Company No: 05972980 (England and Wales)

Contents

• Balance Sheet
• Notes to the Financial Statements

	Note	2025		2024
		£		£
Fixed assets
Tangible assets	3	10,177		11,973
Investment property	4	3,951,871		3,441,098
		3,962,048		3,453,071
Current assets
Debtors	5	1,608,997		1,745,475
Cash at bank and in hand		51		0
		1,609,048		1,745,475
Creditors: amounts falling due within one year	6	( 1,752,164)		( 1,575,401)
Net current (liabilities)/assets		(143,116)		170,074
Total assets less current liabilities		3,818,932		3,623,145
Creditors: amounts falling due after more than one year	7	( 2,655,764)		( 2,702,062)
Provision for liabilities		( 347,652)		( 275,168)
Net assets		815,516		645,915
Capital and reserves
Called-up share capital		100		100
Undistributable reserve		1,042,952		825,499
Profit and loss account		( 227,536 )		( 179,684 )
Total shareholder's funds		815,516		645,915

For the financial year ending 30 November 2025 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Director's responsibilities:

• The member has not required the Company to obtain an audit of its financial statements for the financial year in accordance with section 476;
• The director acknowledges their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements; and
• These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Profit and Loss Account has not been delivered.

The financial statements of Refresh Commercial Ltd (registered number: 05972980) were approved and authorised for issue by the Director on 28 August 2026. They were signed on its behalf by:

M P Thomas Director

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

Refresh Commercial Ltd (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is 40 Kingston House 1 Kingston Road, Taunton, TA2 7ED, United Kingdom.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain items at fair value, and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The financial statements are presented in pounds sterling which is the functional currency of the Company and rounded to the nearest £.

Going concern

The financial statements have been prepared on a going concern basis.
The Company has net current liabilities of £143,116 at the balance sheet date. Included within creditors are amounts of £525,467 owed to fellow group companies and £12,791 owed to companies under the control of M P Thomas (director).
The director has received confirmation that these entities will continue to provide financial support and will not seek repayment of amounts owed where such repayment would jeopardise the Company's ability to continue trading for a period of at least twelve months from the date of approval of these financial statements.
Accordingly, the director considers it appropriate to prepare the financial statements on the going concern basis.

Turnover

Turnover is recognised at the fair value of the consideration received or receivable and is net of sales/value added tax. Turnover is comprised of:

Rental income recognised in the period in which the tenant occupies the property.
Income from the supply of biomass-generated energy to tenants is recognised in the period in which the energy is supplied.

Taxation

Current tax
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the Balance Sheet date. Tax is recognised in the profit and loss account, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

Deferred tax
Deferred tax arises as a result of including items of income and expenditure in taxation computations in periods different from those in which they are included in the Company's financial statements. Deferred tax is provided in full on timing differences which result in an obligation to pay more or less tax at a future date, at the tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date that are expected to apply when the timing differences reverse. Deferred tax assets and liabilities are not discounted.

Deferred tax liabilities are presented within provisions for liabilities on the balance sheet.

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation. Depreciation is provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line or reducing balance basis over its expected useful life, as follows:

Plant and machinery etc.

15 % reducing balance

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

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 credited or charged to profit or loss.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.

Investment property

Investment property is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently, it is measured at fair value through the profit or loss and then presented under undistributable reserves. Deferred taxation is provided on these gains at the rate expected to apply when the property is sold.

The fair value is determined annually by external valuers and derived from current market rent and investment property yields for comparable real estate, adjusted if necessary, for any difference in nature, location or condition of the specific property.

Trade and other debtors

Trade and other debtors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest method less impairment losses for bad and doubtful debts, except where the effect of discounting would be immaterial. In such cases the receivables are stated at cost less impairment losses for bad and doubtful debts.

Cash and cash equivalents

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 creditors: amounts falling due within one year.

Trade and other creditors

Trade and other creditors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest rate method, unless the effect of discounting would be immaterial, in which case they are stated at cost. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Grants relating to revenue are recognised in other revenue over the period in which the related costs are recognised, and timing differences are presented as deferred income within the balance sheet. Deferred income is presented under other creditors in the accounts.

Financial instruments

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.

