The director presents the strategic report for the year ended 31 August 2025.

The principal activity of the group continued to be property development, property management and property sales. The group originates, funds and delivers residential and mixed-use schemes across the North of England, with a particular focus on Greater Manchester, Salford, Bolton and Leeds. Delivery is typically held in scheme-specific vehicles, with construction capability in the group through Forshaw Construction. Customers include owner-occupiers and private investors, Registered Providers of social housing, and short-stay operators under the Vivere brand.

Market conditions in 2024/25 remained demanding. Mortgage affordability, still-elevated interest rates and the additional time and cost of Building Safety Act gateways reduced the conversion of consents into starts across the sector. Demand for well-located homes in Manchester, Salford and Leeds was nonetheless resilient, and public policy continued to favour housing delivery, including an expanding affordable homes programme. For the group the binding constraint remained access to development capital at the scale now required by the pipeline, rather than a lack of end demand.

Turnover fell to £20.0m (2024: £39.1m) as fewer schemes reached practical completion, the point at which the group recognises property sales. Gross profit was more resilient at £4.2m (2024: £4.5m) and the gross margin improved to 21.0% (2024: 11.6%), reflecting the mix of sites completed in the year. Operating profit was £3.5m (2024: £5.0m). Finance costs reduced sharply to £0.3m (2024: £2.2m) as borrowings were repaid on completed schemes. Profit for the year was £2.0m (2024: £2.3m as restated).

The balance sheet strengthened. Net assets increased to £3.8m (2024: £2.2m as restated). Stocks and work in progress reduced to £1.9m (2024: £9.7m) as completed units were sold. Cash at the year end was £1.8m (2024: £1.7m) and net current assets rose to £4.5m (2024: £2.2m). Dividends of £390,000 were paid.

Development pipeline

The year was used to convert planning and land positions into a funded, multi-year pipeline. That pipeline will drive turnover in future periods rather than in the year under review.

Open-market and mixed-use. Vivere Residences and Aparthotel at Cornbrook, Manchester comprises 237 homes and an 88-key aparthotel on a gateway site within the emerging Manchester Waters district. In January 2025 Maslow Capital provided a £64.2 million development facility, the third facility that lender has extended to the group. New Foundry Square, Kirkstall Road, Leeds is a 504-home regeneration scheme promoted with Your Housing Group. A new 350-home open-market scheme at Pomona Island, Manchester extends the group's presence in the same waterside corridor as Vivere.

Affordable housing for Registered Providers. The group will deliver 30 affordable homes in Bolton and 154 affordable homes in Irlam, Salford. These schemes sit alongside the construction arm's existing Registered Provider work and give the pipeline a second engine that is less exposed to the private sales market.

Taken together the identified pipeline is approximately 1,275 homes plus 88 aparthotel keys. The director's strategy is to keep a balance between landmark city schemes, family and open-market product, and affordable delivery, and to commit unconditionally only where scheme-level funding is in place.

The group continues to undertake regular business assessments which include project and sector-wide risk registers. Mitigation measures are put in place to manage these to the lowest residual point. Due diligence on potential new projects focuses first on funding availability and debt structure.

The principal risks remain the general economic climate in the UK, specifically mortgage affordability and availability together with Bank of England interest rates. Sales rates on open-market schemes will continue to track the mortgage market. Costs have increased in the construction sector and, whilst material prices have stabilised somewhat, minimum wage increases together with new regulation continue to add to the cost base. The Building Safety Act and Gateway 2 requirements are a particular programme risk on taller schemes such as Vivere. Concentration in a small number of large sites, and the availability of development capital at the required scale, are also kept under review.

Liquidity risk

The group seeks to manage financial risk by ensuring liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably. Short-term flexibility is achieved by way of funding obtained from fellow group companies as required. Development finance is arranged at scheme level before unconditional commitment. Cash generated from completions in the year was applied in part to the repayment of borrowings.

Interest rate risk

The group finances its operations through a combination of retained profits, intra-group loans and other borrowings. Exposure to interest rate fluctuations on borrowings is managed by the use of fixed facilities where available. The reduction in finance costs in the year followed the repayment of scheme debt as sites completed.

