REGISTERED NUMBER: 02853836

ARLINGCLOSE LIMITED

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025

Page

Strategic Report

1

Report of the Directors

3

Report of the Independent Auditors

5

Profit and Loss Account

9

Other Comprehensive Income

10

Balance Sheet

11

Statement of Changes in Equity

12

Cash Flow Statement

13

Notes to the Financial Statements

14

The directors present their strategic report for the year ended 30 June 2025.

REVIEW OF BUSINESS

The principal activities of the company are treasury management advisory and capital finance consultancy services. This includes treasury risk management, technical and accounting services, project finance and the structuring and funding of assets.

While the UK economy continued to experience low growth and above-target inflation (real GDP per capita growth 0.9% and CPI inflation 3.6% in the year to June 2025), the company prospered. Turnover increased by 7.3% to £4,810,249 (2024 increase of 1.5% to £4,481,430), with growth in both retainer contracts and consultancy work, while profit before tax increased 11.0% to £2,140,350 (2024 decrease of 1.0% to £1,927,501) as administrative expenses grew more slowly than turnover.

Arlingclose continues to be carbon neutral, and we once again offset significantly more carbon than our estimated in-year emissions, through schemes which plant trees in schools across all regions of the UK, having previously offset all of our estimated historic carbon emissions.

The company is committed to training and development, and six employees are currently studying for professional qualifications, including three CIPFA accountancy apprentices.

The board of directors would like to record its gratitude for the continuing support of the company's loyal clients alongside the efforts and commitment of its hard-working employees.

The company's MIFIDPRU 8 disclosure information, as required by the Financial Conduct Authority, is available by contacting its London office.

FUTURE DEVELOPMENTS

Arlingclose faces the continuing challenges of a sluggish domestic economy, above target inflation and the climate emergency. Through agility and adaptability we endeavour to meet these challenges and prosper. Effective delivery of a premium, quality service will remain the key objective for the company.

Embracing new ways of working improves the service we provide to our clients, and assists in reducing our carbon footprint which remains a key strategic objective.

Long-term interest rates remain much higher than in the recent past and these, alongside changes to governance and capital finance frameworks for our local government clients, will continue to provide opportunities for the company to provide additional advice to new and existing clients to help them navigate this period of economic and regulatory uncertainty.

Arlingclose will ensure that it has the resources available to respond to clients' demands and will continue to employ quality staff to help in the delivery of added value services.

ON BEHALF OF THE BOARD:

M J Pickering - Director

16 October 2025

The directors present their report with the financial statements of the company for the year ended 30 June 2025.

RESULTS FOR THE YEAR

The profit on ordinary activities after taxation for the year was £1,728,082 (2024 profit £1,607,473).

DIVIDENDS

The total distribution of dividends for the year ended 30 June 2025 was £1,921,450.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 July 2024 to the date of this report.

M J Pickering

D A Blake

D A Green

M Swallow

DISCLOSURE IN THE STRATEGIC REPORT

Information relating to future developments as required to be disclosed in the Report of the Directors is included in the Strategic Report in accordance with Companies Act s414C(11).

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), 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 of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies 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 company 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 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, H L Barnes, Statutory Auditors, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

M J Pickering - Director

16 October 2025

Opinion

We have audited the financial statements of Arlingclose Limited (the 'company') for the year ended 30 June 2025 which comprise the Profit and Loss Account, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Financial Statements, 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 company's affairs as at 30 June 2025 and of its 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the 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 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 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.

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 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 the audit:

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

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

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-	the 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.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 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 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 company or to cease operations, or have no realistic alternative but to do so.

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 a Report of the Auditors 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:

Discussion with the Board and management involved in the Risk and Compliance functions of the Company, including consideration of known or suspected instances of non-compliance with laws and regulation and fraud. Evaluation and testing of the Board and senior management's controls, designed to prevent and detect irregularities. Assessment of management's investigation into any such reported matters and enquiry of those responsible for investigating suspected or alleged fraudulent activity within the company. Reading key correspondence with the Financial Conduct Authority, including those in relation to compliance with laws and regulations.

Reviewing relevant correspondence between the Board, management and staff.

Designing audit procedures to incorporate unpredictability around the nature, timing, or extent of our testing. The audit procedures include, but are not limited to, identifying and testing journal entries based on risk criteria, identifying and testing transactions entered into outside the normal course of the Company's business.

