REGISTERED NUMBER: 11114627 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

VENGROVE GROUP LIMITED

Page

Balance Sheet

1

Notes to the Financial Statements

3

FIXED ASSETS

Investments

4

339,238

206,700

CURRENT ASSETS

Debtors

5

3,180,276

2,434,147

Cash at bank

86,629

134,652

3,266,905

2,568,799

CREDITORS

Amounts falling due within one year

6

(3,290,321

)

(2,422,823

)

NET CURRENT (LIABILITIES)/ASSETS

(23,416

)

145,976

TOTAL ASSETS LESS CURRENT LIABILITIES

315,822

352,676

CAPITAL AND RESERVES

Called up share capital

7

115

115

Share premium

19,195

19,195

Retained earnings

296,512

333,366

SHAREHOLDERS' FUNDS

315,822

352,676

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

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

(b)

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

The financial statements have been prepared 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 Profit and Loss Account has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 18 September 2026 and were signed on its behalf by:

R W H Taylor - Director

1.	STATUTORY INFORMATION

Vengrove Group Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address are as below:

Registered number:

11114627

Registered office:

4th Floor

Paxton House

30 Artillery Lane

London

E1 7LS

The presentation currency of the financial statements is the Pound Sterling (£).

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.

Preparation of consolidated financial statements

The financial statements contain information about Vengrove 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

In the application of the company's accounting policies, the directors 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 the period, or in the period of the revision and future periods where the revision affects both current and future periods.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost less provision for permanent impairment.

Financial instruments

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

Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, which include trade debtors, other debtors, amounts due from group undertakings 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. Financial assets classified as receivable within one year are not amortised.

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.

Basic financial liabilities, including trade creditors, other creditors, and amounts owed to group undertakings, 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 are derecognised when, and only when, the company's contractual obligations are discharged, cancelled, or they expire.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Profit and Loss Account, 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 is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Going concern

Based on current trading and future expectations, the directors are confident the company will continue to trade profitably in future periods and will generate sufficient cash flows to meet its obligations as they fall due for payment.

3.	EMPLOYEES AND DIRECTORS

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

4.	FIXED ASSET INVESTMENTS

Interest

Shares in

in other

group

participating

undertakings

interests

Totals

£

£

£

COST

At 1 January 2025

206,700

-

206,700

Additions

138

132,500

132,638

Disposals

(100

)

-

(100

)

At 31 December 2025

206,738

132,500

339,238

NET BOOK VALUE

At 31 December 2025

206,738

132,500

339,238

At 31 December 2024

206,700

-

206,700

The company's investments at the Balance Sheet date in the share capital of companies include the following:

Vengrove Real Estate (UK) Limited

Registered office: 4th Floor Paxton House, 30 Artillery Lane, London, E1 7LS

Nature of business: Real estate management

%

Class of shares:

holding

Ordinary

100.00

Vengrove Real Estate Developers Limited

Registered office: 4th Floor Paxton House, 30 Artillery Lane, London, E1 7LS

Nature of business: Real estate management

%

Class of shares:

holding

Ordinary

100.00

Point Y Limited

Registered office: 4th Floor Paxton House, 30 Artillery Lane, London, E1 7LS

Nature of business: Real estate management

%

Class of shares:

holding

Ordinary

100.00

Beyond Apartments OpCo Limited

Registered office: 4th Floor Paxton House, 30 Artillery Lane, London, E1 7LS

Nature of business: Property letting

%

Class of shares:

holding

Ordinary

75.00

Hyperion Housing Limited

Registered office: 4th Floor Paxton House, 30 Artillery Lane, London, E1 7LS

Nature of business: Real estate investment

%

Class of shares:

holding

Ordinary

100.00

Market Place Investments Limited

Registered office: Liberation House, Castle Street, St Helier, Jersey, JE1 1GL

Nature of business: Holding company

%

Class of shares:

holding

Ordinary

100.00

Vengrove GP1 Limited

Registered office: Luxembourg

Nature of business: Holding company

%

Class of shares:

holding

Ordinary

100.00

Vengrove Real Estate (Germany) GmbH

Registered office: Germany

Nature of business: Real estate management

%

Class of shares:

holding

Ordinary

80.00

Vengrove Real Estate (France) SAS

Registered office: France

Nature of business: Real estate management

%

Class of shares:

holding

Ordinary

80.00

VRE ELP Sarl

Registered office: Luxembourg

Nature of business: Holding company

%

Class of shares:

holding

Ordinary

100.00

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Amounts owed by group undertakings

3,180,276

2,434,147

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Amounts owed to group undertakings

348,850

498,289

Taxation and social security

2,227

-

Other creditors

2,939,244

1,924,534

3,290,321

2,422,823

7.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

£

£

8,620

A Ordinary

1p

86

86

1,149

B Ordinary

1p

11

11

575

C Ordinary

1p

6

6

575

D Ordinary

1p

6

6

575

E Ordinary

1p

6

6

115

115

8.	RELATED PARTY DISCLOSURES

As at 31 December 2025, the company owed £335,336 (2024: £494,580) to group companies.

As at 31 December 2025, the company was owed £230,100 (2024: £346,496) by group companies.

As at 31 December 2025, the company was owed £2,365,876 (2024: £1,940,005) from Market Place Investments, a related Jersey company.

9.	ULTIMATE CONTROLLING PARTY

The immediate parent company is Penswick Investments Limited and the ultimate controlling party is R W H Taylor, company director.