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Lote Tree UK Investments Limited

Registered number: 12597961
Annual report and
 consolidated financial statements
For the year ended 31 December 2025

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
COMPANY INFORMATION


Director
W W Choudhury 




Registered number
12597961



Registered office
Mercury Place
11 St. George Street

Leicester

United Kingdom

LE1 1QG




Independent auditor
Cooper Parry Group Limited

Sky View

Argosy Road

East Midlands Airport

Castle Donington

Derby

DE74 2SA





 
LOTE TREE UK INVESTMENTS LIMITED
 

CONTENTS



Page
Group Strategic Report
 
1 - 2
Director's Report
 
3 - 5
Independent Auditor's Report
 
6 - 10
Consolidated Statement of Comprehensive Income
 
11
Consolidated Statement of Financial Position
 
12 - 13
Company Statement of Financial Position
 
14
Consolidated Statement of Changes in Equity
 
15
Company Statement of Changes in Equity
 
16
Consolidated Statement of Cash Flows
 
17 - 18
Notes to the Financial Statements
 
19 - 43


 
LOTE TREE UK INVESTMENTS LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

Introduction
 
The Director of Lote Tree UK Investments (the “Company”) and together with its subsidiaries (the “Group”) present their Strategic Report for their results for the 12-month period commencing 1 January 2025 and ending 31 December 2025. 
The Company is a private company, limited by shares, incorporated in England. The principal activity of the Company is that of a holding company. 
The principal business activities of the Group are investments into private equity and real estate activities. 

Group Performance and Business Performance
 
The Group’s key financial performance indicators for the year are as follows:
 

Year ending
31 December 2025 
(£000's)
Year ending
31 December 2024 
(£000's)
Revenue
15,546
6,157
Gross Profit/ (Loss)
(4,581)
(8,550)
Loss before tax
(24,803)
(21,110)

The primary activity of the Group continues to be the purchase of property for development and eventual resale. Group turnover has increased in 2025 compared to 2024. This is driven by higher rental income, along with an increase in construction income to non-group customers. The Group expects a meaningful increase in revenue in 2026 once properties within the portfolio have been sold.
Loss before tax increased from £21,110,127 to £24,803,022. The main driver behind this increase was the write-off of wider group loans in the year of £14m. The Group continues to rebalance its property portfolio in the year, which has contributed to property write-offs of £8,521,363. Both costs have been noted in exceptional administrative and exceptional cost of sales respectively in the year.

- 1 -

 
LOTE TREE UK INVESTMENTS LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

Principal risks and uncertainties
 
The Group has a robust risk management framework. The director continuously monitors risk and actions any mitigating activities as and when required. The key risks identified as part of this exercise are as follows:

∙Changes to the UK property market; and
∙Operational Risk.

Each are described in turn below:

i) Changes to the UK property market

The Group is subject to changes in the UK property market which may adversely impact the return on investments. These include increases in interest rates, increase in regulatory compliance or reduction in demand of UK properties; all these factors will have a negative impact on the Group. The Group seeks to mitigate some of these impacts by the selective use of shariah compliant loans, the use of further capital contributions and keeping up with the latest regulatory changes.
ii) Operational Risk
Operational risk could lead to financial loss, reputational damage or business interruption. The Director and Management monitor ongoing risks and intervene as required. 

Other key performance indicators
 
The Group is committed to operating within sound Islamic principles and seeks to achieve 100% sharia compliance, which it achieved in the year ended 31 December 2025. The Group achieves this by only investing in permitted Islamic activities using sharia compliant funding. 


This report was approved by the board on 18 September 2026 and signed on its behalf.



W W Choudhury
Director

- 2 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

The director presents his report and the financial statements for the year ended 31 December 2025.

Director's responsibilities statement

The director is responsible for preparing the Group Strategic Report, the Director's Report and the consolidated financial statements in accordance with applicable law and regulations.
 
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the director is required to:


∙select suitable accounting policies for the Group's and Parent Company's financial statements and then apply them consistently;

∙make judgments 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 will continue in business.

The director is 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 the Group and to enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The loss for the year, after taxation, amounted to £24,798,870 (2024 - loss £21,110,127).

No dividends were declared during the year (2024: £Nil).

Director

The director who served during the year was:

W W Choudhury 

Going concern

The director has a reasonable expectation that the Group has sufficient resources to continue in operational  existence for the foreseeable future. A period in excess of twelve months from the date of the approval of these financial statements has been considered when making this assessment. The shareholders of the parent company have confirmed that adequate financial support is available to the Group. Accordingly, the going concern basis continues to be adopted in preparing the annual report and financial statements.

- 3 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

Future developments

The Board remains committed to the Group's long-term growth strategy, focusing on driving sustainable revenue growth and operational efficiency. Over the next financial year, the Group will evaluate its investment strategy aimed at capitalising on market opportunities and strengthening its competitive position.
The Board is confident that these initiatives, alongside a disciplined approach to cost management, will position the Group for sustainable growth in the years ahead. We acknowledge the potential risks posed by changes in the UK property market, but we believe that our proactive risk management framework will enable us to navigate these challenges effectively.

