DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

STRATEGIC REPORT

GOVERNANCE REPORT

FINANCIAL STATEMENTS

DAR GLOBAL PLC
ANNUAL REPORT & ACCOUNTS 2024

At Dar Global, we believe there is no better investment than an investment in luxury. We take pride in choosing the best-in-class locations and properties to provide lucrative investment opportunities for our clients.

DAR GLOBAL PLC
ANNUAL REPORT & ACCOUNTS 2024

A SOUND INVESTMENT IN AN UNSETTLED WORLD

DAR GLOBAL PLC
ANNUAL REPORT & ACCOUNTS 2024

STRATEGIC REPORT

03. At a glance

10. Chairman’s Statement

11. Chief Executive Officer’s Statement

12. Financial Review

17. Market Overview

19. Our Strategy

22. Our Business Model

23. Portfolio Overview

40. Risk Management

45. Viability Statement and Going Concern

46. Section 172 Statement

49. Our People

50. Sustainability

53. Task Force on Climate-related Financial Disclosures

GOVERNANCE REPORT

68. Chairman’s Corporate Governance Introduction

69. Corporate Governance Framework

72. Board of Directors

74. Audit and Risk Committee Report

78. Nomination Committee Report

80. Directors’ Remuneration Report

85. Directors’ Report

87. Statement of Directors’ Responsibilities in respect of the Annual Report and the Financial Statements

FINANCIAL STATEMENTS

89. Independent Auditor’s Report to the Members of Dar Global PLC

94. Consolidated Statement of Financial Position

95. Consolidated Statement of Profit or Loss and Other Comprehensive Income

96. Consolidated Statement of Changes in Equity

97. Consolidated Statement of Cash Flows

98. Notes to the Consolidated Financial Statements

126. Company Statement of Financial Position

127. Company Statement of Changes in Equity

128. Notes to the Company Financial Statements

01.
02.
03.

TABLE OF CONTENTS

DAR GLOBAL PLC
ANNUAL REPORT & ACCOUNTS 2024

STRATEGIC REPORT

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KEY HIGHLIGHTS FOR THE YEAR 2024

Metric	2024 Value	2023 Value
Revenue	USD 30 mn	USD 361 million
GDV	USD 7.5 bn	USD 5.9 billion in Dec23
EBITDA	USD 240 mn	USD 83 million

We meticulously craft luxury residences in the world’s most desirable destinations to offer an opportunity to invest in an exceptional way of life. Dar Global’s vision is to empower investors with access to sophisticated living experiences in the world’s most extraordinary destinations. Whether across the GCC, Europe, the US or beyond, with our focus on up-and-coming international locations, exclusive design collaborations, and prestigious brand partnerships, we are shaping the future of luxury living.

DAR GLOBAL IS A PREMIUM REAL ESTATE DEVELOPER INNOVATING FOR AN INCREASINGLY MOBILE GLOBAL CITIZEN

AT A GLANCE

DAR GLOBAL PLC
ANNUAL REPORT & ACCOUNTS 2024

STRATEGIC REPORT

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OUR BRAND PARTNERS AT A GLANCE

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DAR GLOBAL PLC
ANNUAL REPORT & ACCOUNTS 2024

STRATEGIC REPORT

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STRATEGIC REPORT

FINANCIAL STATEMENTS

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DAR GLOBAL PLC
ANNUAL REPORT & ACCOUNTS 2024

OUR GLOBAL PRESENCE

Dar Global’s team of talented experts specialise in developing bespoke, high end living and investment opportunities across prime locations worldwide. With a strong talent base, innovative development strategies, and a centralised approach, Dar Global is committed to curate the finest collection of luxury living experiences in the most sought-after destinations across the globe. With a presence in 11 key luxury real estate markets around the globe we provide a truly global offering to meet the demands of the global citizen.

AT A GLANCE

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DAR GLOBAL PLC
ANNUAL REPORT & ACCOUNTS 2024

STRATEGIC REPORT

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OUR FLAGSHIP PROJECTS

We are developing a unique portfolio of luxury homes, many in partnership with iconic global brands.

DUBAI
- W RESIDENCES DUBAI DOWNTOWN
- DAVINCI TOWER BY PAGANI
- DG1 BY DARGLOBAL
- URBAN OASIS BY MISSONI
RAS AL KHAIMAH
- TOP OF THE ASTERA
- THE ASTERA, INTERIORS BY ASTON MARTIN
SAUDI ARABIA
- NEPTUNE INTERIORS BY MOUAWAD, RIYADH
- TRUMP TOWER, JEDDAH
LONDON, UK
- THE ALBERT HALL MANSION
SPAIN
- MAREA, INTERIORS BY MISSONI
- TIERRA VIVA DESIGN INSPIRED BY AUTOMOBILI LAMBORGHINI
QATAR
- LES VAGUES 1 BY ELIE SAAB

AT A GLANCE

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DAR GLOBAL PLC
ANNUAL REPORT & ACCOUNTS 2024

STRATEGIC REPORT

GOVERNANCE REPORT

FINANCIAL STATEMENTS

DAR GLOBAL PLC
ANNUAL REPORT & ACCOUNTS 2024

MUSCAT, OMAN

TRUMP RESIDENCES
TRUMP INTERNATIONAL HOTEL
MARRIOTT RESIDENCES
COASTAL INVESTMENT VILLAS
FAIRWAY VILLAS
THE GREAT ESCAPE
AIDA

OUR FLAGSHIP PROJECTS

AT A GLANCE

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GOVERNANCE REPORT

FINANCIAL STATEMENTS

DAR GLOBAL PLC
ANNUAL REPORT & ACCOUNTS 2024

STRATEGIC REPORT

OUR LEGACY

OVER 30 YEARS of experience
500,000M² of commercial space
15,000+ Residential units delivered
~ USD 9BN in assets

Milestones of 2024: A Year of Progress and Achievement

February: Published 1st Annual Report and Completed 1st AGM
March: Announced Collaboration with Aston Martin
April: Launched Mariott Residences in AIDA, Oman
May: Completed land acquisition for Dolce and Gabbana Resort in Maldives and acquired additional land in AIDA
June: Launched The Astera, interiors by Aston Martin in Ras Al Khaimah
July: Launched Trump International Hotel within our AIDA Masterplan
August: Handed-over our first project Urban Oasis Tower by Missoni
September: Secured additional growth capital up to USD 275m; Announced plans for Trump Tower Dubai; Appointed Rothschild & Co to explore growth in London / KSA
October: Launched our first project in Riyadh, KSA - Neptune, interiors by Mouawad in ROSHN community
November: Appointed the main contractor for DG1 to commence construction; Served as the platinum sponsor for the Arab Women Awards; Successfully completed the sale of our first project in London, 149 Old Park Lane
December: Launched our second project in KSA and our first in Jeddah – Trump Tower Jeddah; Acquired land for Trump Tower Dubai

DAR GLOBAL PLC
ANNUAL REPORT & ACCOUNTS 2024

AT A GLANCE

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STRATEGIC REPORT

GOVERNANCE REPORT

FINANCIAL STATEMENTS

DAR GLOBAL PLC
ANNUAL REPORT & ACCOUNTS 2024

STRATEGIC REPORT

We are building on the legacy of Dar Al Arkan, Saudi Arabia’s leading publicly listed real estate company. Dar Global has built an international residential development business to complement the group’s historic position in the Saudi market. Going forward Dar Global will also continue to take advantage of its unique position in Saudi, bringing an international client base to a strong established set of opportunities across the huge and growing Saudi market. Dar Global has expanded its portfolio to 17 projects with an estimated gross development value (GDV) of USD 7.5 billion.