The group reviews and monitors performance against a number of key performance indicators, both financial and non-financial. The principal financial measures are turnover, profit and net assets. These are reviewed by the management team and reported to the director on a monthly basis.

The main financial KPIs and corresponding results are as follows:

• Turnover £20.0m (2024: £39.1m)

• Gross profit £4.2m (2024: £4.5m); gross margin 21.0% (2024: 11.6%)

• Operating profit £3.5m (2024: £5.0m)

• Profit for the year £2.0m (2024: £2.3m as restated)

• Net assets £3.8m (2024: £2.2m as restated)

• Cash £1.8m (2024: £1.7m)

The main non-financial KPIs are as follows:

• Average monthly employees 9 (2024: 6)

• Development stock and work in progress £1.9m (2024: £9.7m), reflecting completions in the year

• Forward pipeline of c.1,275 homes plus 88 aparthotel keys, as set out above

On behalf of the board

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

The principal activity of the company and group continued to be that of property management, property development and property sales.

The results for the year are set out on page 8.

Ordinary dividends were paid amounting to £390,000. The director does not recommend payment of a further dividend.

The director who held office during the year and up to the date of signature of the financial statements was as follows:

Subsequent to the year-end, a restructuring of the share capital took place whereby L C Forshaw acquired the remaining 35% of the issued share capital in the company. As a result, L C Forshaw now holds 100% of the issued ordinary share capital and is the ultimate controlling party of the company.

The director continues to monitor and manage trade, seeking growth through both new and existing site developments. Priorities for the year ending 31 August 2026 are:

• Progress Vivere through Gateway 2 and into construction, and maintain reporting discipline on the £64.2 million facility.

• Support the planning determination of New Foundry Square and prepare detailed design, fire strategy and funding so that a start on site can follow consent.

• Advance the 350-home open-market scheme at Pomona Island, Manchester.

• Deliver the Registered Provider programmes of 30 affordable homes in Bolton and 154 affordable homes in Irlam, Salford.

After the year end the group signed a letter of intent with AND Capital Ventures to explore a closed-ended residential development and investment fund targeting up to £185 million. Until first close that capital is not treated as committed. The director considers that the group has sufficient financial resources in place to execute its current strategy.

Sumer Auditco Limited was appointed as auditor to the group in accordance with section 485 of the Companies Act 2006, are deemed to be reappointed under section 487(2) of the Companies Act 2006.

The director is responsible for preparing the Annual Report and the 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 group and company, 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 and then apply them consistently;

• make judgements 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 and company will continue in business.

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

The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

We have audited the financial statements of Forshaw Land & Property Group Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 August 2025 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group 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 the financial statements:

• give a true and fair view of the state of the group's and the parent company's affairs as at 31 August 2025 and of the group's profit for the year then ended;

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

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

Basis for opinion

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

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the 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's and 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.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

• The information given in the 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 strategic report and the director's report have been prepared in accordance with applicable legal requirements.

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 strategic report or the director's report.

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:

• adequate accounting records have not been kept by the parent company, or 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 directors' remuneration specified by law are not made; or

• we have not received all the information and explanations we require for our audit.

As explained more fully in the director's responsibilities statement, 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 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 parent company or to cease operations, or has no realistic alternative but to do so.

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 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.

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussions with the directors (as required by auditing standards) and discussed with the directors the policies and procedures regarding compliance with laws and regulations. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The potential effect of these laws and regulations on the financial statements varies considerably.

Firstly, the company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation and taxation legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

Secondly, the company is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation or the loss of the company's license to operate. We identified the following areas as those most likely to have such an effect: laws related to health and safety, construction, the nature of the company's activities and the regulated nature of the company's activities.

Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and inspection of regulatory and legal correspondence, if any. Through these procedures we did not become aware of any actual or suspected non-compliance.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

We design procedures in line with our responsibilities, outlined below to detect material misstatement due to fraud:

• Matters are discussed amongst the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud

• Identifying and assessing the design and effectiveness of controls that management have in place to prevent and detect fraud

• Detecting and responding to the risks of fraud following discussions with management and enquiring as to whether management have knowledge of any actual, suspected or alleged fraud;

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Other matters which we are required to address

The financial statements for the year ended 31 August 2024 were not audited, as an exemption from audit was claimed under section 477 of the Companies Act 2006.

