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Registered number: 06304626










Pentland Properties Limited










Directors' Report and Financial Statements

For the year ended 31 January 2026

 
Pentland Properties Limited
 

Company Information


Directors
P N Tory 
J N Tory 
D J Callister 
P J Rosbrook 




Company secretary
P J Rosbrook



Registered number
06304626



Registered office
The Estate Office
Etchinghill Golf Club

Etchinghill

Folkestone

Kent

CT18 8FA




Independent auditors
Kreston Reeves Audit LLP
Statutory Auditor

Suite 2

Orchard House

Orchard Street

Canterbury

Kent

CT2 8AR




Bankers
Lloyds Bank Plc
Sandgate Road

Folkestone

Kent

United Kingdom

CT20 2AA




Solicitors
Knights
34 Pocklington Walk

Leicester

Leicestershire

LE1 6BU





 
Pentland Properties Limited
 

Contents



Page
Directors' Report
 
1 - 2
Independent Auditors' Report
 
3 - 6
Consolidated Statement of Comprehensive Income
 
7
Consolidated Balance Sheet
 
8
Company Balance Sheet
 
9
Consolidated Statement of Changes in Equity
 
10
Company Statement of Changes in Equity
 
11
Notes to the Financial Statements
 
12 - 21


 
Pentland Properties Limited
 

 
Directors' Report
For the Year Ended 31 January 2026

The directors present their report and the financial statements for the year ended 31 January 2026.

Directors' responsibilities statement

The directors are responsible for preparing the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the directors are required to:


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

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

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

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

Principal activity

The principal activity of the company is the construction and sale of domestic housing as well as the sale and purchase of land.

Results and dividends

The loss for the year, after taxation, amounted to £914,294 (2025 - profit £1,502,749).

The company paid dividends of £249,999 (2025: £1,000,000) during the year.

Directors

The directors who served during the year were:

P N Tory 
J N Tory 
D J Callister 
P J Rosbrook 

Objectives and policies

The company's objectives are to return consistent profits to shareholders, while maintaining good asset cover to support external funding. The company will work to obtain planning permissions on land that it holds, and to develop and sell homes and other properties.

The company's accounting policies allow for valuation of land at the lower of cost and net realisable value. The directors believe that the market value of land in its possession, both with and without planning permission, is considerably higher than the value shown in the accounts.

 
Page 1

 
Pentland Properties Limited
 

 
Directors' Report (continued)
For the Year Ended 31 January 2026

Going concern

The company has appropriate financial resources and access to further funding, and the directors consider that the company is in a strong position to manage its business risks and to take advantage of the current favourable market conditions in the house-building industry. Consequently they continue to adopt the going concern basis in preparing the annual report and accounts.

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' 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 auditors are 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 auditors are aware of that information.

Auditors

The audit registration of Kreston Reeves LLP was transferred to Kreston Reeves Audit LLP on 6 October 2025. Kreston Reeves Audit LLP were formally appointed as auditor to the company on 6 October 2025.

Under section 487(2) of the Companies Act 2006, Kreston Reeves Audit LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.

Small companies note

In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

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





J N Tory
Director
Date: 28 May 2026

Page 2

 
Pentland Properties Limited
 

 
Independent Auditors' Report to the Members of Pentland Properties Limited
 

Opinion


We have audited the financial statements of Pentland Properties Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 31 January 2026, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Cash Flows, the Statement of Changes in Equity, the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


∙give a true and fair view of the state of the Group's and of the Parent Company's affairs as at 31 January 2026 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 opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the 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 opinion.


Conclusions relating to going concern


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


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or 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 directors with respect to going concern are described in the relevant sections of this report.


Page 3

 
Pentland Properties Limited
 

 
Independent Auditors' Report to the Members of Pentland Properties Limited (continued)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are 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.


