REGISTERED NUMBER: 13299170 (England and Wales)

REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

WARWICKSHIRE PROPERTY & DEVELOPMENT

GROUP LIMITED

Page

Company Information

1

Report of the Directors

2

Report of the Independent Auditors

3

Income Statement

6

Balance Sheet

7

Notes to the Financial Statements

8

DIRECTORS:

S Buckley

D A Burgher

J W R Devereux

S M N Smith

J G E Edwards

M A Yardley

REGISTERED OFFICE:

Shire Hall

Market Place

Warwick

United Kingdom

CV34 4RL

REGISTERED NUMBER:

13299170 (England and Wales)

SENIOR STATUTORY AUDITOR:

Gregg Olner MPhil BA (Hons) FCA

AUDITORS:

HB&O Ltd

Chartered Accountants and Statutory Auditor

Highdown House

11 Highdown Road

Leamington Spa

Warwickshire

CV31 1XT

The directors present their report with the financial statements of the company for the year ended 31 December 2025.

PRINCIPAL ACTIVITY

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

DIRECTORS

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

S Buckley

D A Burgher

J W R Devereux

S M N Smith

J G E Edwards

M A Yardley

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

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

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

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

ON BEHALF OF THE BOARD:

S Buckley - Director

25 March 2026

Opinion

We have audited the financial statements of Warwickshire Property & Development Group Limited (the 'company') for the year ended 31 December 2025 which comprise the Income Statement, Balance Sheet and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Directors has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

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

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

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit; or

-	the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page two, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

The audit process includes an assessment of the entity's risk environment, through enquiry of and discussion with management, including an assessment of any key laws and regulations with which the company must comply in the ordinary course of its business.

Additionally, the overall risks of irregular transactions occurring are assessed following our observations and confirmation of the design and implementation of management's controls. Whilst we are mindful of these risks, our audit focus is geared towards the risk of material misstatement in the financial statements as a whole.

As such, our procedures cannot guarantee that all transactions have been fully compliant with all relevant laws and regulations, including those regulations relating to fraud, as our procedures are not designed to detect all instances of non-compliance. By definition, the risk of our detection of non-compliance is greater where compliance with a law or regulation is removed from the events and transactions reflected in the financial statements. The risk is also greater regarding irregularities due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Gregg Olner MPhil BA (Hons) FCA (Senior Statutory Auditor)

for and on behalf of HB&O Ltd

Chartered Accountants and Statutory Auditor

Highdown House

11 Highdown Road

Leamington Spa

Warwickshire

CV31 1XT

25 March 2026

TURNOVER

898,261

797,765

Administrative expenses

1,196,950

1,194,817

OPERATING LOSS

(298,689

)

(397,052

)

Income from participating interests

853,574

-

Interest receivable and similar income

1,051

1,473

854,625

1,473

555,936

(395,579

)

Interest payable and similar expenses

196,137

127,289

PROFIT/(LOSS) BEFORE TAXATION

359,799

(522,868

)

Tax on profit/(loss)

(104,833

)

-

PROFIT/(LOSS) FOR THE FINANCIAL YEAR

464,632

(522,868

)

FIXED ASSETS

Investments

4

240

240

CURRENT ASSETS

Debtors

5

2,018,564

559,526

Cash at bank

83,211

20,689

2,101,775

580,215

CREDITORS

Amounts falling due within one year

6

3,336,029

2,279,101

NET CURRENT LIABILITIES

(1,234,254

)

(1,698,886

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(1,234,014

)

(1,698,646

)

CAPITAL AND RESERVES

Called up share capital

100

100

Retained earnings

(1,234,114

)

(1,698,746

)

(1,234,014

)

(1,698,646

)

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

The financial statements were approved by the Board of Directors and authorised for issue on 25 March 2026 and were signed on its behalf by:

S Buckley - Director

J W R Devereux - Director

1.	STATUTORY INFORMATION

Warwickshire Property & Development Group 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 accounts have been prepared in accordance with applicable accounting standards. The principal accounting policies adopted in the preparation of the financial statements are set out below.

