility with Mizuho Bank Limited which terminates in July 2026. The debt facility includes an option to extend for a year with a further extension thereafter subject to the satisfaction of applicable conditions at time of requesting for the extensions. The members are confident that the extension will be granted, and the debt will not be repayable during the going concern assessment period.

On the basis that the extensions are granted, the commercial group has sufficient funds to meet its liabilities and repay intra group debt which will allow for the Partnership to settle its debts.

The subsidiaries which hold the residential properties are party to a debt facility with Macquarie which terminates on 5 January 2027. The members have determined that material uncertainties exist in relation to subsidiaries’ ability to make scheduled loan repayments in accordance with the amortisation schedule throughout the going concern period, which is dependent upon the residential subsidiaries achieving sales targets and/or receiving funding from the shareholders.

On consolidation, the Group and the Partnership have concluded that the potential inability of the residential subsidiaries to make the scheduled repayment in accordance with the amortisation schedule constitutes a material uncertainty which may cast a significant doubt as to the Group’s ability to continue as going concern.

The members expect sales to improve in line with market conditions, supported by the existing sales strategy, such that the residential subsidiaries will meet their targets. Any shortfall is expected to be supported by investor funding within the Stage Shoreditch LLP group.

The cash flow forecast demonstrates that the Group and Partnership will be able to meet the liabilities as they fall due during the going concern period. The members therefore consider it appropriate to prepare the Partnership’s accounts on a going concern basis for the going concern review period to 30 September 2027.

The members' drawing policy allows each member to draw a proportion of their profit share, subject to the cash requirements of the business.

A member's capital requirement is linked to their share of profit and the financing requirement of the limited liability partnership. There is no opportunity for appreciation of the capital subscribed. Just as incoming members introduce their capital at "par", so the retiring members are repaid their capital at "par".

The members who held office during the year and up to the date of signature of the financial statements were as follows:

Abloom Home Limited

Investec Investments (UK) Limited

Galliard CI LLP                    (Resigned 18 September 2025)

Details of any subsequent event are set out in note 24.

Ernst & Young LLP were appointed as auditor to the Partnership in accordance with section 36 of the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008. A resolution proposing that they be re-appointed will be put at a General Meeting.

So far as each member at the date of approving this report is aware, there is no relevant audit information of which the auditor of the Group and Partnership is unaware. Additionally, the members individually have taken all the necessary steps that they ought to have taken as members in order to make themselves aware of all relevant audit information and to establish that the auditor of the Group and Partnership is aware of that information.

The members are responsible for preparing the Members' Report and the financial statements in accordance with applicable law and regulations.

Company law (as applied by the Limited Liability Partnership (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008) requires the members to prepare financial statements for each financial year. Under that law the members 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 (as applied by the Limited Liability Partnership (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008) the members 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 Group and Partnership, and of the profit or loss of the Group for that period. In preparing these financial statements, the members are required to:

• select suitable accounting policies and then 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;

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and Partnership will continue in business.

The members are responsible for keeping adequate accounting records that are sufficient to show and explain the Group’s and Partnership’s transactions and disclose with reasonable accuracy at any time the financial position of the Group and Partnership and enable them to ensure that the financial statements comply with the Companies Act 2006 (as applied by the Limited Liability Partnership (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008). They are also responsible for safeguarding the assets of the Group and Partnership and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

We have audited the financial statements of The Stage Shoreditch LLP (the 'Partnership’) and its subsidiaries (together the ‘Group’) for the year ended 31 December 2025 which comprise the Group Statement of Comprehensive Income, the Group and Partnership Statement of Financial Position, the Group and Partnership Statement of Changes in Equity, the Group Statement of cash flows and the related notes 1 to 26 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 (United Kingdom Generally Accepted Accounting Practice), including FRS 102 ‘The Financial Reporting Standard applicable to the UK and Republic of Ireland.

In our opinion the financial statements:

• give a true and fair view of the state of the Group’s and the Partnership’s affairs as at 31 December 2025 and of the Group's loss for the year then ended;

• the Group financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; including FRS 102 ‘The Financial Reporting Standard applicable to the UK and Republic of Ireland; and

• the Partnership financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; including FRS 102 ‘The Financial Reporting Standard applicable to the UK and Republic of Ireland; and as applied in accordance with section 408 of the Companies Act 2006 as applied to limited liability partnerships; and

• the financial statements have been prepared in accordance with the requirements of the Companies Act 2006 as applied to limited liability partnerships.