Financial instruments

The Company's activities in real estate development, property rental and construction expose it to price risk, credit risk, liquidity risk and cash flow risk, which the directors monitor regularly. Price risk arises from movements in property values, market rents and from build cost inflation. It is mitigated by scheme appraisal before commitment, fixed-price subcontracts and the retention of income-producing rental assets. Credit risk arises from tenant receivables, purchaser deposits and amounts recoverable on construction contracts. It is managed through tenant referencing, rent deposits, counterparty assessment and review of ageing debtors. Liquidity and cash flow risk reflect the capital-intensive nature of development, where expenditure is incurred in advance of sales and letting receipts. This is managed through committed debt facilities, shareholder funding support, rolling cash flow forecasting and monitoring of covenant compliance.

Engagement with suppliers, customers and others

The director recognises the importance of building and maintaining relationships with suppliers, customers and other stakeholders. The director engages with suppliers and contractors through fair procurement and payment practices to ensure continuity and quality of service. The Group maintains regular communication with tenants to support sustainable occupancy and high service standards. The director also engages constructively with lenders, advisers and local authorities to ensure compliance, and responsible asset management.

Qualifying third party indemnity provisions

The Company has entered into an indemnity arrangement under which all subsidiaries within the Group have agreed to provide third-party indemnities in favour of the Director. These indemnities cover liabilities incurred by the director in the course of their duties, to the extent permitted by law and the Company’s Articles of Association.

Disclosure of information to auditor

The director at the time when this Director's Report is approved has confirmed that:
 
∙so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditor is unaware, and

∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditor is aware of that information.

Post balance sheet events

In 2026, subsequent to the reporting date of 31st December 2025, the Group completed the sale of two developments. The combined consideration for these developments was £6.98m. The sale represents a significant transaction for the Group and was completed subsequent to the reporting period. Accordingly, an impairment of £1,078k was made against stock to align the carrying value to the consideration. 

- 4 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

Auditor

The auditor, Cooper Parry Group Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 18 September 2026 and signed on its behalf.
 





W W Choudhury
Director

- 5 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF LOTE TREE UK INVESTMENTS LIMITED
 

Qualified Opinion


We have audited the financial statements of Lote Tree UK Investments Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2025, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated and Company Statement of Financial Position, the Consolidated and Company Statement of Changes in Equity, the Consolidated Statement of Cash Flows and notes to the financial statements, including 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, except for the effects of the matters described in the basis for qualified opinion section of our report, the financial statements:


∙give a true and fair view of the state of the Group's and of the Parent Company's affairs as at 31 December 2025 and of the Group's loss 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 qualified opinion


The Group made an acquisition of several properties through its subsidiary company Paragon Property UK Group Ltd during 2020. As part of our opening balances procedures performed in the 2023 audit, we audited the total consideration of £47.5m and the resulting £47.1m which was capitalised into inventory as development assets at that date. While some of the properties have been sold since that date, 7 of these developments remain in stock at year end, both in the current and prior year, and had an acquisition cost of £39.7m. Sufficient information is not available  to understand what the fair value of these assets were at the acquisition date. As such, the determination of any goodwill or negative goodwill to be recognised at acquisition, along with any subsequent amortisation or impairment in subsequent accounting periods cannot be made. We are therefore unable to quantify the impact on the financial statements of such adjustments and whether they would be material. This will remain the case until these properties are sold. Our opinion is therefore qualified in respect of this matter.


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 responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 qualified opinion.


- 6 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF LOTE TREE UK INVESTMENTS LIMITED (CONTINUED)


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the director's 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 Group and the parent 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 director with respect to going concern are described in the relevant sections of this report.


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 director is responsible for the other information contained within the annual report. 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. 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 this other information, we are required to report that fact.


As described in the basis for qualified opinion section of our report, we were unable to satisfy ourselves concerning whether any fair value adjustment which may have been necessary in relation to properties acquired in 2020 and any subsequent amortisation or impairment. We have concluded that where the other information refers to the results for the year, it may be materially misstated for the same reason. 


Opinions on other matters prescribed by the Companies Act 2006
 

Except for the possible effects of the matters described in the basis of qualified opinion of our report, in our
opinion, based on the work undertaken in the course of the audit:


∙the information given in the Group Strategic Report and the Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Group Strategic Report and the Director's Report have been prepared in accordance with applicable legal requirements.


- 7 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF LOTE TREE UK INVESTMENTS LIMITED (CONTINUED)


Matters on which we are required to report by exception
 

Except for the matters described in the basis of qualified opinion of our report, in the light of the knowledge and understanding of the Group and the parent Company and their environment obtained in the course of the audit,we have not identified material misstatements in the Group Strategic Report or the Director's Report.
 
Arising solely from the limitation on the scope of our work relating to goodwill on acquisition and any subsequent amortisation and impairment, referred to above:

∙we have not obtained all the information and explanations that we considered necessary for the purpose of our audit; and
∙we were unable to determine whether adequate accounting records have been kept.

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


∙returns adequate for our audit have not been received from branches not visited by us; or
∙the parent Company financial statements are not in agreement with the accounting records and returns; or
∙certain disclosures of director's remuneration specified by law are not made.


Responsibilities of directors
 

As explained more fully in the Director's Responsibilities Statement set out on page 3, the director is 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 director determines 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 director is responsible for assessing the Group's and the Parent 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 director either intends to liquidate the Group or the Parent Company or to cease operations, or has no realistic alternative but to do so.


