The directors of the company have elected not to include a copy of the income statement within the financial statements.true

For the financial year ended 31 December 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

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

Harlequin Properties UK Ltd is a private company limited by shares incorporated in England and Wales. The registered office is 37 Barrowgate Road, Chiswick, London, W4 4QX.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include investment properties and certain financial instruments measured at fair value. The principal accounting policies adopted are set out below.

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover represents amounts receivable for sale of properties held for development. Profits and losses on the sale of investment properties and property development projects are recognised on completion of contract.

Rental income receivable is included in other operating income net of related expenses.

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.

The company holds a convertible redeemable loan note investment denominated in euros and issued by an overseas investee undertaking.

The directors have concluded that the instrument does not meet the definition of a basic financial instrument and is therefore accounted for as an other financial instrument in accordance with Section 12 of FRS 102. In reaching this conclusion, consideration was given to the instrument's performance-linked return and conversion features.

On initial recognition, the investment is measured at fair value, being the consideration paid, translated into sterling at the spot exchange rate prevailing on the transaction date.

Subsequently, the investment is measured at fair value at each reporting date, with all gains and losses recognised in profit or loss in the period in which they arise.

Fair value is determined at each reporting date using appropriate valuation methods and relevant information available at that date.

As the investment is denominated in euros, its fair value is determined in euros and translated into sterling using the closing exchange rate at the reporting date. Exchange differences arising on retranslation are recognised in profit or loss.

Income arising from the instrument is recognised in profit or loss when the company's contractual right to receive economic benefits has been established and the amount can be measured reliably. Where returns are contingent upon the achievement of specified performance conditions by the issuer, income is recognised only when those conditions have been satisfied.

Development costs in respect of property development projects are valued at the lower of cost and net realisable value. No interest is capitalised in respect of property development projects.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's statement of financial position 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 debtors 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 unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

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 creditors, bank loans, loans from fellow group companies and preference shares 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 classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the statement of comprehensive income, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

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 that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

The key area of judgement and source of estimation uncertainty is the valuation of investment properties. The directors exercise a significant amount of judgement when valuing the investment properties annually and use their extensive knowledge of the property market and trends in this area to do so.

The company holds a €300,000 convertible redeemable loan note as part of an overseas investment which is measured at fair value.

The determination of fair value requires judgement and estimation. In assessing fair value at 31 December 2025, consideration was given to the financial position of the investee, the stage of development of the underlying project and the contractual redemption and conversion rights attached to the investment. The fair value of the investment at 31 December 2025 was assessed as not materially different from its original investment value.

The average monthly number of persons (including directors) employed by the company during the year was:

The investment properties were valued by the directors on 31 December 2025 at fair value.

Any gain or loss arising from a change in fair value is recognised in the income statement.

The historic cost of the properties amounted to £4,502,398 (2024: £4,502,398).

Other investments comprise a €300,000 convertible redeemable loan note investment held as part of an overseas investment. The investment is accounted for as an other financial instrument in accordance with Section 12 of FRS 102 and is measured at fair value through profit or loss.

Other debtors represent a euro-denominated loan receivable of €127,750 due from an overseas investee undertaking. The loan bears interest at 15% per annum and was contractually repayable on 31 July 2026.

A bank loan of £3,795,000 (2024: £3,975,000) included in the amount above is secured by a legal debenture over the assets of the company and a legal charge over certain properties of the company. This loan bears interest at a fixed annual rate of 2.25% over the Bank of England base rate.

A loan of £265,000 (2024: £nil) included in bank loans due after more than one year was secured by a legal charge over a specific property of the company. The loan bears interest at a fixed annual rate of 3.25% over the Bank of England base rate.

The following are the major deferred tax liabilities and assets recognised by the company:

Interest free loans have been granted to the company by its directors as follows:

The directors have provided a personal guarantee of £200,000 plus interest and costs on the loan facility provided by one of the company's bankers.