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’s responsibilities for the audit of the financial statements section of our report below. We are independent of the Group and the Partnership 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.

Material uncertainties relating to going concern

Other information

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

Our opinion on the financial statements does not cover the other information and, 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 the other information, we are required to report that fact.

We have nothing to report in this regard.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 as applied to limited liability partnerships requires us to report to you if, in our opinion:

• adequate accounting records have not been kept by the partnership, or returns adequate for our audit have not been received from branches not visited by us; or

• the Partnership financial statements are not in agreement with the accounting records and returns; or

• we have not received all the information and explanations we require for our audit.

As explained more fully in the Members’ Responsibilities Statement set out on page 5, the members 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 members 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 members are responsible for assessing the Group’s and Partnership’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 members either intend to liquidate the Group or the Partnership 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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect irregularities, including fraud. 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 or intentional misrepresentations, or through collusion. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

Our approach was as follows:

• We obtained an understanding of the legal and regulatory frameworks that are applicable to the Group and the Partnership and determined that the most significant are the Companies Act 2006 as applied to limited liability partnership, those relating to its reporting framework being United Kingdom Generally Accepted Accounting Practice.

• We understood how Group and the Partnership are complying with those frameworks by making enquiries of management and those responsible for legal and compliance procedures. We corroborated our enquiries through reading minutes of member meetings of the Partnership and minutes of Board of Directors meetings of the General Partners of the Partnership’s subsidiaries. We also validated how policies and procedures in these areas are communicated and monitored. We also read any correspondence with relevant authorities.

• We assessed the susceptibility of the Group and the Partnership’s financial statements to material misstatement, including how fraud might occur by making enquiries of management and those charged with governance. Where this risk was considered to be higher, we performed audit procedures in response to the identified fraud risks. These procedures included testing of specific accounting journal entries and focused testing on the valuation of the investment properties, valuation of inventory and revenue recognition. We also considered management’s incentives around improving the performance of the Group, the opportunities available to execute any such actions through management override as well as the controls that the Partnership has established to address any such risks identified, including to prevent, deter and detect fraud and the monitoring of such controls by management.

• Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Our procedures involved supplementing our enquiries of management and those charged with governance as well as reading meeting minutes with journal entry testing procedures undertaken using defined risk criteria tailored to the fraud risk factors affecting the Group and Partnership in line with their current operations.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at https://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 members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006 as applied to limited liability partnerships. Our audit work has been undertaken so that we might state to the 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 Partnership and the Partnership’s members as a body, for our audit work, for this report, or for the opinions we have formed.

The financial statements have been prepared in accordance with the provisions applicable to Limited Liability Partnerships (Accounts and Audit) subject to (Application of Companies Act 2006) Regulations 2008.

The Stage Shoreditch LLP is a limited liability partnership registered in England and Wales on 31 March 2015. The registered office is 72 Welbeck Street, London, W1G 0AY. The Partnership number is OC399149.

The Partnership's principal activities are disclosed in the Members' Report.

The Group consists of The Stage Shoreditch LLP and its subsidiaries.

These financial statements have been prepared in accordance with the Statement of Recommended Practice "Accounting by Limited Liability Partnerships" issued in December 2021, together with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to limited liability partnerships.

The financial statements are prepared in sterling, which is the functional currency of the Group and Partnership. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention except for investment properties and derivatives measured at fair value. The principal accounting policies adopted are set out below.

The Group financial statements consolidate the financial statements of The Stage Shoreditch LLP and its subsidiary undertakings drawn up to 31 December of each year. No Partnership Statement of Comprehensive Income is presented for The Stage Shoreditch LLP as permitted by section 408 of the Companies Act 2006 as applied by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008.

Subsidiaries are consolidated from the date of their acquisition, being the date on which the Group obtains control and continues to be consolidated until the date that such control ceases. Control comprises the power to govern the financial and operating policies of the investee so as to obtain benefit from its activities.

The financial statements of the subsidiaries used in the preparation of the consolidated financial statements are prepared for the same reporting period as the Partnership. Where necessary, adjustments are made to bring the accounting policies used in line with those of the Group. All intra-group balances and transactions, including unrealised profits arising from them are eliminated.