- 8 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF LOTE TREE UK INVESTMENTS LIMITED (CONTINUED)


Auditor 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 Group 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 material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Our assessment focused on key laws and regulations the company has to comply with and areas of the financial statements we assessed as being more susceptible to misstatement. These key laws and regulations included but were not limited to compliance with the Companies Act 2006, United Kingdom Generally Accepted Accounting Practice and relevant tax legislation.
We are not responsible for preventing irregularities. Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

∙we obtained an understanding of the legal and regulatory framework applicable to the entity and how the entity complied with that framework, including a review of legal and professional nominal codes and board minutes in the period and post year end;
∙we made enquiries of management as to where they considered there was susceptibility to fraud and their knowledge of actual, suspected and alleged fraud;
∙we obtained an understanding of the entity’s policies and procedures and how the entity has complied with these, through discussions and by performing walkthroughs;
∙we obtained an understanding of the entity’s risk assessment process, including the risk of fraud;
∙we designed our audit procedures to respond to our risk assessment; and
∙we performed audit testing over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias, such as the valuation of inventory and investments.

In response to the risk of irregularities in relation to non-compliance with laws and regulations, we designed procedures which included but were not limited to:
 
∙we agreed financial statement disclosures to underlying supporting documentation;
∙we read the minutes of meetings of those charged with governance; and
∙we enquired of management as to actual and potential litigation and claims.
- 9 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF LOTE TREE UK INVESTMENTS LIMITED (CONTINUED)


Whilst considering how our audit work addressed the detection of irregularities, we also consider the likelihood of detection based on our approach. Irregularities arising from fraud are inherently more difficult to detect than those arising from error. Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non compliance. The risk is also greater regarding irregularities occurring 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 Auditor's Report.


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 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 Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Emma Nicholl (Senior Statutory Auditor)
  
for and on behalf of
Cooper Parry Group Limited
 
Statutory Auditor
  
Sky View
Argosy Road
East Midlands Airport
Castle Donington
Derby
DE74 2SA

18 September 2026
- 10 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025

2025
2024
Note
£
£

  

Turnover
 4 
15,546,198
6,156,657

Cost of sales
  
(11,605,969)
(5,898,215)

Exceptional cost of sales
 5 
(8,521,363)
(8,808,125)

Gross loss
  
(4,581,134)
(8,549,683)

Administrative expenses
  
(8,653,689)
(12,072,593)

Exceptional administrative expenses
 5 
(14,098,476)
(855,586)

Other operating income
 6 
471,888
182,280

Fair value movements
 16 
2,410,748
-

Operating loss
 7 
(24,450,663)
(21,295,582)

Profit/(Loss) from participating interests
  
1,442,740
903,157

Finance costs and similar expenses
 11 
(1,795,099)
(717,702)

Loss before tax
  
(24,803,022)
(21,110,127)

Tax on loss
 12 
4,152
-

Loss for the financial year
  
(24,798,870)
(21,110,127)

  

There were no recognised gains and losses for 2025 or 2024 other than those included in the consolidated statement of comprehensive income.

There was no other comprehensive income for 2025 (2024: £Nil).

The notes on pages 19 to 43 form part of these financial statements.

- 11 -

 
LOTE TREE UK INVESTMENTS LIMITED
REGISTERED NUMBER: 12597961

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025

2025
2024
Note
£
£

Fixed assets
  

Intangible assets
 13 
288,806
488,296

Tangible assets
 14 
202,301
34,424

Investments
 15 
41,735,956
26,532,394

Investment property
 16 
48,571,542
2,484,252

  
90,798,605
29,539,366

Current assets
  

Stocks
 17 
19,381,109
70,020,700

Debtors: amounts falling due within one year
 18 
37,377,714
42,239,231

Cash at bank and in hand
 19 
3,274,085
6,203,050

  
60,032,908
118,462,981

Creditors: amounts falling due within one year
 20 
(34,612,481)
(45,277,177)

Net current assets
  
 
 
25,420,427
 
 
73,185,804

Total assets less current liabilities
  
116,219,032
102,725,170

Creditors: amounts falling due after more than one year
 21 
(24,086,793)
(7,749,663)

Provisions for liabilities
  

Net assets
  
92,132,239
94,975,507


Capital and reserves
  

Called up share capital 
 24 
26
20

Share premium account
 25 
169,532,207
147,576,611

Profit and loss account
 25 
(77,399,994)
(52,601,124)

  
92,132,239
94,975,507


- 12 -

 
LOTE TREE UK INVESTMENTS LIMITED
REGISTERED NUMBER: 12597961
    
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2025

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 18 September 2026.




W W Choudhury
Director

The notes on pages 19 to 43 form part of these financial statements.

- 13 -

 
LOTE TREE UK INVESTMENTS LIMITED
REGISTERED NUMBER: 12597961

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025

2025
2024
Note
£
£

Fixed assets
  

Investments
 15 
40,405,230
26,087,036

  
40,405,230
26,087,036

Current assets
  

Debtors: amounts falling due within one year
 18 
49,487,073
111,891,853

Cash at bank and in hand
 19 
299,799
3,912,516

  
49,786,872
115,804,369

Creditors: amounts falling due within one year
 20 
(2,859,377)
(1,726,272)

Net current assets
  
 
 
46,927,495
 
 
114,078,097

Net assets
  
87,332,725
140,165,133


Capital and reserves
  

Called up share capital 
 24 
26
20

Share premium account
 25 
169,532,207
147,576,611

Profit and loss account
 25 
(82,199,508)
(7,411,498)

  
87,332,725
140,165,133


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 18 September 2026.
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements. 
The loss after tax of the Parent Company for the period was £74,788,010 (2024 loss: £129,823).


W W Choudhury
Director

The notes on pages 19 to 43 form part of these financial statements.