Opinion on other matters prescribed by the Companies Act 2006
 

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


∙the information given in the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Directors' Report has been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Group and the Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Directors' 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; or
∙the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemptions in preparing the Directors' Report and from the requirement to prepare a Group Strategic Report.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 1, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine 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 directors are 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 directors either intend to liquidate the Group or the Parent Company or to cease operations, or have no realistic alternative but to do so.


Page 4

 
Pentland Properties Limited
 

 
Independent Auditors' Report to the Members of Pentland Properties Limited (continued)


Auditors' responsibilities for the audit of the financial statements
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' 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:

Capability of the audit in detecting irregularities, including fraud:

Based on our understanding of the group and industry, and through discussion with the directors and other management (as required by auditing standards), we identified that the principal risks of non-compliance with laws and regulations related to health and safety, anti-bribery and employment law. We considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to increase revenue or reduce expenditure, management bias in accounting estimates and judgemental areas of the financial statements such as the valuation of work in progress. Audit procedures performed by the company engagement team included:
 
∙Discussions with management and assessment of known or suspected instances of non-compliance with laws and regulations (including health and safety) and fraud, and review of the reports made by management and internal audit; and
∙Assessment of identified fraud risk factors; and
∙Challenging assumptions and judgements made by management in its significant accounting estimates; and
∙Performing analytical procedures to identify any unusual or unexpected relationships, including related party transactions, that may indicate risks of material misstatement due to fraud; and
∙Confirmation of related parties with management, and review of transactions throughout the period to identify any previously undisclosed transactions with related parties outside the normal course of business; and
∙Reading minutes of meetings of those charged with governance, reviewing internal audit reports and reviewing correspondence with relevant tax and regulatory authorities; and
∙Review of significant and unusual transactions and evaluation of the underlying financial rationale supporting the transactions; and
∙Identifying and testing journal entries, in particular any manual entries made at the year end for financial statement preparation.


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.
 
Page 5

 
Pentland Properties Limited
 

 
Independent Auditors' Report to the Members of Pentland Properties Limited (continued)




As part of an audit in accordance with ISAs (UK), we exercise professional judgement and maintain professional scepticism throughout the audit. We also:


∙Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
∙Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion of the effectiveness of the Company's internal control.
∙Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
∙Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our Auditors' Report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our Auditors' Report. However, future events or conditions may cause the Company to cease to continue as a going concern.
∙Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
∙Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.


We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.


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 Auditors' 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.





Mark Attwood FCCA (Senior Statutory Auditor)
for and on behalf of
Kreston Reeves Audit LLP
Statutory Auditor
Canterbury

28 May 2026
Page 6

 
Pentland Properties Limited
 

Consolidated Statement of Comprehensive Income
For the Year Ended 31 January 2026

2026
2025
Note
£
£

  

Turnover
 3 
2,447,000
7,259,169

Cost of sales
  
(2,475,674)
(5,205,476)

Gross (loss)/profit
  
(28,674)
2,053,693

Administrative expenses
  
(642,160)
(325,196)

Operating (loss)/profit
  
(670,834)
1,728,497

Interest receivable and similar income
 6 
381,568
406,449

Interest payable and similar expenses
 7 
(618,366)
(130,837)

(Loss)/profit before tax
  
(907,632)
2,004,109

Tax on (loss)/profit
  
(6,662)
(501,360)

(Loss)/profit for the financial year
  
(914,294)
1,502,749

Loss/(Profit) for the year attributable to:
  

Owners of the Parent Company
  
914,294
(1,502,749)

  
914,294
(1,502,749)

There was no other comprehensive income for 2026 (2025:£NIL).

The notes on pages 12 to 21 form part of these financial statements.