In the Partnership financial statements, investments in subsidiaries are accounted for at cost less impairment.

The accounting policies set out below have, unless otherwise stated, been applied consistently to all periods presented in these financial statements.

The financial statements have been prepared on a going concern basis, which assumes the Group and Partnership will be able to meet its liabilities as and when they fall due from the date of approval of the financial statements through to 30 September 2027 (the ‘going concern period’). At 31 December 2025, the Group has net current assets of £136,112,571 (2024: £213,106,794) and net assets of £185,890,939 (2024: £206,704,582). The members of the Group and Partnership have assessed the going concern period under assessment to be the period from the date of approval of the financial statements through to the end of the going concern period.

The Group and Partnership have prepared cash flow forecast that demonstrate that the Group and Partnership will be able to meet the liabilities as they fall due during the going concern period. The Partnership is no longer party to any loan facility agreements available to its subsidiaries. However, the LLP does have intra group debt due from its subsidiaries which it can call upon from its subsidiaries to repay if it has cash available to settle the debts.

The subsidiaries which hold the commercial properties are parties to a debt facility with Mizuho Bank Limited which terminates in July 2026. The debt facility includes an option to extend for a year with a further extension thereafter subject to the satisfaction of applicable conditions at time of requesting for the extensions. The members are confident that the extension will be granted, and the debt will not be repayable during the going concern assessment period.

On the basis that the extensions are granted, the commercial group has sufficient funds to meet its liabilities and repay intra group debt which will allow for the Partnership to settle its debts.

The subsidiaries which hold the residential properties are party to a debt facility with Macquarie which terminates on 5 January 2027. The members have determined that material uncertainties exist in relation to subsidiaries’ ability to make scheduled loan repayments in accordance with the amortisation schedule throughout the going concern period, which is dependent upon the residential subsidiaries achieving sales targets and/or receiving funding from the shareholders.

On consolidation, the Group and the Partnership have concluded that the potential inability of the residential subsidiaries to make the scheduled repayment in accordance with the amortisation schedule constitutes a material uncertainty which may cast a significant doubt as to the Group’s ability to continue as going concern.

The members expect sales to improve in line with market conditions, supported by the existing sales strategy, such that the residential subsidiaries will meet their targets. Any shortfall is expected to be supported by investor funding within the Stage Shoreditch LLP group.

The cash flow forecast demonstrates that the Group and Partnership will be able to meet the liabilities as they fall due during the going concern period. The members therefore consider it appropriate to prepare the Partnership’s accounts on a going concern basis for the going concern review period to 30 September 2027.

Turnover at the Partnership level represents the administration charge from The Stage Shoreditch LLP to the underlying Group entities for administering the Group structure. Other income for the Partnership has been derived from recharge of the finance costs.

The Group's turnover is derived from the sale of inventory properties and rental of commercial and residential properties recognised on a straight-line basis over the term of the relevant lease and to the extent that the Group obtains right to consideration in exchange for its performance that can be reliably measured. Turnover is recognised in the period in which it is earned and measured as the fair value of the consideration received or receivable, adjusted for any capital contributions or other lease incentives provided, excluding value added tax.

Members' participating interests

Members' participation rights are the rights of a member against the Partnership that arise under the members' agreement (for example, in respect of amounts subscribed or otherwise contributed remuneration and profits).

Members' participation rights in the earnings or assets of the Partnership are analysed between those that are, from the Partnership's perspective, either a financial liability or equity, in accordance with section 22 of FRS 102. A member's participation rights including amounts subscribed or otherwise contributed by members, for example members' capital, are classed as liabilities unless the Partnership has an unconditional right to refuse payment to members, in which case they are classified as equity.

All amounts due to members that are classified as liabilities are presented within 'Loans and other debts due to members' and, where such an amount relates to current year profits, they are recognised within 'Members' remuneration charged as an expense' in arriving at the relevant year's result. Undivided amounts that are classified as equity are shown within 'Members' other interests'. Amounts recoverable from members are presented as debtors and shown as 'Amounts due from members' within members' interests.