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. The 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 or misrepresentation.

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 on 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 Report of the Auditors 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 Report of the Auditors. 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.

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 a Report of the Auditors 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.

Robert Bowen BA (Hons) FCA (Senior Statutory Auditor)

for and on behalf of H L Barnes, Statutory Auditors

Barclays Bank Chambers

Stratford upon Avon

Warwickshire

CV37 6AH

16 October 2025

TURNOVER

4,810,249

4,481,430

Administrative expenses

2,745,697

2,608,063

OPERATING PROFIT

4

2,064,552

1,873,367

Investments market value movements

5

19,299

19,675

2,083,851

1,893,042

Interest receivable and similar income

56,499

34,459

PROFIT BEFORE TAXATION

2,140,350

1,927,501

Tax on profit

6

412,268

320,028

PROFIT FOR THE FINANCIAL YEAR

1,728,082

1,607,473

PROFIT FOR THE YEAR

1,728,082

1,607,473

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,728,082

1,607,473

FIXED ASSETS

Intangible assets

8

-

-

Tangible assets

9

11,315

8,852

Investments

10

100

100

11,415

8,952

CURRENT ASSETS

Debtors

11

1,097,322

1,627,287

Investments

12

2,138,988

1,296,573

Cash at bank

108,144

409,209

3,344,454

3,333,069

CREDITORS

Amounts falling due within one year

13

2,596,529

2,389,929

NET CURRENT ASSETS

747,925

943,140

TOTAL ASSETS LESS CURRENT LIABILITIES

759,340

952,092

PROVISIONS FOR LIABILITIES

15

2,829

2,213

NET ASSETS

756,511

949,879

CAPITAL AND RESERVES

Called up share capital

16

830

830

Share premium

67,070

67,070

Capital redemption reserve

380,040

380,040

Retained earnings

308,571

501,939

SHAREHOLDERS' FUNDS

756,511

949,879

The financial statements were approved by the Board of Directors and authorised for issue on 16 October 2025 and were signed on its behalf by:

M J Pickering - Director

D A Green - Director

D A Blake - Director

M Swallow - Director

Called up

Capital

share

Retained

Share

redemption

Total

capital

earnings

premium

reserve

equity

£

£

£

£

£

Balance at 1 July 2023

830

631,241

67,070

380,040

1,079,181

Changes in equity

Dividends

-

(1,736,775

)

-

-

(1,736,775

)

Total comprehensive income

-

1,607,473

-

-

1,607,473

Balance at 30 June 2024

830

501,939

67,070

380,040

949,879

Changes in equity

Dividends

-

(1,921,450

)

-

-

(1,921,450

)

Total comprehensive income

-

1,728,082

-

-

1,728,082

Balance at 30 June 2025

830

308,571

67,070

380,040

756,511

Cash flows from operating activities

Cash generated from operations

18

2,572,822

1,841,390

Tax paid

(385,253

)

(326,339

)

Net cash from operating activities

2,187,569

1,515,051

Cash flows from investing activities

Purchase of tangible fixed assets

(10,904

)

(5,320

)

Purchase of current asset investments

(56,116

)

(34,057

)

Sale of tangible fixed assets

50

-

Disposal of current asset investments

1,675,710

695,000

Additions to current asset investments

(2,442,710

)

(525,000

)

Interest received

56,499

34,459

Group undertakings current account

210,287

202,298

Net cash from investing activities

(567,184

)

367,380

Cash flows from financing activities

Equity dividends paid

(1,921,450

)

(1,736,775

)

Net cash from financing activities

(1,921,450

)

(1,736,775

)

(Decrease)/increase in cash and cash equivalents

(301,065

)

145,656

Cash and cash equivalents at beginning of year

19

409,209

263,553

Cash and cash equivalents at end of year

19

108,144

409,209

1.	STATUTORY INFORMATION

Arlingclose Limited is a private company limited by shares. The company is registered in England under number 02853836 and the address of the registered office is Barclays Bank Chambers, Stratford-upon-Avon, CV37 6AH. The company's place of business is The Clement Rooms, 217 Strand, London, WC2R 1AT.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover

Turnover is the value of services provided to customers with revenue being recognised with respect to these services as contractual activity progresses, excluding value added tax and sales of fixed assets. The turnover is derived wholly from the principal activity within the United Kingdom.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Computer software is being amortised evenly over its estimated useful life of three years.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life.