At the year end the company had net liabilities of £1,234,014 (2024 - £1,698,646). The directors consider that the support offered by the shareholder, Warwickshire County Council (WCC), to the business enables them to conclude that the company is able to meet its debts and obligations as they fall due. To that end the company is considered a going concern and the accounts have been prepared on that basis.

The Shareholder is aware that the standalone company Warwickshire Property & Development Group Limited has made a financial loss in 2025. The Council will continue to support Warwickshire Property & Development Group Limited on the expectation of making a profit as the planned developments are delivered by the group undertakings and the joint venture.

Preparation of consolidated financial statements

The financial statements contain information about Warwickshire Property & Development Group Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Related party exemption

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

Significant judgements and estimates

The preparation of financial statements in conformity with FRS 102 requires the use of certain accounting estimates. It also requires management to exercise its judgement in the process of applying the company's accounting policies. Due to the nature of the business of Warwickshire Property & Development Group Limited, the directors deem there to be no areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements.

Turnover

Turnover comprises the value of sales (net of value added tax) of goods and services provided in the normal course of business. Revenue is recognised in respect of service contracts when the company obtains the right to consideration.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Financial instruments

Loans and borrowings are initially recognised at the transaction price including transaction costs. Subsequently, they are measured at amortised cost using the effective interest rate method, less impairment.

Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the income statement.

Taxation

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

Current or deferred taxation assets and liabilities are not discounted.

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

Deferred tax

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

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

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

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

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

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 12 (2024 - 11 ) .

2025

2024

£

£

Directors' remuneration

286,589

289,170

Directors' pension contributions to money purchase schemes

6,959

6,714

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

2

2

Information regarding the highest paid director is as follows:

2025

2024

£

£

Emoluments etc

137,469

136,140

Pension contributions to money purchase schemes

3,925

3,769

4.	FIXED ASSET INVESTMENTS

Shares in

Interest

group

in joint

undertakings

venture

Totals

£

£

£

COST

At 1 January 2025

and 31 December 2025

200

40

240

NET BOOK VALUE

At 31 December 2025

200

40

240

At 31 December 2024

200

40

240

Shares in group undertakings represents the entire issued share capital of Warwickshire Property Development Limited (no. 13994069) and Warwickshire Property Management Limited (no. 13305339). Both subsidiaries are incorporated in England and Wales.

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade debtors

203,764

-

Amounts owed by group undertakings

376,695

-

Amounts owed by joint ventures

853,574

-

Other debtors

584,531

559,526

2,018,564

559,526

Amounts due by group undertaking Warwickshire Property Development Limited totalled £376,695 (2024 - owed £49,916)

Amounts due by joint venture Develop Warwickshire LLP totalled £853,574 (2024 - £nil)

Included within trade debtors are amounts due from Warwickshire Property Management Limited totalling £124,840 (2024 - £nil) and from Warwickshire Property Development Limited totalling £78,924 (2024 - £nil)

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade creditors

39,132

69,366

Amounts owed to group undertakings

3,158,760

2,099,481

Taxation and social security

63,642

43,254

Other creditors

74,495

67,000

3,336,029

2,279,101

Amounts owed to group undertakings includes amounts owed to the shareholder, Warwickshire County Council (WCC) totalling £3,006,990 (2024 - £1,987,724), and amounts owed to Warwickshire Property Management Limited totalling £151,770 (2024 - £61,841).

Included within trade creditors are amounts due to Warwickshire Property Management Limited totalling £5,738 (2024 - £5,738).

7.	DEFERRED TAX

£

Balance at 1 January 2025

(221,838

)

Credit to Income Statement during year

(104,833

)

Balance at 31 December 2025

(326,671

)

8.	PENSION COMMITMENTS

During the year the company made pension contributions to a defined contribution scheme amounting to £21,218 (2024 - £19,369). At the year end there were outstanding contributions of £4,974 (2024 - £4,546).

9.	ULTIMATE PARENT ENTITY

The company's ultimate parent undertaking is Warwickshire County Council.