Page 7

 
Pentland Properties Limited
Registered number: 06304626

Consolidated Balance Sheet
As at 31 January 2026

2026
2025
Note
£
£

  

Current assets
  

Stocks
  
35,497,387
10,092,960

Debtors
 11 
5,295,029
9,661,109

Cash at bank and in hand
 12 
144,319
1,104,160

  
40,936,735
20,858,229

Current liabilities
  

Creditors: amounts falling due within one year
  
(10,827,621)
(5,734,527)

Net current assets
  
 
 
30,109,114
 
 
15,123,702

Total assets less current liabilities
  
30,109,114
15,123,702

Creditors: amounts falling due after more than one year
  
(16,153,483)
-

Provisions for liabilities
  

Other provisions
 16 
(20,739)
(24,517)

  
 
 
(20,739)
 
 
(24,517)

Net assets
  
13,934,892
15,099,185


Capital and reserves
  

Called up share capital 
 17 
15,664
15,664

Share premium account
  
4,148,533
4,148,533

Profit and loss account
  
9,770,695
10,934,988

  
13,934,892
15,099,185


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




J N Tory
Director
Date: 28 May 2026

The notes on pages 12 to 21 form part of these financial statements.

Page 8

 
Pentland Properties Limited
Registered number: 06304626

Company Balance Sheet
As at 31 January 2026

2026
2025
Note
£
£

Fixed assets
  

Investments
 10 
100
-

  
100
-

Current assets
  

Stocks
  
13,861,213
10,092,960

Debtors
 11 
11,823,727
9,661,109

Cash at bank and in hand
 12 
143,948
1,104,160

  
25,828,888
20,858,229

Creditors: amounts falling due within one year
  
(10,797,949)
(5,734,527)

Net current assets
  
 
 
15,030,939
 
 
15,123,702

Total assets less current liabilities
  
15,031,039
15,123,702

  

Provisions for liabilities
  

Other provisions
 16 
(20,739)
(24,517)

  
 
 
(20,739)
 
 
(24,517)

Net assets
  
15,010,300
15,099,185


Capital and reserves
  

Called up share capital 
 17 
15,664
15,664

Share premium account
  
4,148,533
4,148,533

Profit and loss account brought forward
  
10,934,988
10,432,239

Profit for the year
  
161,114
1,502,749

Other changes in the profit and loss account

  

(249,999)
(1,000,000)

Profit and loss account carried forward
  
10,846,103
10,934,988

  
15,010,300
15,099,185


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

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


J N Tory
Director

Date: 28 May 2026

The notes on pages 12 to 21 form part of these financial statements.

Page 9

 
Pentland Properties Limited
 

Consolidated Statement of Changes in Equity
For the Year Ended 31 January 2026


Called up share capital
Share premium account
Profit and loss account
Equity attributable to owners of Parent Company
Total equity

£
£
£
£
£


At 1 February 2024
15,664
4,148,533
10,432,239
14,596,436
14,596,436



Profit for the year
-
-
1,502,749
1,502,749
1,502,749

Dividends: Equity capital
-
-
(1,000,000)
(1,000,000)
(1,000,000)



At 1 February 2025
15,664
4,148,533
10,934,988
15,099,185
15,099,185



Loss for the year
-
-
(914,294)
(914,294)
(914,294)

Dividends: Equity capital
-
-
(249,999)
(249,999)
(249,999)


At 31 January 2026
15,664
4,148,533
9,770,695
13,934,892
13,934,892


The notes on pages 12 to 21 form part of these financial statements.

Page 10
 

 
Pentland Properties Limited


 

Company Statement of Changes in Equity
For the Year Ended 31 January 2026



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


£
£
£
£



At 1 February 2024
15,664
4,148,533
10,432,239
14,596,436





Profit for the year
-
-
1,502,749
1,502,749


Dividends: Equity capital
-
-
(1,000,000)
(1,000,000)





At 1 February 2025
15,664
4,148,533
10,934,988
15,099,185





Profit for the year
-
-
161,114
161,114


Dividends: Equity capital
-
-
(249,999)
(249,999)



At 31 January 2026
15,664
4,148,533
10,846,103
15,010,300



The notes on pages 12 to 21 form part of these financial statements.

Page 11
 
Pentland Properties Limited
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2026

1.