- 14 -

 
LOTE TREE UK INVESTMENTS LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025


Called up share capital
Share premium account
Profit and loss account
Equity attributable to owners of parent Company
Non-controlling interests
Total equity

£
£
£
£
£
£


At 1 January 2024
11
114,256,813
(26,166,880)
88,089,944
(5,324,117)
82,765,827


Comprehensive expense for the year

Loss for the year
-
-
(21,110,127)
(21,110,127)
-
(21,110,127)

Shares issued during the year
9
33,319,798
-
33,319,807
-
33,319,807

Transfer on acquisition of noncontrolling interest holding
-
-
(5,324,117)
(5,324,117)
5,324,117
-



At 1 January 2025
20
147,576,611
(52,601,124)
94,975,507
-
94,975,507


Comprehensive expense for the period

Loss for the year
-
-
(24,798,870)
(24,798,870)
-
(24,798,870)

Shares issued during the year
6
21,955,596
-
21,955,602
-
21,955,602


At 31 December 2025
26
169,532,207
(77,399,994)
92,132,239
-
92,132,239


The notes on pages 19 to 43 form part of these financial statements.

- 15 -

 
LOTE TREE UK INVESTMENTS LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£


At 1 January 2024
11
114,256,813
(7,281,675)
106,975,149


Comprehensive expense for the period

Loss for the year
-
-
(129,823)
(129,823)

Shares issued during the year
9
33,319,798
-
33,319,807



At 1 January 2025
20
147,576,611
(7,411,498)
140,165,133


Comprehensive income for the year

Loss for the year
-
-
(74,788,010)
(74,788,010)

Shares issued during the year
6
21,955,596
-
21,955,602


At 31 December 2025
26
169,532,207
(82,199,508)
87,332,725


The notes on pages 19 to 43 form part of these financial statements.

- 16 -

 
LOTE TREE UK INVESTMENTS LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025

2025
2024
£
£

Cash flows from operating activities

Loss for the financial year
(24,798,870)
(21,110,127)

Adjustments for:

Amortisation of intangible assets
247,872
129,124

Depreciation of tangible assets
131,148
29,609

Interest paid
1,795,099
717,702

Taxation charge
(4,152)
-

Decrease/(increase) in stocks
6,963,049
(4,729,743)

Increase in debtors
4,861,417
(11,361,562)

Increase in creditors
4,351,576
1,260,790

Increase/(decrease) in provisions
-
(245,510)

Fair value uplift on property (Note 16)
(2,410,748)
-

Corporation tax (paid)/received
(29,439)
33,592

Share of operating profit/(loss) in associates
(1,399,240)
(903,157)

Net cash generated from operating activities

(10,292,288)
(36,179,282)


Cash flows from investing activities

Purchase of intangible fixed assets
(48,382)
(263,157)

Purchase of tangible fixed assets
(162,637)
(44,351)

Purchase of investment properties
-
(2,484,252)

Purchase of unlisted and other investments
(1,008,506)
(1,264,147)

Sale of unlisted and other investments
581,780
-

Purchase of share in associates
(14,177,596)
-

Dividends from associates
800,000
800,000

Net cash from investing activities

(14,015,341)
(3,255,907)
- 17 -

 
LOTE TREE UK INVESTMENTS LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025


2025
2024

£
£



Cash flows from financing activities

Issue of ordinary shares
21,955,602
33,319,807

New secured loans
1,218,161
6,141,034

Interest paid
(1,795,099)
(717,702)

Net cash used in financing activities
21,378,664
38,743,139

Net (decrease) in cash and cash equivalents
(2,928,965)
(692,050)

Cash and cash equivalents at beginning of year
6,203,050
6,895,100

Cash and cash equivalents at the end of year
3,274,085
6,203,050


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
3,274,085
6,203,050

3,274,085
6,203,050


The notes on pages 19 to 43 form part of these financial statements.

- 18 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

1.


General information

Lote Tree UK Investments Limited is a private company, limited by shares, incorporated in England and Wales. The registered office is Mercury Place, 11 St. George Street, Leicester, LE1 1QG.
The Group's functional and presentational currency is British Pounds Sterling (£).
The principal activity of the Company is that of a holding Company. The principal activity of the Group was that of investments into private equity and real estate activities. 

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of Financial Position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.

 
2.3

Going concern

The director has a reasonable expectation that the Group has sufficient resources to continue in operational  existence for the foreseeable future. A period in excess of twelve months from the date of the approval of these financial statements has been considered when making this assessment. The shareholders of the parent company have confirmed that adequate financial support is available to the Group. Accordingly, the going concern basis continues to be adopted in preparing the annual report and financial statements.

- 19 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of development property

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
∙the Group has transferred the significant risks and rewards of ownership to the buyer;
∙the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
∙the amount of revenue can be measured reliably;
∙it is probable that the Group will receive the consideration due under the transaction; and
∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue from property sales is recognised on completion. Deposits received from purchasers prior to legal completion are recorded as liabilities until completion occurs.
Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
∙the amount of revenue can be measured reliably;
∙it is probable that the Group will receive the consideration due under the contract.

Revenue includes fees earned on developed let assets and recharges made by an owned letting company in respect of incurred costs on behalf of its tenants. 
Revenue from rental income and management charges is recognised in the period in which it is earned, on a straight-line basis over the lease term.
Revenue from construction work is recognised in line with the progress of individual contracts at the reporting date, measured by reference to costs incurred compared with total expected contract costs. Provision is made for foreseeable losses on contracts as soon as they are identified.

