REGISTERED NUMBER: 00233554 (England and Wales)

LEE LONGLAND HOLDINGS LIMITED

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2025

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

M E Kingsley-Taylor

R C Lee

S L Lee

SECRETARY:

L Farmer

REGISTERED OFFICE:

224 Broad Street

Birmingham

West Midlands

B15 1AZ

REGISTERED NUMBER:

00233554 (England and Wales)

AUDITORS:

FWC Advisory Ltd

XandWhy

The Foundry

6 Brindley Place

Birmingham

B1 2JB

FIXED ASSETS

Tangible assets

4

7,500,000

7,500,000

Investments

5

50,000

50,000

7,550,000

7,550,000

CURRENT ASSETS

Debtors

6

5,880,167

5,537,706

Cash at bank

7

18,383

8,009

5,898,550

5,545,715

CREDITORS

Amounts falling due within one year

8

1,894,484

4,829,122

NET CURRENT ASSETS

4,004,066

716,593

TOTAL ASSETS LESS CURRENT LIABILITIES

11,554,066

8,266,593

CREDITORS

Amounts falling due after more than one year

9

(3,312,082

)

-

PROVISIONS FOR LIABILITIES

12

(1,170,854

)

(1,752,000

)

NET ASSETS

7,071,130

6,514,593

CAPITAL AND RESERVES

Called up share capital

13

108,000

108,000

Revaluation reserve

14

6,221,952

5,597,952

Retained earnings

741,178

808,641

SHAREHOLDERS' FUNDS

7,071,130

6,514,593

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

In accordance with Section 444 of the Companies Act 2006, the Statement of Comprehensive Income has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 21 July 2026 and were signed on its behalf by:

R C Lee - Director

1.	GENERAL INFORMATION

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

The following principal accounting policies have been applied:

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these

financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in

the UK and Republic of Ireland":

• the requirements of Section 7 Statement of Cash Flows;

• the requirement of paragraph 3.17(d);

• the requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and

11.48(c);

• the requirements of paragraphs 12.26, 12.27, 12.29(a), 12.29(b) and 12.29A;

• the requirements of paragraphs 26.18(b), 26.19 to 26.21 and 26.23;

• the requirement of paragraph 33.7.

This information is included in the consolidated financial statements of Financial Holdings (Midlands) Limited as at 31 May 2023 and these financial statements may be obtained from 224 Broad Street, Birmingham, West Midlands, B15 1AZ.

Going concern

After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The directors have prepared cash flow forecasts for the period of at least twelve months from the date of approval of these financial statements and have considered the company's expected trading performance, liquidity requirements and overall financial position.

As part of their assessment, the directors have considered the potential tax exposure arising from the expiry of rollover relief previously claimed. A provision of £42,854 has been recognised in the financial statements based on the directors' assessment of the most likely liability. However, the ultimate liability remains dependent upon the availability of allowances and reliefs and the final tax treatment agreed with HM Revenue & Customs. In the event that these reliefs are not available, the company's total exposure could be as much as £602,695, together with any associated interest.

The directors have reviewed the potential impact of a range of outcomes, including the maximum potential exposure, and have considered the company's significant asset base, expected future cash generation and the availability of mitigating actions should they become necessary. Based on this assessment, the directors are satisfied that the company will be able to meet its liabilities as they fall due for a period of at least twelve months from the date of approval of these financial statements.

Accordingly, the directors consider it appropriate to prepare the financial statements on the going concern basis.

Interest income

Interest income is recognised in profit or loss using the effective interest method.

Significant judgements and estimates

During the year, the Company revised its deferred tax calculation methodology to include available indexation allowance when estimating the tax liability that would arise on the future disposal of its properties. Management considers this to provide a more accurate estimate of the deferred tax liability, reflecting the tax consequences of a potential sale at the reporting date.

This change represents a revision to an accounting estimate and has been applied prospectively in the current year. The inclusion of indexation allowance has reduced the deferred tax liability recognised in the financial statements significantly.

Revaluation of tangible fixed assets

Individual freehold properties are carried at fair value at the date of the revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Revaluations are undertaken with sufficient regularity to ensure the carrying amount does not differ materially from that which would be determined using fair value at the balance sheet date.

Fair values are determined from market based evidence normally undertaken by professionally qualified valuers.

Revaluation gains and losses are recognised in other comprehensive income unless losses exceed the previously recognised gains or reflect a clear consumption of economic benefits, in which case the excess losses are recognised in profit or loss.

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Profit and loss account.

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:

- The recognition of deferred tax assets is limited to the extent that it is probable that they will be

recovered against the reversal of deferred tax liabilities or other future taxable profits; and

- Any deferred tax balances are reversed if and when all conditions for retaining associated tax

allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

3.	EMPLOYEES AND DIRECTORS

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

4.	TANGIBLE FIXED ASSETS

Freeholdland andbuildings

£

COST OR VALUATION

At 1 June 2024 and 31 May 2025

7,500,000

NET BOOK VALUE

At 31 May 2025

7,500,000

At 31 May 2024

7,500,000

The freehold property was valued on a market value basis on 14th May 2026 by Knight Frank LLP who are independent RICS registered valuers not connected with the company. The directors believe this fairly reflects the property value as at the balance sheet date.