Use of our report

This report is made solely to the parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £366,592 (2024 - £657,293 loss).

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

Forshaw Land & Property Group Ltd (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 14 Wood Street, Bolton, BL1 1DY.

The group consists of Forshaw Land & Property Group Ltd and all of its subsidiaries.

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.

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 at fair value. The principal accounting policies adopted are set out below.

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

The consolidated group financial statements consist of the financial statements of the parent company Forshaw Land & Property Group Ltd together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 31 August 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.

At the time of approving the financial statements, the director has a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

Turnover represents amounts receivable for property sales net of VAT.

Turnover in respect of property sales is recognised when there is an unconditional contract to sell and there is a right to consideration in exchange for fulfilling contractual obligations. This is deemed to be on practical completion.

Ground rent income is recognised at the fair value of the consideration received in relation to rental income and is shown net of VAT and other sales related taxes.

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

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.

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

In the parent company financial statements, investments in associates are accounted for at cost less impairment.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Stock and work in progress is valued at the lower of cost and net realisable value. Cost includes all expenses of acquisition and development incurred at the balance sheet date. Interest cost on finance is excluded. Net realisable value is the estimated selling price less further costs expected to be incurred on completion and disposal.

Work in progress includes properties that are undergoing development which have not achieved practical completion at the balance sheet date or an unconditional contract to sell the property has not been exchanged at the balance sheet date. All work in progress that is capitalised has a high probability that the sale of the development will complete and the sale price will be higher than the costs.

All work in progress in relation to sites where the future economic benefits to the entity are unknown, is written off to the profit and loss account when the cost is incurred.

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 group 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 group's balance sheet when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and 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 assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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 group 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.

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

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 profit and loss account 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 group’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 profit and loss account, 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 if, and only if, there is 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.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

As Lessee

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

As lessor

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

Finance costs

Where the company incurs costs in respect of finance the costs are recognised in the profit and loss account over the period of the finance.

In the application of the group’s accounting policies, the director is 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 group assesses the carrying value of goodwill arising on consolidation for impairment annually. In 2025, the group had impairment losses of £Nil (2024: £Nil). The impairment tests against management estimates of future profitability and cash flows. At 31 August 2025, the goodwill is valued at £Nil (2024: £Nil), following a prior year restatement to reserves brought forward in 2024, see Note 3 for the full disclosure.

Refer to Note 13 for the carrying balance of goodwill impacted by this key accounting estimate.

The carrying value of shares held in subsidiaries is assessed at each balance sheet date, considering future profitability, cash flow and the likely sales value, to ascertain if there is any permanent diminution in value. At 31 August 2025, the company processed impairments of £Nil (2024: £Nil). A prior year adjustment has been posted in relation to an impairment of £1,199,900 for reserves brought forward in 2024, see the prior year adjustment note 3 for the full disclosure.

Refer to Note 16 for the investments in subsidiaries impacted by this key accounting estimate.

In line with accounting standards for construction contracts, the group recognises revenue and profit based on the stage of completion and costs to complete. In doing so, management must make certain estimations. The management review all contracts on a monthly basis and assess financial and operational performance versus budget as well as physically inspecting the work to corroborate the stage of completion. At the balance sheet date the group work in progress is stated as £1,244,675 (2024: £9,723,421).

Refer to Note 19 for the stocks impacted by this key accounting estimate.

Included in other borrowings is a beneficial loan arrangement subject to repayments in line with a waterfall agreement for £946,821 (2024: £932,520). The carrying amount is updated in line with the expected cash flows arising under the waterfall agreement. The amount was held in other creditors in the previous year and a prior year restatement has been included to recognise the fair value accordingly. See note 3 for more detail.

The carrying amount of goodwill recognised in the group accounts was assessed for impairment indicators, the impairment conditions noted were identifiable prior to the 2024 accounts. As a result, the goodwill has been fully impaired and retained earnings brought forward have been restated by £1,099,439.