Once an unavoidable obligation has been created in favour of members through allocation of profits or other means, any undrawn profits remaining at the reporting date are shown as 'Amounts due to members' to the extent they exceed debts due from a specific member.

The contribution from members has been classified as equity as they are not repayment on demand and serve as residual interest.

Non controlling interest in subsidiaries

The Group presents non-controlling interest in the consolidated statement of financial position within equity, separately from the equity of the owners of the parent. An entity shall disclose non-controlling interest in the profit or loss of the Group separately in the statement of comprehensive income (or income statement, if presented).

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the statement of comprehensive income.

Investment properties are properties that are held either to earn rental income or for long-term capital appreciation, or both. Investment properties are measured initially at cost including related transaction costs and subsequently at fair value. Gains and losses arising from the changes in the fair value of the investment properties are included in the Group Statement of Comprehensive Income in the year in which they arise.

The Group's investment properties comprise commercial units for rental, the lease premium paid on the headlease for the residential development as well as the asset arising from the ground rent revenue stream on the commercial development. Investment properties are covered by Section 16 of FRS 102 and are eligible to be measured at fair value. For properties measured at fair value, the market value adopted by The Stage Shoreditch LLP is determined on the basis of appraisals by independent third party experts.

Independent valuations are conducted in accordance with RICS Appraisal and Valuation Standards which is mandatory for Chartered Surveyors for United Kingdom properties.

In the case of all the development sites and investment properties in the Group as at 31 December 2025 the assets are held at fair value for the year ended 31 December 2025. Under FRS 102, the Group can elect to capitalise borrowing costs that are directly attributable to the development of a qualifying asset. As a result, investment properties under development include borrowing costs of £nil (2024: £23,536) relating to development which have been capitalised in the year, see note 12 for details on the capitalisation rate applicable to borrowing costs.

The Group's property assets have been pledged as security for loans detailed further in note 18.

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

In the Partnership financial statements, investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale. All development sites were completed by financial year 2024 respectively and were ready for their intended use following their completion. The respective borrowing costs attributable to these commercial office buildings subsequent to the completion dates have been expensed.

At each reporting period end date, the Group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Where a reasonable and consistent basis of allocation can be identified, assets are allocated to individual cash-generating units, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Inventory represents completed residential properties held with the intention of sale in the ordinary course of the Group’s operations and are valued at the lower of cost and estimated selling price, net of selling cost. Cost includes all direct costs related to developing the properties for their intended use including the cash premium paid in advance to acquire the finance headlease which entitles the Group to utilise the land upon which the residential stock has been built. At the reporting date, some of the residential properties have been rented on short-term lease. Given the duration of the lease and availability to sell upon request, these trading stocks have been recognised as inventory.

Sales and marketing costs related to the completed properties are written off as cost of sales expenses when incurred.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of inventory over its estimated selling price less cost to complete and sell is recognised as an impairment loss in the Group Statement of Comprehensive Income. Reversals of impairment loss are also recognised in the Group Statement of Comprehensive Income.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

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

Financial instruments are recognised in the Group's statement of financial position when the Group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and 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, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Financial assets, other than those held at fair value through profit or loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset and it is certain that the carrying amount will not be recovered in full. If an asset is impaired, the impairment loss is the difference between the carrying amount and recoverable amount. The impairment loss is

recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the Group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities.

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.

Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to fair value at each reporting end date. The resulting gain or loss is recognised in the Group Statement of Comprehensive Income immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in the Group Statement of Comprehensive Income depends on the nature of the hedge relationship.

A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with a negative fair value is recognised as a financial liability.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Group and Partnership's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of

other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

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

Provisions are recognised when the Group has a legal or constructive present obligation as a result of a past event, it is probable that the Group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in the Group Statement of Comprehensive Income in the period in which it arises.

Group as a lessee

The Group’s investment properties are owned through long-leasehold arrangements, as opposed to the Group owning the freehold. Where the Group is a lessee and the lease transfers substantially all the risks and rewards of ownership of the asset to the Group, the lease is accounted for as a finance lease.