 
2.5

Operating leases: the Group as lessee

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

 
2.6

Finance costs

Finance costs are charged to the profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount.

- 20 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.7

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in the profit or loss when they fall due. Amounts not paid are shown in other creditors as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.

 
2.8

Taxation

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 reporting date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting 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;
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

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 reporting date.


 
2.9

Exceptional items

Exceptional items are one-off transactions that are presented separately due to their size or incidence.

- 21 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.10

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Computer software
-
5
years

 
2.11

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Plant and machinery
-
25% straight line
Motor vehicles
-
20% straight line
Fixtures and fittings
-
20% straight line
Computer equipment
-
20% straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the profit or loss.

- 22 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.12

Impairment of fixed assets and goodwill

Assets that are subject to depreciation or amortisation are assessed at each reporting date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each reporting date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.

 
2.13

Investment property

Investment property is carried at fair value determined annually by external valuers and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided. Changes in fair value are recognised in profit or loss.

 
2.14

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.15

Associates and joint ventures

An entity is treated as an associated undertaking where the Group exercises significant influence in that it has the power to participate in the operating and financial policy decisions.
In the consolidated accounts, interests in associated undertakings are accounted for using the equity method of accounting. Under this method an equity investment is initially recognised at the transaction price (including transaction costs) and is subsequently adjusted to reflect the investors share of the profit or loss, other comprehensive income and equity of the associate. The Consolidated Statement of Comprehensive Income includes the Group's share of the operating results, interest, pre-tax results and attributable taxation of such undertakings applying accounting policies consistent with those of the Group. In the Consolidated Statement of Financial Position, the interests in associated undertakings are shown as the Group's share of the identifiable net assets, including any unamortised premium paid on acquisition.
Any premium on acquisition is dealt with in accordance with the goodwill policy.

- 23 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.16

Development stock

Development stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
At each reporting date, Development stocks are assessed for impairment, as detailed in Note 3. If Development stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the profit or loss.
Subsequent reversals of any previously recognised impairment are recognised in profit or loss to the extent permitted by applicable accounting standards, and are limited to the amount that would have been recognised had no impairment been recorded.


 
2.17

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.

 
2.18

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.

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

In accordance with the rules established by the Financial Conduct Authority the company holds all client funds in segregated statutory trust client bank accounts. These client bank accounts comprise of cash collected on behalf of clients and the Group does not have any rights over these balances  Therefore, client bank accounts are offset with client liability accounts in the Group financial statements. 

 
2.19

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.

- 24 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

  
2.20

Financial instruments

The Group 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.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at transaction price, net of transactions costs and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitutes a financing transaction, like the payment of trade debt deferred beyond normal business terms or in the case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of the future cash flows discounted at a market rate of interest for similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of small company, or public benefit entity concessionary loan.
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 in recognised in the consolidated Profit and Loss Account.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset’s carrying amount and the present value of estimated cash flows discounted at the asset’s original effective interest rate. If a financial asset has variable interest rate, the discount rate for measuring any impairment loss is the current interest rate determined under the contract.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset’s carrying amount and best estimate of the recoverable amount, which is an approximation of the amount the Group would receive for the assets if it were to be sold at the balance sheet date.
Financial assets and liabilities are offset and the net amount reported in the Consolidated Statement of Financial Position when there is an 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.

- 25 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The critical judgments that the director has made in the process of applying the Company's accounting policies that have the most significant effect on the amounts recognised in the statutory financial statements are discussed below.
Key sources of estimation uncertainty
The estimates and assumptions which could result in a material adjustment to the carrying amount of assets and liabilities are as follows.
Net realisable value of property developed for sale
A key area of estimation uncertainty in preparing the financial statements is in relation to assessing the impairment of stock. Net realisable value of property held for sale is assessed by the director using knowledge of the sites, the local property market and available market data. Costs to complete of work in progress are assessed by management based on discussions and correspondence with developers.
Carrying value of investments
In assessing whether there have been any indicators of impairment in investments, the directors have considered historic experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. There have been no indicators of impairments identified during the current or prior financial year.


4.


Turnover

An analysis of turnover by class of business is as follows:


2025
2024
£
£

Property sales
614,000
2,684,715

Management recharges
794,653
540,435

Rental income
5,537,011
2,250,949

Other income
1,339,326
458,900

Construction income
7,261,208
221,658

15,546,198
6,156,657


All turnover arose within the United Kingdom.

- 26 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

5.


Exceptional items

2025
2024
£
£




Exceptional-cost of sales

Impairment to work in progress
8,521,363
8,808,125

Exceptional- admin

Write-off in respect of a disposed subsidiary
-
272,145

Intercompany write-off
14,076,896
-

Redundancy costs
8,500
81,219

Professional fees
13,080
252,222

Minority buyout
-
250,000

22,619,839
9,663,711


6.


Other operating income

2025
2024
£
£

Other operating income
271,723
182,280

Tenant services receivable
70,165
-

Insurance claims receivable
130,000
-

471,888
182,280



7.


Operating loss

The operating loss is stated after charging:

2025
2024
£
£

Depreciation of owned tangible fixed assets
131,148
29,609

Amortisation of intangible assets
247,872
129,124

- 27 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

8.


Auditor's remuneration

During the year, the Group obtained the following services from the Company's auditor and its associates:


2025
2024
£
£

Fees payable to the Company's auditor for the audit of the consolidated and Parent Company's financial statements
215,250
205,000


9.