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 Company after deducting all of its liabilities.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Loans and borrowings
Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.
Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Ordinary share capital

The ordinary share capital of the Company is presented as equity.

2. Employees

	2025		2024
	Number		Number
Monthly average number of persons employed by the Company during the year, including the director	1		1

3. Tangible assets

	Plant and machinery etc.		Total
	£		£
Cost
At 01 December 2024	60,000		60,000
At 30 November 2025	60,000		60,000
Accumulated depreciation
At 01 December 2024	48,027		48,027
Charge for the financial year	1,796		1,796
At 30 November 2025	49,823		49,823
Net book value
At 30 November 2025	10,177		10,177
At 30 November 2024	11,973		11,973

4. Investment property

	Investment property
	£
Valuation
As at 01 December 2024	3,441,098
Additions	220,836
Fair value movement	289,937
As at 30 November 2025	3,951,871

Valuation

The value of investment property is derived from observable current market prices for comparable real estate, determined by an external independent revaluation. The assets have a current value of £3,951,871(2024 - £3,441,098 ).

Historic cost

If the investment properties had been accounted for under the cost accounting rules, the properties would have been measured as follows:

	2025		2024
	£		£
Historic cost	2,561,265		2,337,881

5. Debtors

	2025		2024
	£		£
Trade debtors	7,544		3,119
Amounts owed by Group undertakings	1,000		1,000
Amounts owed by connected companies	1,497,280		1,611,273
Other debtors	103,173		130,083
	1,608,997		1,745,475

6. Creditors: amounts falling due within one year

	2025		2024
	£		£
Bank loans (secured £ 834,311)	839,866		708,017
Trade creditors	35,770		25,769
Amounts owed to Group undertakings	525,467		525,885
Amounts owed to connected companies	12,791		13,024
Other creditors	338,270		302,706
	1,752,164		1,575,401

7. Creditors: amounts falling due after more than one year

	2025		2024
	£		£
Bank loans (secured £ 894,819)	914,264		960,562
Other creditors	1,741,500		1,741,500
	2,655,764		2,702,062

There are secured current bank loans of £834,311 and secured non-current bank loans of £894,819. Bank loans totalling £1,729,130 are secured by way of fixed and floating charges over investment property. The £1,729,130 includes bank loans totalling £928,819, which are also secured by way of an omnibus guarantee and set-off agreement with Acorn Homes (SW) Ltd, Refresh Living No. 2 Limited, Refresh Living No. 5 Ltd, and Refresh Living No. 1 Limited.

Included within other creditors is deferred grant income of £1,741,500.
The grants were received in respect of development projects and are subject to specified conditions.
A balance of £1,252,000 relates to the construction of 57 housing units and the subsequent letting of those units to key workers at rental rates equivalent to 80% of market value.
A balance of £489,500 relates to the completion of phosphate mitigation works in accordance with the relevant requirements and guidance.
The grant income will be recognised in profit or loss when the conditions attached to the grants have been satisfied.

8. Contingencies

Contingent liabilities

	2025		2024
	£		£
Contingencies	6,045,731		4,547,429

The total amount of contingencies not included in the balance sheet is £6,045,731 (2024 - £4,547,429). The company has an omnibus guarantee and set-off agreement for loans taken out by Acorn Homes (SW) Ltd, Refresh Living No.1 Ltd, Refresh Living No.2 Ltd, and Refresh Living No.5 Ltd.

9. Related party transactions

During the year, the company entered into a number of transactions with associated group companies. At the year-end, there are amounts owed by group undertakings of £1,000 (2024: £1,000) and amounts owed to group undertakings of £525,467 (2024 - £525,885) in connection with these transactions.
During the year, the company entered into a number of transactions with other companies which are under the control of M P Thomas (director). At the year-end, there are amounts owed by connected companies of £1,497,280 (2024 - £1,611,273) and amounts owed to connected companies of £12,791 (2024 - £13,024) in connection with these transactions.

The balances due to and from related parties are unsecured, interest free and repayable on demand unless otherwise stated.

10. Events after the Balance Sheet date

Following the year end, the Company entered into a new loan facility with Albatross amounting to £1,516,000. The facility was used to refinance existing borrowings and provided additional funding to support the Company’s operations.