Finance leases are capitalised within investment properties at the commencement of the lease at the lower of the fair value of the property and the present value of the minimum lease payments, and a corresponding liability is recorded within the Statement of Financial Position. The cash premium paid in advance, plus legal fees which are initial direct costs of the lease are capitalised during the period of development. Lease payments are treated as consisting of capital and interest elements. Each lease payment is allocated between repayment of the liability and a finance charge to achieve a constant rate of return on the outstanding liability. The investment properties held under finance leases are subsequently carried at their fair value. Cumulative interest of £2,538,502 (2024: £2,538,502) has been capitalised during the period of development. The finance lease obligation is amortised using the effective interest rate method.

Group as a lessor

Leases in which the Group does not transfer substantially all the risks and rewards of ownership of an asset are classified as operating leases. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised over the lease term on the same basis as rental income. Contingent rents are recognised as revenue in the period in which they are earned.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

In the application of the Partnership's and Group’s accounting policies, the members are required to make judgements, estimates and assumptions about the carrying amount 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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The following are the Group and Partnership's key sources of estimation uncertainty and areas requiring significant judgement:

The Group and Partnership make an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management consider factors including the ageing profile and historical experience. The Partnership's debtor balance at the reporting date includes a provision for impairment, see note 16 for carrying amount of debtors.

Inventory is stated at the lower of cost and net realisable value (NRV). Where there are indicators of impairment of residential property inventory, which indicate that the carrying value may not be recoverable, the Group performs impairment tests based on the fair value by comparing the carrying value with its net realisable value, being the higher of its fair value, less costs to sell and its value in use. At the reporting date, there has been an impairment of inventory; see note 15 for details.

Fixed asset investments are initially measured at cost. The investments are assessed for impairment at each reporting date with consideration of factors including the net asset value of the underlying investments. Any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Investment properties are properties that are held either to earn rental income or for capital appreciation, or both. Investment properties are measured initially at cost including related transaction costs, and subsequently at fair value. Fair value is based on market value, as determined by an independent professional external valuer at each reporting date. The determined fair value of the investment property is most sensitive to the assumptions in the estimated costs to complete, including outstanding capital expenditure, capital contributions, equivalent yield and all development related costs. The difference between the fair value of an investment property at the reporting date and its carrying amount prior to re-measurement is recognised in the Group Statement of Comprehensive Income. The investment property held under finance leases is subsequently carried at its fair value. The fair value of the investment properties is illustrated in note 12.

The Group establishes provisions based on reasonable estimates based on various factors, such as experience with previous tax audits and differing interpretations of tax regulations by the taxable entity and the responsible tax authority. Management estimation is required to determine the amount of deferred tax assets that can be recognised, based upon likely timing and level of future taxable profits together with an assessment of the effect of future tax planning strategies.

The Group and Partnership recognise estimates in relation to accrued expenses recorded at the year end based on past experience of similar outgoings incurred or their knowledge of the expected outgoings to be incurred depending on the nature of goods or services rendered that are yet to be billed.

The Group recognises provision when there is a legal or constructive present obligation as a result of a past event, it is probable that the Group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

Management estimation is required to determine the amount of deferred tax asset that can be recognised based on likely timing of future taxable profit together with an assessment of the effect of future tax planning strategies.

The other income of £150,531 (2024: £nil) was primarily derived from license for hoarding and works within the vicinity of the commercial properties.

There were no non-audit services provided during the year (2024: £nil).

The average monthly number of persons (excluding members) employed by the Group and Partnership during the year was nil (2024: nil).

Other finance costs include finance lease interest and amortised finance cost.

The Group has cumulative taxable losses arising in the UK of £26,851,431 (2024: £26,232,831) that are available indefinitely for offset against future taxable profits of the Group. Deferred tax assets have not been recovered in respect of these losses as it is unlikely they will be recovered against the reversal of deferred tax liabilities or other future taxable profits for the foreseeable future.

At the reporting date, the historical cost of the investment property was £274,380,260 (2024: £276,106,364).

The finance lease asset of the land which includes the cash premium paid in advance plus the present value of the future obligations discounted based on the interest rate of the acquisition loan at the date of acquisition. Future lease payments are presented in note 20. The finance lease asset is amortised over the life of the lease on a straight-line basis.

Under FRS 102, the Group capitalises development expenditure and can elect to capitalise borrowing costs that are directly attributable to the development of a qualifying asset. As a result, development costs include borrowing costs of £nil (2024: £23,536) relating to investment properties under development which have been capitalised in the year. The total borrowing costs capitalised since the start of development is £21,654,119 (2024: £21,654,119). Once the investment property is no longer a qualifying asset, such finance costs are expensed.