A balance held in a subsidiary's other debtors in the prior year accounts for £200,000 was a historical balance assessed to no longer be recoverable. The conditions were present before the prior year accounts and the restatement has been included to write off the amount to the retained earnings brought forward.

On 25 September 2019, a subsidiary entered into an interest-free loan arrangement for £4,000,000 that was expected to be repaid at maturity on the 24 September 2024. In the previous year, this was held in other creditors in the group accounts at £4,000,000.

The beneficial loan arrangement should have been held at amortised cost, recognising the fair value at the initial date and unwinding interest to the maturity date. In May 2022, the terms were renegotiated between the parties and a waterfall agreement was executed. From this point onwards, the fair value of the redemption amount should have been recognised on the balance sheet.

As a result, the prior year restatement has been entered to recognise the movement of the initial loan amount to the fair value at 31 August 2024, this has resulted in a gain of £2,502,078 in the retained earnings brought forward and £565,402 gain on revaluation in the year.

Investment property held in the prior year was included at cost of £75,000. An assessment has been made over the fair value of the investment property and impairment conditions were recognisable in 2022 prior to these accounts and therefore, should have been impaired in earlier years. As a result, the prior year restatement has been included to impair the investments value to fair value of £Nil. The impairment has been made to retained earnings brought forward.

The investments held in the prior year were included at cost of £1,200,000 and related to an investment in a subsidiary which made its last sales in 2019. As such, an assessment has been made over the fair value of the investment and impairment conditions were recognisable prior to these accounts. As a result, the prior year restatement has been included to impair the investments value to fair value of £100. The impairment has been made to retained earnings brought forward.

An amount held in long term borrowings totaling £275,000 in the prior year has been assessed and reclassified to short term borrowings in the previous year's accounts. This loan amount is non-interest bearing and is repayable on demand and therefore should have been disclosed as a current liability. There is no impact on profit or reserves in the prior year accounts.

A provision has been included against the intercompany debtor that is unlikely to be recovered for £877,850. The conditions for the provision were present prior to the previous year's accounts as the trade in the subsidiary has been minimal since 2020, and therefore the prior year restatement has been entered to reduce retained earnings brought forward by the amount stated.

As a result of the impairment of an investment in a subsidiary company to reserves brought forward in 2024, the subsidiary now has net liabilities. As a result of this, dividends issued to Forshaw Land & Property Group Ltd in both 2023 of £706,569 and 2024 of £25,058 should be reversed.

These adjustments have been adjusted through reserves brought forward.

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

Their aggregate remuneration comprised:

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

Investment properties have been annually revalued by the directors on the basis of a desktop appraisal to reflect the expected fair value of the property as at 31st August 2025.

Details of the company's subsidiaries at 31 August 2025 are as follows:

Registered office addresses (all UK unless otherwise indicated):

The trading subsidiaries are exempt from audit under the provisions of s479a of the Companies Act 2006. Forshaw Land & Property Group Ltd, the ultimate parent company, has provided a guarantee for the liabilities of this company in connection with the financial period ended 31 August 2025.

Details of associates at 31 August 2025 are as follows:

The bank loan and mortgage are secured by fixed and floating charges over the property or undertaking of the company.

The bank loan was fully repaid in May 2026. Mortgage interest is repayable over 10 years with full repayment due in 2032. Interest is charged at a rate of 4.19%.

The finance leases are secured by the assets to which they relate.

Included in other borrowings is a beneficial loan arrangement subject to repayments in line with a waterfall agreement for £946,821 (2024: £932,520). The carrying amount is updated in line with the expected cash flows arising under the waterfall agreement. The amount was held in other creditors in the previous year and a prior year restatement has been included to recognise the fair value accordingly. See note 3 for more detail.

Also included in group other borrowings is a mezzanine loan totalling £Nil (2024: £3,556,592) which was secured by way of fixed and floating charge over all the property and undertakings of the group. This was fully repaid in the year.

The loans are secured by fixed and floating charges over the property or undertaking of the company.

The finance leases are secured by the assets.

Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group

During the year, the group had transactions with Primo Property Management (NW) Limited. Total amount of purchases by the group amounted to £52,439 (2024: £12,564). At the year end, there were amounts due to the group of £86,985 (2024: £131,583), amounts due to Primo Property Management (NW) Limited by the group total £10,260 (2024: £10,260).

The Group had amounts due of £21,539 (2024: £5,193) at year-end from Hesketh Developments Ltd, a related company due to common directors. The group also owed £39,942 (2024: £Nil credit balance) to Hesketh Developments Ltd.

The Group had amounts due of £17,028 (2024: £17,168) at year-end from Vision Management Group Ltd, a related company due to common directors.

The Group had outstanding balances owed of £58,715 (2024: £Nil) at year-end to FG Vivere Manchester Ltd, a related company due to common directors. Furthermore, the group were due £4,532,818 (2024: £65,200) from FG Vivere Manchester Ltd.

The Group had outstanding balances owed of £813,303 (2024: £Nil) from Oakridge Park Ltd, a related company due to common directors.

The Group had outstanding balances owed of £14,303 (2024: £Nil) at year-end to HB (Deansgate) Bolton Limited, a related company due to common directors.

During the year the group received advances of £250,000 (2024:£Nil) from F5 Ventures Ltd, a related company due to common directors. No repayments were made on this balance by the group, with the full amount of £275,000 (2024: £Nil) owed to the company at year-end.

During the year, the group made sales to a director of £34,651 (2024: £328,926). Repayments of £86,502 (2024: £Nil) and interest on the balance was charged of £4,411 during the year. At the year end, there was a balance of £50,621 (2024: £131,329) due to the group by the director in relation to the sales.

Company

The company has taken advantage of the exemption available in accordance with FRS 102 section 1.12 (e) 'Related party disclosures' not to disclose transactions entered into between two or more members of a group, as the company is a wholly owned subsidiary undertaking of the group to which it is party to the transactions.

During the year, the company had transactions with FG Ordsall Lane Ltd, which is a 75% owned subsidiary. At the year end, there were amounts due to Forshaw Land & Property Group Ltd of £1,636,998 (2024: credit balance of £15,058).

During the year, the company had transactions with Primo Property Management (NW) Limited, a related company due to common directors. Total amount of purchases in the year amounted to £52,439 (2024: £12,564). At the year end, there were amounts owed to Forshaw Land & Property Group Ltd of £13,135 (2024: £61,480).

The company had amounts due of £21,539 (2024: £2,093) at year-end from Hesketh Developments Ltd, a related company due to common directors.

The company had amounts due of £13,268 (2024: £13,268) at year-end from Vision Management Group Ltd, a related company due to common directors.

The company had amounts owed of £58,715 (2024: £65,200 debtor balance) at year-end to FG Vivere Manchester Ltd, a related company due to common directors.

Dividends totalling £390,000 (2024 - £0) were paid in the year in respect of shares held by the company's directors.

Prior to the declaration of these dividends, J W Forshaw and P J Forshaw formally executed legal deeds of waiver in respect of their complete entitlements to these distributions. The total value of dividends waived by the shareholders mentioned was £210,000 (2024: £Nil)

During the year, the group made sales to a director of £34,651 (2024: £328,926). At the year end, there was a balance of £50,621 (2024: £131,329) due to the group by the director in relation to the sales.

Advances or credits have been granted by the company to its directors as follows:

At the balance sheet date, the company was under the joint control of L C Forshaw, J W Forshaw and P J Forshaw, who held 65%, 25%, and 10% of the issued ordinary share capital respectively.

Subsequent to the year-end, a restructuring of the share capital took place whereby L C Forshaw acquired the remaining 35% of the issued share capital. As a result, L C Forshaw now holds 100% of the issued ordinary share capital and is the ultimate controlling party of the company.

At the balance sheet date, the company was under the joint control of L C Forshaw, J W Forshaw and P J Forshaw, who held 65%, 25%, and 10% of the issued ordinary share capital respectively.

Subsequent to the year-end, a restructuring of the share capital took place whereby L C Forshaw acquired the remaining 35% of the issued share capital. As a result, L C Forshaw now holds 100% of the issued ordinary share capital and is the ultimate controlling party of the company.