Employees

Staff costs were as follows:


Group
Group
2025
2024
£
£


Wages and salaries
3,549,756
4,072,111

Social security costs
431,652
403,688

Cost of defined contribution scheme
122,432
64,305

4,103,840
4,540,104


The average monthly number of employees, including the director, during the year was as follows:



Group
Group
Company
Company
        2025
        2024
        2025
        2024
            No.
            No.
            No.
            No.









Total
84
93
1
2

- 28 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

10.


Director's remuneration

2025
2024
£
£

Director's emoluments
686,944
741,248

Group contributions to defined contribution pension schemes
20,393
8,190

707,337
749,438


During the year retirement benefits were accruing to 1 director (2024 - 1) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £582,112 (2024 - £430,372).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £20,393 (2024 - £8,190).


11.


Finance costs and similar expenses

2025
2024
£
£


Bank interest payable
-
1,225

Loan finance costs
1,748,698
716,477

Other interest payable
46,401
-

1,795,099
717,702


12.


Taxation


2025
2024
£
£

Corporation tax


Current tax on profits for the year
-
-

Adjustments in respect of previous periods
(4,152)
-


Total current tax
(4,152)
-

Deferred tax

Total deferred tax
-
-


Taxation on profit/(loss) on ordinary activities
(4,152)
-
- 29 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
 
12.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2024 - higher than) the standard rate of corporation tax in the UK of25% (2024 - 25%). The differences are explained below:

2025
2024
£
£


Loss on ordinary activities before tax
(24,803,022)
(21,110,127)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
(6,200,756)
(5,277,532)

Effects of:


Expenses not deductible for tax purposes
3,400,036
977,297

Fixed asset differences
-
19

Adjustments to tax charge in respect of prior periods
(4,152)
-

Movement in deferred tax not recognised
2,698,048
4,467,033

Income not taxable for tax purposes
(155,752)
(225,789)

Exempt distribution income
-
(11,896)

Amounts (charged)/credited directly to the STRGL or otherwise transferred
(32,916)
-

Chargeable gains/(losses)
248,750
-

Adjustments in respect of previously unrecognised profit
42,590
117,204

Group relief
-
(46,336)

Total tax charge for the year
(4,152)
-


Factors that may affect future tax charges

The Group has accumulated tax trading losses of £45.5m (2024: £40.8m) that may be utilised to offset against future tax charges, subject to certain conditions and limitations imposed by tax regulations. No deferred tax asset has been recognised in these financial statements in respect of these losses. 

- 30 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

13.


Intangible assets

Group





Computer software

£



Cost


At 1 January 2025
665,457


Additions
48,382



At 31 December 2025

713,839



Amortisation


At 1 January 2025
177,161


Charge for the year
247,872



At 31 December 2025

425,033



Net book value



At 31 December 2025
288,806



At 31 December 2024
488,296



- 31 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

14.


Tangible fixed assets

Group



Plant and machinery
Motor vehicles
Fixtures and fittings
Computer equipment
Total

£
£
£
£
£



Cost


At 1 January 2025
93,089
7,809
-
20,948
121,846


Additions
43,578
-
247,979
7,468
299,025



At 31 December 2025

136,667
7,809
247,979
28,416
420,871



Depreciation


At 1 January 2025
75,116
7,809
-
4,497
87,422


Charge for the year 
10,908
-
111,590
8,650
131,148



At 31 December 2025

86,024
7,809
111,590
13,147
218,570



Net book value



At 31 December 2025
50,643
-
136,389
15,269
202,301



At 31 December 2024
17,973
-
-
16,451
34,424

- 32 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

15.


Fixed asset investments

Group





Investments in associates
Other fixed asset investments
Total

£
£
£



Cost and net book value


At 1 January 2025
25,268,247
1,264,147
26,532,394


Additions
14,177,596
1,008,506
15,186,102


Disposals
-
(581,780)
(581,780)


Dividends
(800,000)
-
(800,000)


Share of profit/(loss)
1,399,240
-
1,399,240



At 31 December 2025
40,045,083
1,690,873
41,735,956




Additions to other fixed asset investments during the year relates to the investments made in Cityheart Investments Limited. 
During the year, the Company capitalised loans to Cityheart Limited, an associate, totalling £14,177,596. 