The capitalised finance lease interest in the year is £nil (2024: £nil) and the cumulative finance charge interest capitalised from the start of the development is £2,538,502 (2024: £2,538,502).

At 31 December 2025, the carrying value of the investment properties includes capitalised lease incentives of £11,279,621 (2024: £12,615,624).

The capitalisation rates for the borrowing costs are based on the interest on the bank loan between 2% and 4.5% margin plus SONIA per annum and the Group's incremental borrowing rate of 4.57% per annum on lease inception.

The Group's investment properties comprises residential tower and commercial units located in Shoreditch. The illustrative calculation of a valuation considered to be compliant with principals of RICS Valuation - Professional Standards 2022, were carried out by CBRE. The critical assumptions made relating to the valuations are the equivalent yield (blended) of 5.9% - 6.5% (2024: 5.91% - 6.25%).

The Group's property assets have been pledged as security for loans detailed further in note 18.

Details of the Partnership's subsidiaries at 31 December 2025 are as follows:

The registered address for the respective subsidiaries are:

(i) 72 Welbeck Street, London, W1G 0AY, England and Wales

(ii) 26 New Street, St Helier, Jersey, JE2 3RA, Jersey

* Exempt from audit by virtue of s477 of Companies Act 2006.

At the reporting date, two new entities namely The Stage Shoreditch Master Residential Limited and The Stage Shoreditch Rental Residential Limited were incorporated on 17 December 2025 and have been disclosed above. The details of the remaining subsidiaries and the ownership interests disclosed remain unchanged from the prior financial year ended. All of the subsidiaries have been consolidated within this Annual Report and Financial Statements.

Under FRS 102, the Group capitalises development expenditure and can elect to capitalise borrowing costs that are directly attributable to the development of a qualifying asset. As a result, inventory includes borrowing costs of £nil (2024: £nil) directly relating to the development that has been capitalised in the year. The total borrowing costs capitalised since the start of the development are £64,385,512 (2024: £64,385,512). Once the development is complete and the units sold, these costs will be recognised against the sales proceeds to determine the profit earned on the development.

Following the impairment assessment carried out at the reporting date, it was determined that the carrying value of the inventory exceeded the net realisable value. Accordingly, a write-down of £15,606,660 (2024: £nil) has been recognised as an expense within cost of sales in the statement of comprehensive income.

The Group's property assets have been pledged as security for loans detailed further in note 18.

On 8 January 2024, the residential entity of the Group entered into a 2 year GBP-SONIA-COMPOUND Interest rate option with Macquarie Bank Limited. On 17 July 2024, the commercial entities of the Group entered into a 2 year GBP-SONIA-COMPOUND Interest rate option with Mizuho Bank Limited.

Amounts due to subsidiary undertakings in the Partnership are unsecured, interest free and repayable on demand without restrictions. Accordingly, this has been classified as current.

On 5 January 2024 the outstanding loan balance of £261,139,913 due to Lloyds Bank plc was repaid in relation to the residential development and a new facility secured with Macquarie Principal Finance Pty Limited. The commitment on the new facility was £188 million and expires on the 5 January 2027 with an option to extend the maturity date to 5 January 2028 provided all extension conditions are met. At 31 December 2025, the total drawn amount was £188m. £21,109,094 (2024: £31,890,906) was repaid during the year, resulting in an outstanding balance of £135m at the reporting date.

On 17 July 2024, the members of the Group with commercial properties, signed a facility agreement with Mizuho Bank Limited for a loan facility of £124.3m expiring on 17 July 2026 with an option to extend to 17 July 2027 upon all extension conditions being met. In financial year 2024, the first tranche of £118.6m was drawn down. During the year, the second tranche of £5.7m was drawn.

At the reporting date, the residential tower has been pledged to Macquarie Principal Finance Pty Limited and the commercial properties have been pledged to Mizuho Bank Limited.

There was no breach of the loan covenants during the financial year on any of the Group's bank loans specified above, and the Group was compliant with the covenants set out in the facility as at 31 December 2025.