STRATEGIC REPORT

GOVERNANCE REPORT

FINANCIAL STATEMENTS

DAR GLOBAL PLC
ANNUAL REPORT & ACCOUNTS 2024

It is a privilege to address you as the new Chairman of Dar Global at such a pivotal moment for our company. First and foremost, I am pleased to report that 2024 marked yet another year of significant progress and achievement.# CHAIRMAN’S STATEMENT

Since our public listing on the London Stock Exchange in 2023, Dar Global has continued to build on the strong foundation of our vision: crafting iconic developments in some of the world’s most sought- after locations for the global citizen. We take pride in partnering with brands celebrated for timeless elegance and exclusivity—all while delivering our projects safely, sustainably, and with prudent capital management. 2024 was a milestone year for the Company. We not only delivered our very first projects in Dubai and London—but we did so with remarkable speed and an unwavering commitment to quality. Our team’s tireless work has set the stage for seven projects now under construction worldwide, with another flagship development ready to be handed over in Q1 2025. I am proud of our development team for successfully bringing so many of these to life, both safely and in record time. We achieved significant construction milestones that allowed us to recognise revenue, and our project port- folio has grown in both geographic reach and Gross Development Value (‘GDV’). Launching four new pro- jects in 2024 brings us to a total of 17 developments with an estimated GDV of USD 7.5 billion. This growth is a testament to our ability to identify and seize on high-return opportunities. It is made possible by the trust and collaboration we enjoy with our partners and landowners. Our business development team contin- ues to actively search for profitable new projects in all focus areas. One of the highlights of this year was our successful expansion into new markets, particularly in Saudi Arabia, where our first project exceeded initial expectations. This move aligns with our strategy of targeting high-growth regions with strong demand for premium real estate offerings. In addition to the Saudi Arabia projects in Riyadh, and Jeddah, we launched our first project in Ras Al Khaimah. These landmark developments are being brought to life in partnership with globally renowned brands—Aston Martin, Mouawad, and the Trump Organization (with whom we have already announced a further launch in Dubai). It is worth noting that I made my first public appearance as Chairman of Dar Global at the Trump Jeddah sales launch in December 2024. This event provided me with a first-hand view into the incredible infrastructure Dar Global has created across business development, design, development, marketing, sales, and construction. The Dar Global team is agile. In a span of less than six months, the Company selected a site, completed the design of a world-class building, and launched a series of successful sales events. I am proud to share that Trump Jeddah Tower was one the most successful launches in Saudi Arabia and this would have been difficult to accomplish if it were not for our prolific team of accomplished professionals led by our impressive CEO Ziad El Chaar. Even amid global uncertainties, our sales have remained strong. With seven sales offices around the globe, and new offices in KSA, New York and Athens expected to open in 2025, our customer base continues to grow—not just in numbers, but in loyalty. Many of our clients are investing across multiple projects, reflecting the deep trust they place in us. Ending the year with liquidity of USD 206.0 million underscores our financial strength and readiness for the opportunities ahead. Shaping the future of luxury living At Dar Global, we are not just constructing buildings; we are crafting spaces that embody luxury, sustainability, and a sense of belonging. Our focus on luxury homes in prime international locations has once again proven to be a successful model, allowing us to capitalise on the evolving preferences of our discerning clients. Upholding the Highest Standards At Dar Global, our commitment to you is grounded in the highest standards of corporate governance, transparency, and shareholder engagement. We continue to enhance our corporate practices and strive towards ensuring we operate with integrity ethical conduct, and a long-term vision, which are the cornerstones of our success. Innovation is at the heart of our work. We continually explore new technologies and data-driven approaches to enhance our operations, streamline our sales processes, and deliver exceptional service to our clients. This proactive mindset not only helps us stay ahead in a rapidly evolving real estate landscape but also reinforces our dedication to sustainability and corporate responsibility. Outlook While global economic uncertainties and geopolitical challenges persist, our diverse portfolio and agile business model have proven remarkably resilient. These strengths have allowed us to navigate turbulent times and consistently deliver value to you, our shareholders. As we look toward 2025, our excitement about the future only grows. With a robust pipeline of projects and a capital-light model that underscores our disciplined approach, we remain focused on selective expansion in markets that align with our core strengths and values. I want to express my heartfelt gratitude to our shareholders, partners, and every member of the Dar Global team. Your unwavering support and confidence in our vision have been instrumental in our achievements this year. We remain dedicated to delivering exceptional value to our customers, sustainable returns to our shareholders, and a positive impact on the communities we serve. Together, we are poised to continue our growth story for many years to come as we approach the future with optimism and determination.

David R. Weinreb
Chairman

STRATEGIC REPORT

Building on Success, Expanding Our Horizons

As we reflect on another transformative year at Dar Global, I am proud to highlight the remarkable progress we have made in shaping the future of luxury real estate. 2024 has been a year of achievements, growth, evolution, and delivering on our commitments. We have strengthened our market position, expanded into key regions, and deepened partnerships with some of the world’s most prestigious brands and delivered on a number of strategic milestones. From completing landmark projects to entering new territories, our bold steps underscore our unwavering commitment to excellence, innovation, and strategic expansion.

Delivering Iconic Developments

We achieved a number of market successes in 2024. We successfully handed over two flagship projects: Urban Oasis Tower by Missoni in Dubai and 149, Old Park Lane in London, setting new standards for luxury living and design. Additionally, we made substantial progress across several other high-profile developments, including Les Vagues, AIDA, DG1, and Astera, while advancing work on the W Residences and DaVinci Tower. Our portfolio continues to expand and has grown to 17 projects with a Gross Development Value (‘GDV’) of USD 7.5 billion—up from 12 projects valued at USD 5.9 billion in 2023. Customer demand has remained exceptionally strong, with cumulative contracted sales exceeding 2,250 units by year-end (49% of launched units), representing USD 1.6 billion of the total launched GDV of USD 3.4 billion. These achievements reflect the trust and confidence our investors and clients place in Dar Global’s vision and the enduring appeal of our high- end developments. Strategically, we have also secured prime land transactions in Ras Al Khaimah (Astera), the Maldives (Dolce & Gabbana Resort), Riyadh (Neptune Villas by Mouawad), Jeddah (Trump Tower Jeddah), and Dubai (Jumeirah Golf Estates and Trump Tower Dubai). Each project is carefully chosen to deliver exclusive luxury homes in high-growth destinations. These milestones are a testament to our commitment to creating exceptional living spaces and expanding our footprint in key global markets.

Financial Highlights: Sustaining Growth Amid Expansion

Dar Global has maintained strong momentum driven by record sales, strong demand for our premium properties and a growing portfolio of high-value projects, with total gross development value increasing to USD 7.5 billion. Revenue for the year reached USD 240.3 million (FY 2023: USD 360.6 million). As previously indicated, whilst our sales volumes have grown significantly, we will hit a number of revenue recognition milestones in FY 2025 which will allow for a greater proportion of revenue to be recognised in FY 2025 than for FY 2024 Gross profit stood at USD 87.4 million with a margin of 36% (FY 2023: 41%), while EBITDA totalled USD 30.0 million and net profit reached USD 14.9 million. Our capital-light model and disciplined financial strategy ensure that we remain agile and well-positioned for future growth. With cash and cash equivalents at USD 424.4 million (including project escrow balances) and undrawn debt facilities of USD 53.1 million (including project restricted debt), we have the financial strength to expand our footprint and seize new opportunities. Looking ahead, we are firmly on track to achieve USD 700 million in revenue within this year and 2025.

Operational excellence to meet our strategic goals

As our business has expanded, so has our team. We now have a fully established organisation covering all key functions, from front to back office, staffed by talented and dedicated professionals worldwide. Our distribution network is equally strong, combining an in-house sales force with a global broker network. Over the past year, with a team of over 70 sales professionals across eight locations, supported by over 1,300 active brokers in more than 60 countries cities worldwide. Our leadership team brings decades of collective experience, providing a strong foundation of expertise to support our entrepreneurial drive, and to fuel our growth.

GOVERNANCE REPORT

FINANCIAL STATEMENTS

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024 11# DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

CEO’s STATEMENT

With a liquidity pool of USD 206.0 million, and our capital-light business model we are well positioned to deliver further growth. By selling units off-plan, forming joint development agreements to reduce upfront costs, and outsourcing construction under fixed-price contracts, we ensure substantial risk mitigation as we scale and continue to strengthen our growth strategy.

A Vision for Sustainable Luxury

In line with our growing operations, there is a natural increase in our responsibility to the environment. We are committed to innovating to provide sustainable development through eco-friendly designs, energy- efficient technologies, and responsible construction practices that align with global sustainability standards. By optimising resources and reducing waste, we aim to create communities that are luxurious yet environmentally conscious.