Company





Investments in subsidiary companies
Investments in associates
Total

£
£
£



Cost and net book value


At 1 January 2025
503
26,086,533
26,087,036


Additions
-
14,318,194
14,318,194



At 31 December 2025
503
40,404,727
40,405,230




- 33 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Paragon Property UK Group Ltd
60 Oxford Street, Manchester, United Kingdom, M1 5EE
Ordinary
100%
M-Apartments Limited*
60 Oxford Street, Manchester, United Kingdom, M1 5EE
Ordinary
100%
Northern Block Management Limited*
60 Oxford Street, Manchester, England, M1 5EE
Ordinary
100%
FM Maintenance Services Limited*
60 Oxford Street, Manchester, United Kingdom, M1 5EE
Ordinary
100%
Beechhawk Limited*
60 Oxford Street, Manchester, England, M1 5EE
Ordinary
100%
Duke Street (Manchester) Limited*
60 Oxford Street, Manchester, United Kingdom, M1 5EE
Ordinary
100%
Trafford Gardens (Manchester) Limited*
60 Oxford Street, Manchester, United Kingdom, M1 5EE
Ordinary
100%
Bloom St Limited*
60 Oxford Street, Manchester, England, M1 5EE
Ordinary
100%
Brookland House Limited*
60 Oxford Street, Manchester, United Kingdom, M1 5EE
Ordinary
100%
Academy Apartments (Manchester) Limited*
60 Oxford Street, Manchester, United Kingdom, M1 5EE
Ordinary
100%
Beech Finco Limited*
60 Oxford Street, Manchester, England, M1 5EE
Ordinary
100%
Beech Waterloo Limited*
60 Oxford Street, Manchester, United Kingdom, M1 5EE
Ordinary
100%
Ancoats Gardens Limited*
60 Oxford Street, Manchester, United Kingdom, M1 5EE
Ordinary
100%
Great Ancoats Street Ltd*
60 Oxford Street, Manchester, England, M1 5EE
Ordinary
100%
CCL Newcastle Limited
60 Oxford Street, Manchester, United Kingdom, M1 5EE
Ordinary
100%
CCL Sheffield Limited
60 Oxford Street, Manchester, United Kingdom, M1 5EE
Ordinary
100%
Glasgow CCL Limited
60 Oxford Street, Manchester, United Kingdom, M1 5EE
Ordinary
100%
Cityheart Investments Limited
Mercury Place, 11 St. George Street, Leicester, United Kingdom, LE1 1QG
Ordinary
100%
Oak Construction Projects Limited
Mercury Place, 11 St George Street, Leicester, Leicestershire, United Kingdom, LE1 1QG
Ordinary
100%
HBV Chester Ltd
Mercury Place, 11 St George Street, Leicester, Leicestershire, United Kingdom, LE1 1QG
Ordinary
100%
CCL Newcastle Opco Limited
60 Oxford Street, Manchester, United Kingdom, M1 5EE
Ordinary
100%
High Street Tower Limited*
60 Oxford Street, Manchester, United Kingdom, M1 5EE
Ordinary
100%

- 34 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Subsidiary undertakings (continued)

All subsidiaries marked with a * are companies which are indirectly held by Lote Tree UK Investments Limited.
All subsidiaries listed above were exempt from audit under Section 479A under Companies Act 2006. Except for High Street Tower which was dormant under section 480 under Companies Act 2006.


Associates


The following were associates of the Company:


Name

Registered office

Class of shares

Holding

Rowda Group Ltd
90 Freemens Common Road, Leicester, LE2 7SQ
Ordinary A
40%
Cityheart Limited
2 Hilliards Court, Chester Business Park, Chester, Chesire, CH4 9QP
Ordinary B
49%

- 35 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

16.


Investment property

Group


Freehold investment property

£



Valuation


At 1 January 2025
2,484,252


Surplus on revaluation
2,410,748


Transfers between classes
43,676,542



At 31 December 2025
48,571,542

During the year, properties with a carrying value of £46,671,542 were transferred from stock to investment property to reflect the directors' intention to hold the properties for the longer term (in excess of 12 months) for the purposes of generating rental income and/or capital appreciation. The properties were initially transferred at carrying value and no gain or loss arose on reclassification.
Following transfer, the properties were remeasured to fair value at the reporting date. The fair values were determined by the directors with reference to available market evidence and their knowledge of the underlying properties, except where noted below.
Included within the above balance are two properties. The property held by CCL Newcastle Opco Limited, valued at £36,071,542, was assessed by the directors on this basis. The Academy Apartments property was valued by independent valuers, Avison Young, at £12,500,000 (2024: £10,600,000), resulting in a revaluation gain of £1,900,000 during the year.
During the year, the property held by HBV Chester Limited, valued at £2,995,000, was transferred from investment property to stock at carrying value. The transfer did not give rise to a gain or loss.





At 31 December 2025



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

2025
2024
£
£


Historic cost
46,671,542
2,484,252

Accumulated depreciation and impairments
-
(20,702)

46,671,542
2,463,550

- 36 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
 
16.Investment property (continued)

Historic cost above for 2025 relates to the carrying value of stock transferred to investment property during the year. 




17.


Development stock

Group
Group
2025
2024
£
£

Raw materials and consumables
437,854
-

Development stock
5,513,406
12,086,373

Completed developments held for resale
13,429,849
57,934,327

19,381,109
70,020,700


The difference between purchase price or production cost of stocks and their replacement cost is not material.

During the year, due to performance variations and changes in assumptions, there were gross impairment charges of £8.5m (2024: £8.8m).
The Director considers all development stock to be essentially current in nature, although the Group’s operational cycle is such that a proportion of development stock will not be realised within 12 months. It is not possible to determine with accuracy when specific development stock will be realised, as this will be subject to a number of variables such as consumer demand and planning permission.

- 37 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

18.


Debtors

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£


Trade debtors
3,932,100
1,563,401
-
-

Amounts owed by group undertakings
1,597,669
12,900,588
21,834,644
87,162,700

Amounts owed by associates and other related parties
27,594,899
24,661,422
27,594,899
24,661,422

Other debtors
2,068,675
1,754,700
57,530
67,731

Prepayments and accrued income
2,184,371
1,359,120
-
-

37,377,714
42,239,231
49,487,073
111,891,853


Amounts owed by group undertakings are unsecured, interest free and repayable on demand. Balances remaining in amounts owed by group undertakings at the year end are owed from the wider group above Lote Tree UK Investments Limited. 


19.