General information

Pentland Properties Limited is a private company limited by shares, incorporated in England and Wales with registration number 06304626. The address of its registered office is The Estate Office, Etchinghill Golf Club, Etchinghill, Folkestone, Kent, CT18 8FA.

The principal activity of the group in the year under review was the purchase and sale of land, and the building of new build housing.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The consolidated 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 requirements and the Companies Act 2006. 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 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 company's functional currency is Pounds Sterling.

The company's financial statements are presented to the nearest £. 

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 Balance Sheet, 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 group has considerable financial resources and access to further funding, and the directors consider that the company is in a strong position to manage its business risks and to take advantage of the continuing market conditions in the house-building industry. Consequently, they continue to adopt the going concern basis in preparing the annual report and accounts. 

Page 12

 
Pentland Properties Limited
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2026

2.Accounting policies (continued)

 
2.4

Revenue

Revenue from sale of commercial and residential units is recognised on legal completion which is when title passes to the buyer. 

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 goods

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.

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;
∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and
∙the costs incurred and the costs to complete the contract can be measured reliably.

 
2.5

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.6

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.7

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If 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 profit or loss.

Page 13

 
Pentland Properties Limited
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2026

2.Accounting policies (continued)

 
2.8

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.

 
2.9

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.

 
2.10

Financial instruments

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

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

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
 
Page 14

 
Pentland Properties Limited
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2026

2.Accounting policies (continued)


2.10
Financial instruments (continued)


If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Basic financial liabilities

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 the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

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

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

 
2.11

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.

 
2.12

Finance costs

Finance costs are charged to 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. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.13

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

 
2.14

Interest income

Interest income is recognised in profit or loss using the effective interest method.

Page 15

 
Pentland Properties Limited
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2026

2.Accounting policies (continued)

 
2.15

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.16

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



3.


Turnover

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


2026
2025
£
£

Property sale and rental
2,447,000
7,259,169

2,447,000
7,259,169


All turnover arose within the United Kingdom.


4.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Group
Company
Company
2026
2025
2026
2025
£
£
£
£


Wages and salaries
102,204
217,691
102,204
217,691

Social security costs
763
-
763
-

102,967
217,691
102,967
217,691


The average monthly number of employees, including directors, during the year was 4 (2025 - 4).

Page 16

 
Pentland Properties Limited
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2026

5.


Directors' remuneration

2026
2025
£
£

Directors' emoluments
102,204
217,118

102,204
217,118


The highest paid director received remuneration of the above amount.


6.


Interest receivable

2026
2025
£
£


Other interest receivable
381,568
406,449

381,568
406,449


7.


Interest payable and similar expenses

2026
2025
£
£


Bank interest payable
613,083
-

Other loan interest payable
5,283
130,837

618,366
130,837


8.


Dividends

2026
2025
£
£


Dividends on equity capital
249,999
1,000,000

249,999
1,000,000


9.


Parent company profit for the year

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 profit after tax of the parent Company for the year was £161,114 (2025 - £1,502,749).

Page 17

 
Pentland Properties Limited
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2026

10.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


Additions
100



At 31 January 2026
100





Subsidiary undertaking


The following was a subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Pentland (Kingsnorth) Limited
The Estate Office,
 Etchinghill Golf Course,
 Etchinghill,
Folkestone,
Kent,
CT18 8FA
Ordinary
100%

The aggregate of the share capital and reserves as at 31 January 2026 and the profit or loss for the year ended on that date for the subsidiary undertaking were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)

Pentland (Kingsnorth) Limited
(1,075,308)
(1,075,408)

Page 18

 
Pentland Properties Limited
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2026

11.


Debtors

Group
Group
Company
Company
2026
2025
2026
2025
£
£
£
£

Due after more than one year

Amounts owed by companies under common control
1,756,052
2,256,052
1,756,052
2,256,052

Other debtors
6,000
3,849,046
6,000
3,849,046

1,762,052
6,105,098
1,762,052
6,105,098

Due within one year

Trade debtors
9,684
14,453
9,684
14,453

Amounts owed by companies under common control
2,457,334
2,850,000
8,990,044
2,850,000

Related party debtor
20,006
24,080
20,006
24,080

Other debtors
57,528
-
53,516
-

Prepayments and accrued income
988,425
667,478
988,425
667,478

5,295,029
9,661,109
11,823,727
9,661,109



12.