Building the Future Together

As we progress into the new financial year, I extend my heartfelt thanks to our talented team, trusted partners, and loyal stakeholders for their unwavering dedication and support. Your hard work and commitment have been instrumental in our journey so far, and will remain key to our future growth. Together, we are not just building homes but crafting experiences that redefine luxury living, we remain steadfast in our mission to deliver exceptional homes and exceptional places to live.

As we look ahead, I am pleased to confirm that we remain firmly on track to achieve our market guidance of cumulative USD 700 million revenue target across 2024 and 2025, whilst maintaining an average EBITDA margin over 2024 and 2025 comparable to that achieved in FY 2023. As we move into 2025, we are well-positioned to capitalise on emerging opportunities in the luxury real estate market. Our robust pipeline, strong balance sheet, and talented team provide a solid foundation for continued growth and value creation. With an expanding global footprint, our capital-light approach, and an unrelenting focus on excellence, we remain poised to deliver sustainable growth and create lasting value for our stakeholders.

Ziad El Chaar
Chief Executive Officer

We remain steadfast in our mission to deliver exceptional homes and exceptional places to live.

Ziad El Chaar
Chief Executive Officer

STRATEGIC REPORT

Dar Global PLC has demonstrated a robust and versatile business model in the two years since its London Stock Exchange listing. The company has consolidated its position as a leading developer of luxury homes, and achieved remarkable milestones, setting the stage for future expansion, and sustained long-term growth.

2024, was a showcase of Dar Global’s resilience, whereby we navigated global economic challenges and made significant operational progress. The company’s financial performance for 2024 reflects its strategic focus on long-term growth. While reported revenue and EBITDA were lower compared to the previous year, as we await our current projects to achieve revenue recognition milestones. Dar Global achieved substantial increases in sales and Gross Development Value (GDV) of launched projects both of which are key performance indicators for our business. This growth in sales and GDV underscores the company’s commitment to delivering sustainable value and its strong market positioning in the luxury real estate sector. Dar Global’s success is further supported by our expanding portfolio, which now spans nine markets and attracts affluent clientele from over 100 nationalities. The company’s strategic partnerships, innovative designs, and focus on high-quality projects in desirable locations have contributed to this rapid growth and will position us well for the years to come.

A Diversified and Resilient business model

FINANCIAL REVIEW

Geographic Split of Revenue Year 2024

Revenue for the year stood at USD 240.3 million (FY 2023: USD 360.6 million) and was primarily attributed to project progress across three key markets. Gross Profit was USD 87.4 million, with a margin of 36% (FY 2023: USD 146.5 million and margin of 41%). EBITDA for the year was USD 30.0 million (FY 2023: USD 83.0 million), while Net Profit stood at USD 14.9 million (FY 2023: USD 83.3 million).

Sales and GDV experienced remarkable growth during the year- as we continued to launch additional inventory across existing and new projects. The revenues with respect to new sales will be recognized in future periods once the respective projects meet revenue recognition milestones. Launched GDV increased from USD 2.2 billion during 2023 to USD 3.4 billion for 2024, driven primarily by the expansion in Kingdom of Saudi Arabia and the launch of Astera in Marjan (United Arab Emirates).

Geographic Split of Launched GDV

	UAE	KSA	Oman	Spain	Qatar	UK
2023	1,033	735	693	490	441	227
2024	1,275	404	227	24	24
Change %	-64%	16%	17%	2%	1%

Note: The percentages in the change row are not directly derivable from the table and are provided for illustrative context based on the input text.

Summarised Consolidated Statement Of Profit Or Loss And Other Comprehensive Income

Amounts in USD million

	2024	2023
Revenue	240.3	360.6
Cost of revenue	(152.9)	(214.1)
Gross profit	87.4	146.5
Gross profit %	36%	41%
Other income	4.4	3.1
Selling, General & Administrative expenses	(67.1)	(68.0)
Finance income (cost)	(11.3)	(0.2)
Share of profit (loss) from joint venture	0.7	(0.1)
Profit before tax	14.1	81.3
Income tax credit	0.8	2.0
Profit for the period	14.9	83.3
Increase (decrease) in foreign currency translation reserve	(1.9)	1.4
Total comprehensive income for the year	13.0	84.7

FINANCIAL REVIEW continued

Strategic Progress and Financial Stability

The Group continues to leverage its capital light model and maintain a disciplined approach to liquidity management. The Group’s liquidity position strengthened significantly, with cash and cash equivalents (including escrow and escrow retentions) reaching USD 424.4 million as of 31 December 2024, a 78% increase from USD 238.5 million in the previous year. Net asset value grew to USD 478.5 million, reinforcing the Group’s solid financial foundation and operational strength. The Group demonstrated robust access to debt capital markets, enhancing its financial flexibility to capitalise on new opportunities. As of year-end, undrawn debt facilities stood at USD 53.1 million, demonstrating the Group’s financial resilience and ability to fund future growth initiatives.

As of 31 December 2024, the total liquidity pool stands at c. USD 206.0 million, including unrestricted undrawn debt facilities of c. USD 53.1 million and excluding project escrow balances. The Group’s escrow balances (including restricted cash) stood at USD 271.5 million which provides adequate liquidity for completion of our ongoing projects. This robust liquidity position provides the Group with the flexibility to capitalise on project opportunities, ensuring a robust and dynamic asset portfolio to drive future growth.

Development properties – There was a gross addition of USD 522.4 million primarily driven by the acquisition of lands in UAE, Oman, and KSA, as well as the asset acquisition through Dar Al Arkan for Real Estate Development WLL, Qatar. This increase is offset by USD 152.9 million transferred to the cost of goods sold as per revenue recognition.
Advances from customers – There was an increase in collections during the year due to the launch of new projects in KSA, Oman, and UAE, as well as collections from sale of new and previously sold units in existing projects, in line with the agreed payment plans.
Development property liabilities – Increase in development property liabilities is mainly due to the acquisition of lands in KSA, Oman, Qatar and UAE under a deferred payment plan.
Advances, deposits and other receivables – The increase is mainly attributed to advances for land acquisitions, contractor payments in line with contractual obligations and sales commission paid to brokers and employees for sale of properties.
Bank borrowings - Bank borrowings have increased as funds have been utilised for expansion, the acquisition of new land plots, and meeting working capital requirements.
Due to related parties - During the year, the group obtained a financing facility of up to USD 325 million from its major shareholder. The increase is mainly on account of drawdown of loan which has been utilised for acquiring land plots for new projects.

Summarised Balance Sheet

Amounts in USD million

	2024	2023	Change
Cash and cash equivalents	413.6	228.5	185.1
Escrow retentions	10.8	10.0	0.8
Trade and unbilled receivables	277.3	221.9	55.4
Advances, deposits and other receivables	119.8	60.9	58.9
Development properties	586.4	216.9	369.5
Other assets	33.5	29.2	4.3
Total assets	1,441.4	767.4	674.0
Trade and other payables	85.0	25.7	59.3
Advance from customers	180.0	57.5	122.5
Bank borrowings	205.5	125.4	80.1
Due to related parties	222.6	1.2	221.4
Development property liabilities	254.7	78.6	176.1
Other liabilities	15.1	13.5	1.6
Total liabilities	962.9	301.9	661.0
Net asset value / Total equity	478.5	465.5	13.0

Prospects for 2025

The Group’s strong sales momentum and significant GDV of newly launched projects highlights the underlying strength of Dar Global’s business. As these projects advance in 2025, we expect revenue and profitability to increase. Additionally, the Group has strategically acquired two land parcels in Dubai, which are planned for launch in 2025, further reinforcing its presence in the region. Plans are also underway to unveil additional phases in Oman and Qatar, with a focus on ongoing exploration of expansion opportunities across its key geographies in the Middle East and Europe.

GOVERNANCE REPORT

FINANCIAL STATEMENTS# DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

STRATEGIC REPORT

These initiatives reflect Group’s proactive approach and unwavering commitment to capitalizing on market potential and generating long-term value for stakeholders. Dar Global’s planned entry into the United States market in 2025 also represents a bold step towards global expansion, aiming to develop luxury residences for both US-based and international buyers. This move, coupled with the company’s diverse portfolio of projects across Saudi Arabia, the UAE, Qatar, Oman, UK and Spain, positions Dar Global for steady growth and reinforces its status as a leader in the global luxury real estate sector.