Finance lease payments represent ground rent payable by the Group on leases with a term of 250 years from 22 May 2015 with the exception of Fairchild Place Limited where the lease commenced from 13 November 2014. There are some general restrictions placed on the use of the lease assets. The leases are on a fixed repayment basis with an element of contingent rental payments.

The finance lease obligation is the present value of the minimum lease payments, which is calculated using the incremental borrowing of 4.57% per annum at the inception of the lease. The obligation is subsequently amortised using the effective interest method.

Provision for easements represents the probable payments in the future in respect of right to light obligations. It is expected that most of these costs will be incurred after the reporting date. During the year, there was a settlement of one of the outstanding claims.

At the reporting end date, the Group's future minimum lease receivables under non-cancelling operating leases were as follows:

As at 31 December 2025, The Group has provided a guarantee in respect of a commercial loan of £188m (2024: £188m) held with Macquarie Principal Finance Pty Limited,UK via a fixed and floating charge on its assets and shares of the residential asset.

Additionally, the Group has provided a guarantee in respect of a commercial loan of £124.3m held with Mizuho Bank Limited via a fixed and floating charge on its assets and shares on the commercial assets. The Group does not have any other financial commitments, guarantees and contingencies aside from the disclosed commitments.

On 5 March 2026, The Stage Shoreditch Rental Residential Limited entered into a £35,350,030 facility agreement with Aldermore Bank Plc. On the same date, its parent company, CH McCourt (The Stage) LLC, provided an additional £7.5m shareholder loan to complete a transaction.

On 30 April 2026, the member’s loan of £4,677,734 from CH Capital A Holdings LLC was converted into an equity contribution.

Development management and marketing fees of £nil (2024: £247,252) were charged by Galliard Homes Limited, a subsidiary of Galliard Holdings Limited. Galliard Holdings Limited was a Designated Member of the Partnership during the year up until 18 September 2025. Residential sales agent's fees of £nil (2024: £137,788) were charged by Galliard Construction Limited, a subsidiary of Galliard Holdings Limited. At the reporting date, there was a balance of £nil (2024: £nil).

Administration and project monitoring fees of £163,699 (2024: £200,000) were charged and paid in full to Cain International UK Services Limited, a subsidiary of Cain International II LP, part of the Group of which CH McCourt (The Stage) LLC, a Designated member, is also a member.

Agent fees of £nil (2024: £520,849) were charged by Vanke Beijing Real Estate Agent Ltd., a member of China Vanke Co. Ltd. group, of which Abloom Homes Limited is also a member. There is a balance of £nil (2024: £nil) due to Vanke Beijing Real Estate Agent Ltd. as at 31 December 2025.

Administration costs of £117,457 (2024: £275,620) were paid on behalf of The Stage Shoreditch (Master) Unit Trust, a subsidiary entity by the Partnership. There is a balance owed of £1,185,974 (2024: £1,068,517) as at 31 December 2025, which is unsecured, interest free and repayable on demand without restrictions.

At the reporting date, amounts due from fellow members of the Group to the Partnership was £131,125,330 as per note 16 (2024: £84,850,433). At 31 December 2025, the amounts due from other related parties to the Group and Partnership was £35 (2024: £35). At 31 December 2025, the amounts due to fellow members of the Group by the Partnership was £480,634 as per note 17 (2024: £505,837).

All of the transactions are at market rates and considered to be at arm's length.

There are no related party transactions other than those mentioned above.

The Partnership has taken advantage of the exemption afforded by FRS 102.33.1A not to disclose transactions between wholly owned members of the Group.

The Designated members and other members of the Partnership are as follows:

· CH McCourt (The Stage) LLC, 65.56%, an entity incorporated in the United States of America;

· CH Capital A Holdings LLC, 17.10%, an entity incorporated in the United States of America;

· Abloom Home Limited, 14.87%, an entity incorporated in Hong Kong;

· Investec Investments (UK) Limited, 2.47%, an entity incorporated in England and Wales.

As at 31 December 2025, the smallest group in which the results of the Group are consolidated is that prepared by CH McCourt (The Stage) LLC, 251 Little Falls Drive, Wilmington, Delaware 19808. The financial statements of this entity are not publicly available.

The largest group in which the results of the Group are consolidated is that prepared by Eldridge Industries LLC, of 600 Steamboat Road, Greenwich, CT 06830. The financial statements of this entity are not publicly available.