Plant & equipment

-

20% on cost

Fixtures and fittings

-

25% on reducing balance

Computer equipment

-

33% on cost

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Profit and Loss Account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Research and development

Expenditure on research and development is written off in the year in which it is incurred except for projects where the expense is a part of the capital cost of the project.

Pension costs and other post-retirement benefits

The company operates a defined contribution plan for the benefit of its employees. Contributions are expensed as they become payable.

Leasing

Rentals payable under operating leases are charged on a straight line basis over the lease term.

3.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

1,774,109

1,743,745

Social security costs

224,068

221,757

Other pension costs

197,265

176,882

2,195,442

2,142,384

The average number of employees during the year was as follows:

2025

2024

Directors

4

4

Advisors

12

12

Administration

1

1

Apprentices

3

-

20

17

2025

2024

£

£

Directors' remuneration

776,574

763,375

Directors' pension contributions to money purchase schemes

83,533

79,000

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

4

4

Information regarding the highest paid director is as follows:

2025

2024

£

£

Emoluments etc

221,450

225,741

Pension contributions to money purchase schemes

43,333

40,000

4.	OPERATING PROFIT

The operating profit is stated after charging:

2025

2024

£

£

Depreciation - owned assets

7,872

6,922

Loss on disposal of fixed assets

519

5,318

Auditors' remuneration

9,000

9,000

Rent of land and buildings

69,471

58,434

5.	INVESTMENTS MARKET VALUE MOVEMENTS

See note 12 for Current Asset Investments held at market value.

6.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

2025

2024

£

£

Current tax:

UK corporation tax

411,524

322,470

Adjustments in respect of previous years

128

(1,658

)

Total current tax

411,652

320,812

Deferred tax

616

(784

)

Tax on profit

412,268

320,028

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

2025

2024

£

£

Profit before tax

2,140,350

1,927,501

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 25%)

535,088

481,875

Effects of:

Expenses not deductible for tax purposes

3,202

643

Utilisation of tax losses

(112,121

)

(153,377

)

Adjustments to tax charge in respect of previous periods

128

(1,545

)

qualifying for capital

Increase in tax rate

-

946

Unrealised market value gains

(14,029

)

(8,514

)

Total tax charge

412,268

320,028

7.

DIVIDENDS

2025

2024

£

£

Ordinary shares of 10p each

- dividends paid during the year.

1,921,450

1,736,775

8.	INTANGIBLE FIXED ASSETS

Computer

Goodwill

software

Totals

£

£

£

COST

At 1 July 2024

and 30 June 2025

50,000

278,590

328,590

AMORTISATION

At 1 July 2024

and 30 June 2025

50,000

278,590

328,590

NET BOOK VALUE

At 30 June 2025

-

-

-

At 30 June 2024

-

-

-

9.	TANGIBLE FIXED ASSETS

Fixtures

Plant &

and

Computer

equipment

fittings

equipment

Totals

£

£

£

£

COST

At 1 July 2024

6,815

3,753

39,089

49,657

Additions

-

350

10,554

10,904

Disposals

-

-

(15,269

)

(15,269

)

At 30 June 2025

6,815

4,103

34,374

45,292

DEPRECIATION

At 1 July 2024

6,815

2,341

31,649

40,805

Charge for year

-

441

7,431

7,872

Eliminated on disposal

-

-

(14,700

)

(14,700

)

At 30 June 2025

6,815

2,782

24,380

33,977

NET BOOK VALUE

At 30 June 2025

-

1,321

9,994

11,315

At 30 June 2024

-

1,412

7,440

8,852

10.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 July 2024

and 30 June 2025

100

NET BOOK VALUE

At 30 June 2025

100

At 30 June 2024

100

The company owns the whole of the issued Ordinary share capital of Arlingclose Services Limited, a dormant company which has not traded since incorporation.

11.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade debtors

562,473

873,406

Amounts owed by group undertakings

238,847

449,134

Other debtors

1,706

70,369

Prepayments and accrued income

294,296

234,378

1,097,322

1,627,287