INVEST IN CREATING VALUE

INVEST IN GROWTH

INVEST IN OUR PEOPLE

Dar Global remains steadfast in its focus on this key segment. We continue to target high-net-worth and ultra-high-net-worth individuals who see luxury real estate as a prudent investment strategy against the backdrop of the economic uncertainties and inflationary pressures of the last several years. The popularity for branded residences and luxury homes remains strong. As we continue to see advancements in global connectivity and attractive residency programs, we expect this trend to continue, further incentivising property investment. According to Savills, The Middle East and Africa are expected to witness the most significant surge, with a 270% increase from 2024 over the next 6-7 years. On a more localised level, Dubai continues to lead as the world’s most active market for branded residences, followed by key international hotspots such as Miami, New York, Phuket, and London. Global wealth is steadily increasing, with High-Net-Worth Individuals (HNWIs) and Ultra-High-Net-Worth Individuals (UHNWIs) driving this upward trajectory. According to research published by Knight Frank, the global population of wealthy (HNWI & UHNWI) individuals is expected to grow by over 28% in the next five years, reflecting their pivotal role in wealth creation globally.

Definitions

HNWIs: High-net-worth individual – someone with assets worth USD 1 million or more.
UHNWIs: Ultra-high-net-worth individual – someone with assets of USD 30 million or more.
Source: Knight Frank Global Branded Residences Report 2023.
** Source: Knight Frank The Wealth Report Attitudes Survey 2023.

MARKET OVERVIEW

270% increase from 2024 over the next 6-7 years in branded residences across Middle East and Africa
22% of UHNWIs are expected to invest in a home purchase this year
28.1% Global increase in the number of wealthy individuals during the five years to 2028.

High potential Geographic Markets

Dar Global is focused on key markets in the GCC and Europe, where conditions for luxury home markets are highly favourable. These regions are detailed in the Portfolio Review section of this Annual Report, outlining their key drivers and characteristics. In the GCC, countries offer no or low personal income taxes, making them especially attractive for high-net-worth individuals (HNWIs), particularly in comparison to higher tax brackets seen in Europe and certain other markets. Over the last 50+ years, these nations have experienced consistent positive net migration, further driving demand for luxury real estate.

UAE

Building on our continued success in Dubai and Ras Al Khaimah, we remain committed to further strengthening our presence in these high-potential markets. The growing demand for luxury properties in Dubai, supported by its favorable economic and investment climate, positions the city as a strategic hub for expansion. In Ras Al Khaimah, the anticipated opening of the Wynn Resort and Casino is set to transform the region, boosting tourism, attracting high-net-worth individuals, and driving demand for upscale residential developments. With their robust infrastructure, dynamic population growth, and increasing appeal to global investors, Dubai and RAK offer significant prospects for sustained growth. We are dedicated to continuing our expansion in these thriving markets, delivering exceptional developments that align with our overall strategy.

Saudi Arabia

With the launch of two new projects in Saudi Arabia, Neptune Villas by Mouawad and Trump Tower, Dar Global is capitalizing on the Kingdom’s fast-growing real estate market. This strategic move was driven by the country’s robust economy and its Vision 2030 initiative, which aims to diversify the economy with investments totalling USD 1.25 trillion in infrastructure and real estate. Based on a Knight Frank survey in 2023, 33% of the respondents are planning to buy in the next five years and 40% of the respondents are willing to buy residential property within next year of which 16% will be second home buyers highlighting investors’ confidence in the market. Also, ~ 50% of the high-net-worth individuals in GCC prefer residential investment of which 83% are interested in purchasing real estate in Saudi Arabia which will result in robust demand in that market in particular. Building on this momentum, we are committed to further growth in Saudi Arabia, leveraging its thriving real estate market and dynamic economy to strengthen our presence and deliver exceptional developments.

Oman and Qatar

Oman and Qatar are key markets for Dar Global as we continue to grow our presence in the region. In Oman, the AIDA project is a flagship development and one of the most ambitious masterplans in the region. With its stunning natural setting and world-class design, AIDA is redefining luxury living and setting a new standard for integrated communities. In Qatar, the strong economy and global appeal continue to drive demand for premium real estate. As a hub for business, culture, and tourism, Qatar provides exciting opportunities for growth in the luxury property market. With such significant potential in both Oman and Qatar, we remain dedicated to grow in these markets, delivering exceptional developments that cater to the growing demand for high-end properties.

Europe (London and Spain)

London, as a global financial and cultural hub remains a cornerstone of the global luxury property market. It continues to attract investors and residents looking for high-end residential properties. Whilst a mature market, the city’s enduring appeal and strong demand make it an essential part of our international strategy. In Spain, our projects are designed to capture the country’s vibrant lifestyle, stunning landscapes, and enduring appeal to global investors and high-net-worth individuals. The growing demand for luxury homes in prime coastal and urban locations positions Spain as a strategic market for our portfolio of premium developments. Both Spain and London reflect our commitment to delivering exceptional developments in globally renowned destinations, reinforcing our vision to expand and thrive in high-potential markets.

Prices for higher-value properties in desirable locations have increased, bucking the trend seen in the broader global residential real estate segment.

New Opportunities

With our continued focus on existing markets and a vision for growth, we plan to expand into two promising new markets: Greece and the USA. Both offer strong demand for luxury real estate and align with our strategy to expand into globally renowned destinations. By leveraging Greece’s thriving tourism sector and the USA’s robust luxury residential market, we aim to bring our expertise to new audiences and drive the next phase of our international expansion.

OUR VISION

OUR STRATEGY

OUR GOAL

OUR STRATEGY

“Our ambition is to become a top 50 global real estate developer. Our goal for Dar Global is clear: to be the first real estate company that addresses the needs of a new society of global citizens, with a luxury offering that is both great to live in and great as an investment.”
– Ziad El Chaar, Chief Executive Officer

STRATEGIC OBJECTIVES

	PROGRESS DURING 2024	PLANS FOR 2025
STRATEGY	• Successfully handed over our inaugural projects Urban Oasis Tower by Missoni, Dubai and 149, OPL, London • Made significant progress by starting construction on Les Vagues, AIDA, DG1, and Astera, while advancing ongoing work on W Residences and DaVinci Tower. • Secured strategic land plots in Ras Al Khaimah, Maldives, Riyadh, Jeddah and Dubai. • Entered new markets in KSA, New York and Greece, which will expand our network to a total of 9, with more than 70 inhouse sales professionals. • Strengthened our global network by establishing direct relationships with brokers in more than 60 cities worldwide.	• To successfully hand over DaVinci Tower ensuring quality excellence. • Accelerate construction progress across all our ongoing projects • Acquire land parcels suitable for luxury residential properties • Drive sustainability-focused initiatives across new and existing projects. • Further expand our global footprint by opening new sales offices in key strategic locations.
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GOVERNANCE REPORT

FINANCIAL STATEMENTS

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

OUR STRATEGY

Dar Global empowers global investors and stakeholders by delivering exclusive luxury living in prime global destinations. With a focus on emerging locations, elite design, and prestigious brand partnerships, we create exceptional value and shape the future of luxury living.

Luxury Development

Focus on developing bespoke, high end living and investment opportunities

Market Expansion

Strengthen our best-in-class sales and distribution network to target an expanding international group of HNWIs and UHNWIs

Branded Partnerships

Collaborate with luxury brands to develop and market residential and hospitality real estate projects, and to deliver increased sales volumes at a premium over non-branded properties

Capital Efficiency

Use our capital light business model to accelerate growth and drive higher returns through strategic JDAs/JVs* and off-plan sales

STRATEGIC OBJECTIVES

PROGRESS DURING 2024

Established long-term collaborations with Aston Martin and Mouawad, strengthening our luxury brand alliances.
Extended our collaboration with the Trump Organization for projects in Saudi Arabia and Dubai, and with Marriott for Apartments in AIDA, Oman.
Introduced four co-branded projects in collaboration with Aston Martin, Marriott, Mouawad, and the Trump Organization across multiple regions.
Signed a Joint Development Agreement (JDA) with the AARVEES Group for Ras Al Khaimah and Ibdaa Real Estate Company for Trump Tower Jeddah.
Secured USD 275 million in additional capital for expansion.
Engaged with Rothschild & Co to explore high-value expansion and investment opportunities in London and Saudi Arabia.