Cash and cash equivalents

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Cash at bank and in hand
3,274,085
6,203,050
299,799
3,912,516

3,274,085
6,203,050
299,799
3,912,516


- 38 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

20.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Bank loans
16,352,167
31,384,342
-
-

Trade creditors
2,374,536
1,750,559
36,660
259,381

Amounts owed to group undertakings
10,284,661
8,833,279
2,696,087
1,331,301

Amounts owed to associates and other related parties
1,704
1,704
-
-

Corporation tax
-
33,592
-
-

Other taxation and social security
458,587
289,871
-
-

Obligations under finance lease and hire purchase contracts
49,595
-
-
-

Other creditors
56,351
489,239
-
-

Accruals and deferred income
5,034,880
2,494,591
126,630
135,590

34,612,481
45,277,177
2,859,377
1,726,272


Amounts owed to group undertakings are unsecured, interest free and repayable on demand. Balances remaining in amounts owed to group undertakings at the year end are owed to the wider group above Lote Tree UK Investments Limited. 


21.


Creditors: Amounts falling due after more than one year

Group
Group
2025
2024
£
£

Bank loans
24,000,000
7,749,663

Net obligations under finance leases and hire purchase contracts
86,793
-

24,086,793
7,749,663


Bank loans are secured with a fixed and floating charge with the Bank of London and the Middle East Plc, relating to property held by the business. 
Finance leases are secured over the assets to which they relate.

- 39 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

22.


Loans


Analysis of the maturity of loans is given below:


Group
Group
2025
2024
£
£

Amounts falling due within one year

Bank loans

16,352,167
31,384,342


Amounts falling due 2-5 years

Bank loans

24,000,000
7,749,663


40,352,167
39,134,005


At the balance sheet date, there were two loans at subsidiary entities within Group that were in breach of financial covenants. The total outstanding balance of these loans at year-end was £6,395,402. Under the terms of the loan agreements, these breaches entitled the lender to demand immediate repayment of the loan and as such have been included in current liabilities. Before the date that the financial statements were authorised for issue, the loan agreements have been renegotiated. Therefore, the previous covenant breaches have been waived, and the lenders have confirmed that they will not demand immediate repayment.


23.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2025
2024
£
£

Within one year
49,595
-

Between 1-5 years
86,793
-

136,388
-

- 40 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

24.


Share capital

2025
2024
£
£
Allotted, called up and fully paid



26 (2024 - 20) Ordinary shares of £1.00 each
26
20


In total, 6 Ordinary Shares were issued during the period for an aggregate premium of £21,955,596. Details of the shares issued have been disclosed below.
On 22 April 2025, 1 Ordinary Share was issued with a par value of £1 each and a premium of £5,299,851.
On 3 June 2025, 1 Ordinary Share was issued with a par value of £1 each and a premium of £4,999,849.
On 9 July 2025, 1 Ordinary Share was issued with a par value of £1 each and a premium of £2,499,849.
On 25 September 2025, 1 Ordinary Share was issued with a par value of £1 each and a premium of £1,999,849.
On 22 October 2025, 1 Ordinary Share was issued with a par value of £1 each and a premium of £6,499,999.
On 8 December 2025, 1 Ordinary Share was issued with a par value of £1 each and a premium of £656,199.
Each share having the same rights as the existing ordinary shares.


25.


Reserves

Share premium account

This reserve represents the value of shares above the nominal share price.

Profit and loss account

Includes all current and prior period retained profits and losses.

- 41 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
26.


Analysis of net debt







At 1 January 2025
Cash flows
New bank loans
New finance leases
Other non-cash changes
At 31 December 2025
£

£

£

£

£

£

Cash at bank and in hand

6,203,050

(2,928,965)

-

-

-

3,274,085

Debt due after 1 year

(7,749,663)

3,643

(1,218,162)

-

(15,035,818)

(24,000,000)

Debt due within 1 year

(31,388,147)

-

-

-

15,035,818

(16,352,329)

Finance leases

-

-

-

(136,388)

-

(136,388)


(32,934,760)
(2,925,322)
(1,218,162)
(136,388)
-
(37,214,632)


27.


Contingent liabilities

Certain bank loans held by the Group are secured by assets provided by other entities within the Group. While the borrowing entity is primarily responsible for repayment, the security arrangements create a potential obligation for the securing entities in the event of default.


28.


Capital commitments




At 31 December 2025 the Group and Company had capital commitments as follows:


Group
Group
2025
2024
£
£

Contracted for but not provided in these financial statements
-
414,762


29.


Pension commitments

The Group operates a defined contribution personal pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension charge for the period amounted to £122,432 (2024: £64,305). Contributions totalling £7,957 (2024: £16,855) were payable at the end of the financial period.

- 42 -

 
LOTE TREE UK INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

30.


Related party transactions

The Company has taken advantage of the exemption available in Section 33 of FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" related party disclosures from the requirement to disclose transactions with wholly owned group companies.
During the period sales were made of £7,708,243 (2024: £Nil) from entities under common control, the balance due as at 31 December 2025 was £1,200,479 (2024: £Nil).
Key management personnel are deemed to be the director and further information in relation to their remuneration can be found in Note 10.


31.


Post balance sheet events

In 2026, subsequent to the reporting date of 31st December 2025, the Group completed the sale of two developments. The combined consideration for these developments was £6.98m. The sale represents a significant transaction for the Group and was completed subsequent to the reporting period. Accordingly, an impairment of £1,078k was made against stock to align the carrying value to the consideration. 


32.


Controlling party

The ultimate parent company is Lote Tree Limited, a Company registered in Jersey. The Company number is 133268 and the registered address is 12 Castle Street, St Helier, Jersey, JE2 3RT.

- 43 -