Cash and cash equivalents

Group
Group
Company
Company
2026
2025
2026
2025
£
£
£
£

Cash at bank and in hand
144,319
1,104,160
143,948
1,104,160

144,319
1,104,160
143,948
1,104,160



13.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2026
2025
2026
2025
£
£
£
£

Trade creditors
31,699
19,148
8,871
19,148

Amounts owed to group undertakings
607,334
-
607,334
-

Amounts owed to companies under common control
893,726
119,273
886,882
119,273

Corporation tax
-
221,773
-
221,773

Other taxation and social security
8,715
17,566
8,715
17,566

Other creditors
9,210,257
5,123,237
9,210,257
5,123,237

Accruals and deferred income
75,890
233,530
75,890
233,530

10,827,621
5,734,527
10,797,949
5,734,527


Page 19

 
Pentland Properties Limited
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2026

14.


Creditors: Amounts falling due after more than one year

Group
Group
2026
2025
£
£

Bank loans
16,153,483
-

16,153,483
-



15.


Loans


Analysis of the maturity of loans is given below:


Group
Group
2026
2025
£
£


Amounts falling due 1-2 years

Bank loans
16,153,483
-



16,153,483
-


The bank loan is secured by a fixed and floating charge over the assets of Pentland (Kingsnorth) Limited as well as a guarantee from Pentland Properties Limited.


16.


Provisions


Group and Company






 
 
Customer care and cost to complete provision

£





At 1 February 2025
24,517


Charged to profit or loss
(3,778)



At 31 January 2026
20,739

Page 20

 
Pentland Properties Limited
 

 
Notes to the Financial Statements
For the Year Ended 31 January 2026

17.


Share capital

2026
2025
£
£
Allotted, called up and fully paid



15,664 (2025 - 15,664) Ordinary Shares shares of £1.00 each
15,664
15,664



18.


Related party transactions

1) P N Tory and J N Tory are both directors and shareholders of Pentland Properties Limited and also directors and shareholders of Pentland Homes Limited. During the year Pentland Homes Limited provided £225,740 (2025: £1,619,672) worth of goods and services to the company. At the year end, the company owed £57,181 (2025: £51,693) to Pentland Homes Limited.

2) The following loans have been made to the company and remained outstanding at the year end:

i) P N Tory: The company owed P N Tory the sum of £3,548,011 (2025: £3,978,011) at the year end. During the year the interest of £Nil (2025: £27,520) was charged in respect of this loan.

ii) J N Tory: The company owed J N Tory the sum of £Nil (2025: £500,000) at the year end. During the year interest of £Nil (2025: £14,463) was charged in respect of this loan.

The loans are repayable in the next few years. J N Tory is both a director of Pentland Properties Limited and also controls Cave Hotels UK Limited. P N Tory is a director of Pentland Properties Limited.

3) The following loans were made by the company and remained outstanding at the year-end:

i) Cave Hotels UK Limited: The company was owed the sum of £1,756,052 (2025: £2,256,052) at the year end. No interest was charged in respect of this loan.

ii) Pentland Homes Limited: The company was owed the sum of £1,250,000 (2024: £2,850,000) at the year end. No interest was charged in respect of this loan.

During the year costs of £81,982 (2025: £87,891) were recharged to Cave Hotels UK Ltd and costs of £Nil (2025: £0.9k) were recharged by Cave Hotels UK Ltd. At the year end, Cave Hotels UK Ltd owed £16,253 (2025: £14,649) to the company


19.


Controlling party

Pentland Properties Limited is the ultimate parent company. J N Tory is the ultimate controlling party by virtue of his majority shareholding in the parent company. 
Page 21