PRIORITIES FOR 2025

Forge new strategic partnerships with globally renowned luxury and hospitality brands to enhance project exclusivity and investor appeal.
Leverage brand collaborations to enhance marketing efforts, elevate customer experience, and drive premium positioning in the luxury real estate market.
Actively pursue joint development opportunities with strategic partners to drive growth.
Prioritize high-yield projects and efficiently allocate resources to maximise returns.
Explore structured financing solutions and strategic investment partnerships to maximise capital efficiency.

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OUR BUSINESS MODEL

Sourcing capabilities

Our agile approach includes JDAs and JVs with landowners to deliver lower land costs and higher returns on capital.

OUR KEY STRENGTHS

Diversified geographic exposure
Our real estate projects span multiple countries in the GCC, UK and Europe.
Cost discipline
In-depth project management skills combined with focused control of budgets.
Highly experienced management team
Over 70 years of experience within the executive team combined with the delivery of over 75 residential towers.

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

CREATING VALUE THROUGH OUR WELL-DEFINED STRATEGY

Our focus on developing second and vacation homes in prime locations
Our capital light business model
Our collaboration with luxury brands to develop and market residential and hospitality projects
Our best-in-class sales and distribution network targeting the internationally mobile HNWIs and UHNWIs

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DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

DUBAI, UAE

PORTFOLIO OVERVIEW

Why Dubai

Dubai is a hotspot for homeowners and investors, offering unique benefits like no income or property taxes, 100% ownership of freehold properties, and an appealing golden visa program. With plans to become one of the world’s top four financial hubs, the city is set to attract even more global talent and trade. The D33 ambitious plans unveiled by the government for both 2033 and 2040 set out a vision to more than double the city’s population to 7.8 million by 2040, up from 3.6 million today, driving increased demand for housing and infrastructure. Dubai continues to be one of the world’s top destinations for living, working, vacationing, and investing. Known for its strong social, economic, and service-driven infrastructure, as well as being one of the safest cities globally, it continues to attract residents and investors. The city’s dynamic real estate market continues to grow, positioning Dubai as a modern global hub.

Market overview

Dubai’s residential market continues to thrive, with residential real estate transactions reaching record levels in 2024. In Q3 2024 alone, 47,269 transactions were recorded — the highest quarterly total to date — representing a 41.8% increase compared to the same period in 2023. Over the first three quarters of 2024, 121,978 home sales were registered, already surpassing the total transactions for all of 2023. The total value of deals in the first three quarters of 2024 exceeded AED 306.3 billion, marking a 36% year-on-year growth. Q3 alone contributed AED 116.8 billion in sales value, setting a new historical record.

* Source: Knight Frank Dubai Residential Market Review Summer 2023.

Year	Total number of transactions (LHS)	Total value (RHS)
2008	0	0
2009	5,000	20bn
2010	10,000	40bn
2011	15,000	60bn
2012	20,000	80bn
2013	25,000	100bn
2014	30,000	120bn
2015	35,000
2016	40,000
2017	45,000
2018	50,000
2019
2020
2021
2022
2023
2024 Q3	47,269

Source: Knight Frank, Reidin

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

Redefining Luxury

A key driver of Dubai’s residential property market is its growing appeal among global high-net-worth individuals (HNIs), who are increasingly drawn to the city’s most luxurious homes for personal use. As a result, Dubai has successfully established itself as one of the leading global hubs for branded residences. According to a report by Morgan’s International Realty, branded residences in Dubai command an impressive price premium of ~69%, reflecting the strong market demand, trust and the high perceived value of these luxury developments. In Q2 2024, Dubai maintained its position as the global leader for luxury home sales above $10 million, recording 94 transactions. New York followed with 72 sales, while Hong Kong ranked third with 61. Over the 12 months leading up to June 2024, Dubai recorded 445 luxury home sales, outperforming the combined totals of New York (229) and London (214) during the same period. This highlights Dubai’s growing dominance in the global luxury real estate market. Provisional Q3 data for Dubai’s residential market reveals 83 property sales exceeding $10 million, with an average transaction value of $15.7 million. This strong demand for ultra-luxury properties has contributed to a steady decline in supply, with listings for homes priced above $10 million dropping from 1,325 in Q2 2023 to just 460 in Q2 2024 — a significant 65% decrease in available inventory over the past year.

Source: Knight Frank, Property Monitor.

Quarter	Number of US$ 10 million+ homes sold in Dubai (Apartments)	Number of US$ 10 million+ homes sold in Dubai (Villas)
Q1 2019	3	11
Q2 2019	3	3
Q3 2019	4	7
Q4 2019	12	13
Q1 2020	7	26
Q2 2020	3	18
Q3 2020	8	19
Q4 2020	14	28
Q1 2021	28	28
Q2 2021	26	25
Q3 2021	31	34
Q4 2021	39	36
Q1 2022	37	39
Q2 2022	56	50
Q3 2022	59	41
Q4 2022	75	53
Q1 2023	91	44
Q2 2023	97	65
Q3 2023	131	66
Q4 2023	115	40
Q1 2024	105	50
Q2 2024	94	34
Q3 2024	83	23

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

OUR PROJECTS IN DUBAI

URBAN OASIS TOWER BY MISSONI

The Urban Oasis Tower is a 34-story residential building located on the Dubai Canal, offering stylish apartments with interiors designed in partnership with the Italian luxury fashion brand Missoni. These homes feature stunning views of the canal and city, spacious bedrooms, and elegant living spaces, perfectly combining modern luxury with a Miami-inspired flair.

Status: Completed
Scheduled completion: Completed
Launched: Q4 2021
No. of units: 467

DA VINCI TOWER, INTERIORS BY PAGANI

Da Vinci Tower is a residential building in Downtown Dubai, featuring interiors designed by Pagani, the renowned Italian luxury car brand. Acquired in late 2021, the property is currently undergoing a full luxury-standard refurbishment. Being the world’s first residences by Pagani, the Da Vinci Tower is an architectural masterpiece designed to inspire and impress.

Status: Near completion
Scheduled completion: Q2 2025
Launched: Q4 2022
No. of units: 85

W RESIDENCES

W Residences in Downtown Dubai is a 49-story residential tower offering stunning views of the Burj Khalifa and proximity to Dubai’s major landmarks, including the Dubai Mall.

Status: Under construction
Scheduled completion: Q2 2026
Launched: Q4 2022
No. of units: 383

DG1

DG1 is a 20-story tower located along the canal in Downtown Dubai, designed by the renowned Gensler Architects. It’s a work of art that transforms the cityscape around it. With its striking architecture and unique design, DG1 offers a fresh perspective on luxury living, setting a new standard for sophistication in Dubai.

Status: Under construction
Scheduled completion: Q4 2026
Launched: Q1 2023
No. of units: 249

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024# DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

PORTFOLIO OVERVIEW

Inspired by the bold, dynamic spirit of New York City’s W Hotels, these residences redefine luxury living, blending modern sophistication with a vibrant lifestyle in the heart of Dubai.

OUR PROJECTS IN DUBAI

STRATEGIC REPORT

GOVERNANCE REPORT

FINANCIAL STATEMENTS

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

Why Ras Al Khaimah?

Backed by bold government initiatives and a vision for sustainable development, the emirate is set for significant expansion, especially with Al Marjan Island becoming a global hotspot for luxury real estate. The upcoming Wynn Resort, the first integrated gaming destination in the region, further cements RAK’s status as a key player in the UAE’s tourism and investment landscape. With freehold property ownership for foreign investors, attractive residency programs, and a business-friendly environment, Ras Al Khaimah is shaping up to be the next big opportunity in the UAE.

Ras Al Khaimah (RAK) is rapidly emerging as a prime destination for living, working, and investing, offering the perfect mix of modern infrastructure, economic stability, and natural beauty. With its stunning coastline, world-class resorts, and tax-friendly environment, RAK is attracting investors and residents seeking long-term growth and a high quality of life.