If the land and buildings had not been included at valuation they would have been included under the historical cost convention as follows:

2025

2024

£

£

Cost

150,048

150,048

5.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 June 2024

and 31 May 2025

50,000

NET BOOK VALUE

At 31 May 2025

50,000

At 31 May 2024

50,000

6.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

as

restated

£

£

Amounts owed by group undertakings

5,724,178

5,113,025

Other debtors

155,989

424,681

5,880,167

5,537,706

7.	CASH AT BANK

2025

2024

£

£

Cash at bank and in hand

18,383

8,009

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

as

restated

£

£

Bank loans and overdrafts (see note 10)

87,918

3,000,000

Trade creditors

6,566

-

Amounts owed to group undertakings

1,800,000

1,800,000

Other creditors

-

29,122

1,894,484

4,829,122

9.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2025

2024

as

restated

£

£

Bank loans (see note 10)

3,312,082

-

10.

LOANS

An analysis of the maturity of loans is given below:

2025

2024

as

restated

£

£

Amounts falling due within one year or on demand:

Bank loans

87,918

3,000,000

Amounts falling due between one and two years:

Bank loans - 1-2 years

96,745

-

Amounts falling due between two and five years:

Bank loans - 2-5 years

3,215,337

-

The Company has two loan facilities in place during the year. The first loan has a principal amount of £1,850,000 and bears interest at a variable rate comprising a 2.5% margin above the applicable base rate. Interest is payable in accordance with the terms of the loan agreement. The loan is recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method. It was fully drawn at the reporting date and is repayable over the agreed term, with the final repayment due in June 2029.

The second loan has a principal amount of £1,550,000 and carries interest at a total fixed rate of 6.84%, being a 2.5% margin in addition to a fixed rate of 4.34%. Interest is payable in line with the loan agreement. This loan is also measured at amortised cost and was fully drawn at the reporting date. It is repayable over the term agreed with the lender, with the final repayment due in June 2029.

The bank borrowings and other loans are secured by debentures over the assets of the Group and by a legal charge over 224/226 Broad Street and land at Tenant Street, Birmingham. In addition, the facilities are supported by a cross-guarantee and debenture with Lee Longlands Holdings Limited. The Company complied with all financial and operational covenants associated with the loan agreements during the reporting period.

A maturity analysis of the loans is provided above, showing the amounts falling due within one year and after more than one year.

11.	SECURED DEBTS

The following secured debts are included within creditors:

2025

2024

as

restated

£

£

Bank loans

3,400,000

3,000,000

12.	PROVISIONS FOR LIABILITIES

2025

2024

as

restated

£

£

Deferred tax

1,170,854

1,752,000

Deferred

tax

£

Balance at 1 June 2024

1,752,000

Provided during year

(624,000

)

Charge to Income Statement during year

42,854

Balance at 31 May 2025

1,170,854

13.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

as restated

£

£

108,000

Ordinary 'A' shares

0.5

54,000

54,000

108,000

Ordinary 'D' shares

0.5

54,000

54,000

108,000

108,000

Ordinary A and D shares rank pari passu in respect of voting rights. Ordinary A shares are entitled to a maximum of one ninth of any distribution declared on Ordinary D shares. Holders of Ordinary D shares have unlimited access to any distribution in the year. Capital rights on Ordinary A shares are allocated fully subject to the proportion of Ordinary D shares. Capital rights on Ordinary D shares are one ninth of the capital participation attaching to the holders of the shares.

14.

RESERVES

Revaluation

reserve

£

At 1 June 2024

5,597,952

Other movements

624,000

At 31 May 2025

6,221,952

Revaluation reserve

The revaluation reserve represents the cumulative effect of revaluations of freehold land and buildings,

net of deferred taxation.

Profit and loss account

The profit and loss account represents cumulative profits or losses, net of dividends paid and other

adjustments.

15.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Michelle Vincent FCCA (Senior Statutory Auditor)

for and on behalf of FWC Advisory Ltd

16.	CONTINGENT LIABILITIES

The company previously claimed rollover relief in respect of a chargeable gain arising on the disposal of qualifying assets. The deferred gain is contingent upon the conditions attached to the rollover relief continuing to be satisfied.

During the year, the directors assessed the potential tax implications associated with the expiry of the rollover relief period and the availability of reliefs and allowances which may be utilised to mitigate any resulting tax liability. Based on the information currently available, a provision of £42,854 has been recognised within the financial statements as the directors consider this to represent the most likely liability arising.

However, the ultimate liability remains dependent upon the final tax treatment agreed with HM Revenue & Customs and the extent to which available allowances and reliefs can be utilised. Should no such reliefs be available, the potential liability could increase to approximately £602,695, together with any associated interest and penalties that may become payable.

The directors will continue to monitor developments and reassess the potential exposure as further information becomes available.

17.	OTHER FINANCIAL COMMITMENTS

The trading business Lee Longland & Co. Limited is a member of a trade purchasing association which amongst the benefits of membership give the company the settlement discount benefits. Up to £800,000 of transactions though the association are guaranteed by Lee Longland Holdings Limited.

18.	RELATED PARTY DISCLOSURES

The company is a wholly owned subsidiary of Financial Holdings (Midlands) Limited and has taken advantage of the exemption conferred by section 33.1A of FRS 102 not to disclose transactions with Financial Holdings (Midlands) Limited or other wholly owned subsidiaries within the group.

19.	CONTROLLING PARTY

At 31 May 2025, the immediate parent undertaking is Financial Holdings (Midlands) Limited, a company incorporated and registered in England and Wales. Copies of the financial statements for Financial Holdings (Midlands) Limited can be obtained from its registered office, 224 Broad Street, Birmingham, West Midlands, B15 1AZ.

At 31 May 2025, the ultimate parent undertaking is Financial Holdings (Midlands) Limited, a company incorporated and registered in England and Wales.

At 31 May 2025, the Directors considered there to be no ultimate controlling party.