A RISING STAR OF UAE

Market overview

Ras Al Khaimah’s real estate market is experiencing high growth, breaking records and attracting global investors at an extraordinary pace. In just four years, total real estate transactions have surged by over 70%, reaching AED 11.95 billion in the first three quarters of 2024, compared to AED 3.84 billion in 2020, according to the Ras Al Khaimah Statistics Centre. This rapid expansion is fuelled by strategic developments and a limited yet high-value property supply. Al Marjan Island, with only 20,000 residential units, has positioned itself as one of the UAE’s most lucrative investment hotspots. With the highly anticipated Wynn Resort set to elevate the region’s tourism and entertainment sector, demand for prime waterfront properties continues to soar. Ras Al Khaimah’s investor-friendly policies, including freehold ownership for foreigners, long-term residency options, and a tax-friendly environment, further enhance its appeal. As the emirate continues to evolve, blending luxury, lifestyle, and high-return investment potential, it is solidifying its status as the UAE’s next big real estate success story.

Source:
* https://www.forbes.com/sites/unique-properties/2024/11/27/the-rising-star-of-uae-real-estate-ras-al-khaimahs-transformation/
* https://www.zawya.com/en/business/real-estate/ras-al-khaimah-property-market-seen-growing-in-4-years-nine-month-period-witnesses-70-leap-c6vh697m

RAS AL KHAIMAH

The Astera by Aston Martin

The Astera by Aston Martin is a stunning beachfront residence on Al Marjan Island, Ras Al Khaimah, where Aston Martin’s signature elegance meets modern coastal living. Offering luxurious one to three-bedroom apartments and exclusive three-bedroom beach villas, each home is designed with breathtaking Gulf views and world-class amenities. With direct beach access, an infinity pool, and a private cinema, The Astera promises a lifestyle of sophistication and serenity in one of the UAE’s most exciting waterfront destinations.

Project Name	Status	Scheduled completion	Launched	No. of units
ASTERA, INTERIORS BY ASTON MARTIN	In progress	Q4 2028	Q2 2024	280

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

Why Saudi Arabia

For both homeowners and investors, Saudi Arabia is becoming an increasingly attractive destination. With a fast-growing economy, progressive policies on foreign ownership, and new residency options under the premium residency program, the country is opening its doors to global investors like never before. Under Vision 2030, the government is investing heavily in transformative projects such as NEOM, The Red Sea Project, and Diriyah Gate, reshaping the real estate landscape and redefining urban living. As part of its long-term growth plans, Saudi Arabia aims to increase its population to 50 million by 2030, including 25 million expatriates. This growth is expected to drive significant demand for housing, infrastructure, and investment opportunities, making the Kingdom a prime location for real estate investment.

Saudi Arabia is quickly emerging as a global business hub, driven by its ambitious Vision 2030 reforms and a strong push for economic diversification. With its strategic location at the crossroads of Asia, Europe, and Africa, along with a favourable investment environment and vast natural resources, the Kingdom offers immense opportunities for businesses looking to expand and grow in one of the fastest-developing markets in the region.

A LAND OF AMBITION & OPPORTUNITY

Market overview

Saudi Arabia’s real estate market is experiencing significant growth, driven by Vision 2030’s initiatives, a strong economy, and an expanding young population. The residential sector continues to thrive, with increasing transaction volumes and steady price appreciation in key cities like Riyadh, Jeddah, and Dammam. In the 12 months leading up to Q3 2024, Riyadh recorded 24,000 transactions, Jeddah surpassed 9,000, and Dammam reached 3,200. Government-led infrastructure projects and rising foreign investment are further boosting demand, positioning Saudi Arabia as an attractive destination for real estate investment. According to Knight Frank’s Destination Saudi 2024 report, a growing number of expatriates are looking to buy homes in the Kingdom, with 77% expressing interest in homeownership and 68% considering branded residences. Demand is particularly strong among younger buyers, with 85% of those under 35 showing interest. Additionally, 45% of surveyed expatriates are planning to make a purchase within the next two years, reflecting the increasing confidence in Saudi Arabia’s property market. With large-scale developments, strategic economic reforms, and rising investor interest, the Kingdom is well on its way to becoming one of the most dynamic real estate markets in the region.

OUR PROJECTS IN SAUDI ARABIA

Project Name	Status	Scheduled completion	Launched	No. of units
NEPTUNE, INTERIORS BY MOUAWAD	Pre-Sales	Q4 2027	Q4 2024	200
TRUMP TOWER, JEDDAH	Pre-Sales	Q4 2029	Q4 2024	561

Neptune is the first project in Saudi Arabia with 200 units offering a blend of modern design and high-quality living. Strategically located, the project features well-crafted homes designed by Mouawad with contemporary architecture and access to a range of amenities.

Trump Tower Jeddah is our first project in Jeddah and second in Saudi Arabia, located along the iconic Jeddah Corniche. With 561 exclusive residences, the tower reflects the excellence and sophistication of the Trump brand, offering contemporary design, high-end finishes, and world-class amenities. Its prime waterfront location and thoughtfully designed living spaces set a new benchmark for luxury living in the city.

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

Why Oman

Oman offers a stable economy, a high quality of life, and one of the safest environments in the world. Perfectly located with easy access to Africa and the Indian subcontinent, it has become a vibrant home for expatriates and investors from over 100 nationalities. With Oman Vision 2040 driving the country’s transformation, the government is focused on economic diversification, tourism expansion, and foreign investment, creating new opportunities across various sectors. Over the next 15 years, Oman is set to become a major tourism and investment hub, with large-scale infrastructure projects and world-class developments shaping its future.

Oman is gaining recognition as a prime destination for living, working, and investing, offering a unique blend of economic stability, natural beauty, and a high quality of life. With its strategic location, rich cultural heritage, and a strong commitment to sustainable development, Oman welcomes residents and investors seeking long-term opportunities in a thriving and welcoming environment. Driven by the ambitious Oman Vision 2040, the country is focused on economic diversification, tourism expansion, and infrastructure growth, ensuring a prosperous future and making it an exciting place to call home.

A RISING INVESTMENT DESTINATION

Investors benefit from Oman’s golden visa program, which provides lifetime residency with 100% freehold property ownership, with no minimum investment required. With a vision for sustainable growth, a business-friendly environment, and a commitment to enhancing quality of life, Oman presents an exciting opportunity for those looking to live, invest, and thrive. Its breathtaking natural beauty, from pristine beaches and dramatic mountains to serene deserts and lush wadis, adds to its appeal, offering a lifestyle that blends modern convenience with stunning landscapes.

OMAN

Market overview

Oman’s residential real estate market is on an exciting growth path, set to expand from USD 4.78 billion in 2025 to USD 7.42 billion by 2030, with a strong 9.19% CAGR, according to Mordor Intelligence. This growth is fuelled by increasing demand from both locals and expatriates, who make up nearly 40% of the country’s population, and are actively shaping the housing market. The luxury real estate segment is also gaining momentum, with high-end developments projected to grow at over 6% annually. With investor-friendly regulations, expanding freehold zones, and a strong focus on sustainability, Oman is quickly emerging as a prime real estate destination.

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024# PORTFOLIO OVERVIEW

Whether for investment or personal living, the market offers a unique mix of affordable, high-quality properties and luxury waterfront developments, making it an attractive choice for buyers looking for long-term value and a vibrant lifestyle.

OUR PROJECTS IN OMAN

AIDA

Status: In progress
Scheduled completion: Entire masterplan: 2034 (Phase 1 – 2027-28)
Launched: Q1 2023
No. of units: 1,296

AIDA is a breathtaking luxury development set on the dramatic cliffs of Muscat, offering an unparalleled blend of natural beauty and refined living. Spanning 4.3 million square meters, this visionary project will be developed over 8 to 10 years and launched in 10 phases and this exclusive community will have home to luxurious residences, a world-class Trump golf course, and premium hospitality experiences. Designed to harmonise with Oman’s stunning landscapes, AIDA seamlessly merges modern elegance with the serenity of its coastal surroundings. With thoughtfully crafted villas and apartments boasting panoramic views, along with exceptional amenities, AIDA offers a one-of-a-kind lifestyle where luxury meets nature’s masterpiece.

Why Qatar

Qatar’s real estate market has been transformed in recent years, bolstered by major government initiatives and the lasting impact of hosting the FIFA World Cup 2022. The global event not only showcased Qatar’s world-class infrastructure but also accelerated investments in transportation, hospitality, and real estate—creating a lasting legacy for residents and investors alike. From state-of-the-art roads and a modern metro system to new entertainment hubs and luxury developments, the country is now more connected and liveable than ever. For investors, Qatar offers one of the most attractive residency programs in the region. Residents who invest a minimum of $1 million in real estate are granted permanent residency, Qatar is rapidly emerging as a top destination for living, working, and investing, offering a perfect blend of modern infrastructure, economic stability, and a high standard of living. With its world-class amenities, strategic location, and commitment to long-term growth, Qatar is attracting residents and investors looking for security, opportunity, and a vibrant lifestyle. The country’s forward- thinking approach, backed by the ambitious Qatar National Vision 2030, ensures continued progress, making it an exciting place to call home.

A VISION OF PROSPERITY

Source: https://www.invest.qa/en/sectors-and-opportunities/real-estate
Knight Frank 2024

which comes with exclusive benefits such as free healthcare, education/tuition, and the ability to invest in select commercial activities. Those investing $200,000 or more qualify for a five-year renewable residency permit, making it easier than ever for expatriates to establish long-term roots in Qatar. With a tax-free environment, political stability, and a high quality of life, Qatar’s property market continues to attract global investors. Residential sales transactions have risen by 12.6% in the past year, reflecting strong confidence in the country’s future. As Qatar expands its freehold zones and enhances its urban landscape, it offers more than just investment potential—it provides a thriving, future-ready destination to call home.

Market overview

Qatar’s real estate market is evolving with exciting opportunities for investors and homebuyers alike. Lusail continues to shine as a symbol of modern luxury, with The Waterfront setting new price benchmarks, while Fox Hills offers a more accessible entry into this dynamic community. The Pearl Island remains a top choice for those seeking an exclusive waterfront lifestyle, blending elegance with convenience. Government initiatives, such as expanded freehold ownership for expats and residency-linked investments, are fuelling market activity, leading to a 12.6% rise in transaction volumes. While increased supply is giving buyers more options, the demand for premium living spaces remains strong, with luxury apartment rents climbing by 2.3%. As Qatar continues to invest in its future, its real estate sector is not just growing—it’s transforming, offering a blend of stability, opportunity, and world-class living.

OUR PROJECTS IN QATAR

LES VAGUES BY ELIE SAAB

Status: In progress
Scheduled completion: Q1 2027
Launched: Q4 2022
No. of units: Over 300

Les Vagues by Elie Saab is a one-of-a-kind residential masterpiece of 5 towers in Lusail’s Qetaifan Island North, offering over 300 luxury seafront apartments with breathtaking views. As Qatar’s first residences with interiors by world-renowned designer Elie Saab, the project blends timeless elegance with modern coastal living. With 3 towers already launched, these thoughtfully designed one, two, and three-bedroom apartments, along with world-class amenities, Les Vagues offers a refined lifestyle where luxury meets the serenity of the sea.

Why London?

With a globally influential financial sector, London remains one of the most attractive destinations for real estate investment in Europe. Its strategic geographic location positions it as a key hub for international business, connecting Europe with North America and other global markets. London’s strong legal framework, stable property market, and status as a world-leading financial and cultural capital make it an ideal destination for investors seeking long-term growth and stability in real estate.

A MAJOR GLOBAL CITY

Market overview

The London real estate market is set for strong growth in 2025, driven by improving mortgage affordability, rising buyer confidence, and a recovery in sales volumes. Mortgage approvals have reached their highest levels in 18 months, and further declines in interest rates are expected, making homeownership more accessible. The Stamp Duty reversion in April 2025 is anticipated to fuel market activity, particularly among first-time buyers, leading to increased transaction volumes in the first half of the year. According to the CBRE Real Estate Market Outlook Report 2025, house prices in London are forecast to rise by 3.5% in 2025, supported by stable economic conditions and robust wage growth. Market sentiment has significantly improved, with both buyers and sellers regaining confidence after years of uncertainty. The Labour Government’s focus on enhancing the planning system signals long-term support for housing development. Combined with favourable mortgage conditions, these factors are expected to sustain the market’s positive momentum.

LONDON, UNITED KINGDOM

OUR PROJECTS IN LONDON

OLD PARK LANE

Status: Completed
Scheduled completion: Completed
Launched: Q4 2022
No. of units: 1

Situated on the corner of Old Park Lane and Piccadilly and overlooking Green Park, 149 Old Park Lane is a sophisticated landmark building with an important role in London’s architectural heritage.

ALBERT HALL MANSION

Status: Under Construction
Scheduled completion: Q2 2027
Launched: Q2 2024
No. of units: 1

7&8 Albert Hall Mansions Penthouse is situated in one of London’s most prestigious neighbourhoods, directly overlooking the iconic Royal Albert Hall. This historic and architecturally significant building offers residents breathtaking views as well as an exclusive address.

OUR PROJECTS IN LONDON

8MINS-TO-CENTRAL

Status: Under construction
Scheduled completion: H1 2025
Launched: Q2 2023
No. of units: 9

Situated only minutes from central London on the new Elizabeth underground line, this is a low-rise building housing meticulously designed apartments.

OH SO CLOSE

Status: Completed
Scheduled completion: Completed
Launched: Q2 2023
No. of units: 17

Located within the leafy community of West Ealing, this project comprises of two 3-storey houses divided into luxury flats.

Why Spain?

The Spanish economy outperformed the eurozone in 2024, achieving a growth rate of 3.2%. This was driven by strong domestic demand, rising consumer spending, and an uptick in tourism. The labour market also showed resilience, with net job creation supporting overall economic stability. The country’s natural beauty—ranging from the Mediterranean coastlines to the scenic countryside—has played a key role in attracting both visitors and real estate investors. The government’s focus on infrastructure investments and fostering a business-friendly environment further strengthened the economy, positioning Spain as one of the fastest-growing economies in the region.

A THRIVING EUROPEAN MARKET

Market overview

Spain’s real estate market has entered an expansive phase during 2024 and which is expected to continue, characterised by robust demand and limited supply. This imbalance has led to accelerated home price growth, particularly in new constructions, which saw a 10.7% year-on-year increase in the first half of 2024. Existing home prices also rose by 6.5% during the same period. According to Caixa Bank Research, the resurgence in housing demand is driven by factors such as declining interest rates, improved economic conditions, and a significant rise in net household creation, which has outpaced the supply of new housing units.# Forecasts suggest that this upward trend will persist into 2025, with nominal home price growth expected to be around 4%, surpassing inflation rates.

Source : https://www.caixabankresearch.com/en/sectoral-analysis/real-estate/spanish-real-estate-market-2024-2025-expansive-mode

With a growing economy and a rich cultural heritage, Spain stands out as one of the most attractive destinations for real estate investment in Europe, particularly along its southern coast. Its strategic geographic location makes it an ideal hub for both living and international business, serving as a key connection point between Europe, South America, and Africa.

SPAIN PORTFOLIO OVERVIEW

STRATEGIC REPORT

GOVERNANCE REPORT

FINANCIAL STATEMENTS

38 DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

OUR PROJECTS IN SPAIN

Tierra Viva is our first project in continental Europe, launched in June 2023 in partnership with Automobili Lamborghini. This exclusive gated community of 53 luxury villas is set in the scenic hills of Benahavís, overlooking Marbella and the Mediterranean Sea. Inspired by Lamborghini’s bold design philosophy, Tierra Viva blends modern elegance with breathtaking views, offering a refined living experience in one of Spain’s most sought-after locations.


Status	Construction in progress
Scheduled completion	Q4 2027

TIERRA VIVA, DESIGN BY AUTOMOBILI LAMBORGHINI

Launched	No. of units
Q2 2023	53

Marea, our second project in Spain, was unveiled in August 2023, featuring interiors by Missoni. Located in a prime coastal enclave, it offers a seamless blend of luxury and natural beauty. With expansive sea views and proximity to world-class golf and lifestyle amenities, Marea provides an exclusive residential experience designed for refined living.

Status	Pre-sales
Scheduled completion	Q4 2027

MAREA, INTERIORS BY MISSONI

Launched	No. of units
Q3 2023	59

PORTFOLIO OVERVIEW continued

39 DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

OUR PROJECTS IN SPAIN

MANILVA, TABANO

In September 2022, Dar Global acquired six land plots (4.6 million sqm) in Manilva, Málaga, near the Cádiz border in southern Spain. Located about 45 minutes from Marbella, the site is close to a renowned polo destination and some of the finest beaches on the Costa del Sol. The Tabano project is currently in the early permitting phase, with completion targeted for December 2029. Dar Global is working with the Consultants to develop the concept master plan and infrastructure strategy.


The total land area of the Tabano project	4,650,092 m²

PORTFOLIO OVERVIEW continued

STRATEGIC REPORT

1DARGLOLBR.GRCDGU 1DARAGDRLOB.R.CUCA.B

STRATEGIC REPORT

GOVERNANCE REPORT

FINANCIAL STATEMENTS

40 DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

RISK MANAGEMENT

We operate a capital light model whereby all construction work is outsourced, and favour partnerships with landowners over outright initial payment for acquisition of land. We have a presence in multiple jurisdictions and are currently in a very early growth phase. Consequently, further risks and opportunities are likely to emerge and evolve as we continue to expand, mature and navigate business cycles. The risks facing the Group could have a material adverse effect on the implementation of the Group’s strategy, business, financial performance, shareholder value, returns, and reputation.

Our risk management framework defines the Group’s approach to identifying, assessing, mitigating, monitoring and reporting risks inherent to the business, and providing reasonable assurance against material misstatement or loss. During 2024, the board approved steps to further embed our Group Risk Management Framework and Risk Policy.

Risk Categories

Under the Risk Management framework, the Company’s risks are categorised under two broad headings:

Strategic and financial risks: Impacting the Company’s profitability, solvency and liquidity. It covers Company exposure to economic cycles, interest rates, geopolitical risk, market risk and credit risk. Management of these risks is mostly driven by high-level decision-making on strategic direction, composition of our capital, target asset allocations, and treasury management.
Operational risks: Covers risks including construction risks, operational risk in the back- office, third party risk, reputational risk, regulatory compliance-related risks, transition and physical climate-related risks including changes in regulations.

As with any business, we expose ourselves to risk in pursuing our strategic priorities to create value for stakeholders. Our approach to risk management combines a top-down strategic review and determination of risk appetite limits by the Board, and a bottom-up review and reporting of risk by senior management. The roles and responsibilities of the Board and management in the identification and management of risk are summarised below.

Governance

The Board has the overall responsibility for risk oversight, for ensuring there is a robust risk management and internal control system, and for determining the Group’s appetite for exposure to principal risks that could impact the Group’s ability to achieve its strategy. The Audit and Risk Committee (ARC) meets at least three times a year and supports the Board in the oversight and management of risk and is responsible for reviewing the effectiveness of the risk management and internal control processes during the year. Risk and opportunity assessments are revised at least annually and more frequently as necessary and reviewed twice a year by management and the ARC.

Risk Governance framework

The CEO is primarily responsible for the day-to- day management of risks with the support of the leadership team and other senior managers located throughout the business. The Risk Management Function is responsible for allocating risk ownership, providing guidance on the standards for assessing and reporting risks, providing review and challenge to the business, and reporting key risks to the CEO and the ARC. The Risk Management Function reports to the CEO with a direct line of communication to the ARC.

The Risk Management policy underpins a formal annual risk assessment and semi-annual review with particular focus on the principal risks and controls to ensure they remain appropriate for the control of the business. Please refer to sections below for how risks are identified, assessed and managed and reported.

The Risk Management Function is responsible for reporting on a semi-annual basis performance against risk appetite, updates to principal risks and their ratings and material outstanding issues related to them to management and at the Board level. Management and the Board are responsible for balancing the Risk Appetite Statement and its associated Principal risks when reviewing and guiding strategy, business plans, capital allocation and liquidity as well as risk management policies. The ARC has oversight responsibilities on progress for remedial actions connected to breaches in risk appetite and is accountable for overseeing any ESG-related metrics, setting their baselines, transition plans and targets as applicable.

The Company’s Principal Risks are set out on pages 43 to 44.

graph TD
    BOARD --> ARC
    BOARD --> CEO
    CEO --> SENIOR_MANAGEMENT
    SENIOR_MANAGEMENT --> RISK_MANAGEMENT
    BOARD -- MANAGEMENT --> BOARD_MANAGEMENT

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41 DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

Risk appetite

The risk appetite statement detailing risk appetite and tolerance levels for the Group, is set on a time horizon consistent with strategic planning and agreed annually by the Board and monitored by the ARC. In setting these, the Board considers the expectations of its shareholders and other stakeholders whilst recognising the cyclical nature of the business. The CEO recommends the Risk Appetite Statement on an annual basis, together with Principal Risks, and is further involved in overseeing remedial actions for breaches in Risk Appetite.

Identification of risks and opportunities

In determining the risks faced by our business, consideration is given to both internal and external factors and emerging risks, in addition to the timeframe in which such risks might occur. Management is responsible for undertaking risk assessments considering plausible scenarios to determine which risks could have a material impact on the organization.

The Risk Management Policy includes definitions of impacts over:

the short term (up to 1 year) for assessing the most immediate operational risks,
the medium term (up to 5 years) to address strategic and operational risks typically aligned with political, business and construction cycles, and
the long term (up to 20 years) to account for risks that may impact the Company over the longer term.

Assessment of risks and opportunities

A risk prioritisation matrix is used to ensure all risks are evaluated consistently relative to their significance to the business. Our risk prioritisation matrix considers likelihood based on probability of occurrence and impact on the business, based on financial, reputational, customer, health and safety, employee, environmental, operational, legal and regulatory perspectives. Risks are assessed at inherent and, where specific controls are required, residual levels. Risks are considered by the CEO for possible inclusion in our Principal Risks; and monitored as part of our risk appetite. Our bottom-up risk assessments consider emerging risks that could potentially impact the Company’s risk profile but cannot be fully defined as a specific risk at present. Our climate-related opportunities matrix considers likelihood of success and estimated resulting increases in net asset value of the Company over the short, medium and long term.

RISK MANAGEMENT continued

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42 DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

Management and reporting of risks

Ownership, assessment and management of individual risks is assigned to a member of Management as appropriate.# Management's Responsibility for Risk Management

Management is responsible for determining whether to mitigate, transfer, avoid or recommend acceptance of residual risks. They are also responsible for reviewing the design and operating effectiveness of the internal control systems, considering and implementing risk mitigation plans and for the semi-annual review of identified risks, which is reported to the ARC. The CEO is responsible for formulating and recommending to Board for approval a business plan, balancing it against Risk Appetite.

Overall assessment

The Board has carried out a robust assessment of the emerging and principal risks facing the Group, including those that would threaten its business model, future performance, solvency or liquidity. The Group is willing to accept a moderate level of risk, consistent with the norms of our industry and in line with the practices of our peers, to deliver acceptable financial returns for the business. To ensure the Group’s business model remains financially resilient over time, management has chosen a two-year horizon to model risk scenarios alongside achievable mitigating actions. The results are presented in the Viability Statement on page 45.

RISK MANAGEMENT continued

Executives & the Board

Management
Front Line
Business Risk
Strategy & capital planning

Level and type of risk: Top-down
Bottom-up
Policies, risk appetite limits with Board oversight
ERM monitoring and reporting (dashboards, Risk Register)
Business processes & decision-making
Operational limits, risk identification, assessment and mitigation
Risk appetite

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Property market cycles and interest rates

Our disciplined capital management, secured funding lines for future opportunities and strong and supportive majority shareholder can help us mitigate any capital risks.

““

RISK MANAGEMENT continued

Changes in macroeconomic environment or tightening of financial conditions may lead to falling demand through a reduction in the wealth of our target affluent customer demographic. This could result in reduced sales volumes and affect our ability to deliver profitable growth. Availability of suitable land at appropriate cost is also strongly impacted by property market conditions, incorrect timing of purchases could impact future profitability.

Risk description	Remediation / Mitigation
1. Property market cycles and interest rates	• Critical assessment of target location and underlying demand. • Conservative deployment of capital. • Joint venture agreements for suitable land and partners. • Frequent review of pricing. • Strong relationships with key brokers. • Geographical diversification.
2. Capital availability and solvency	• Disciplined capital management. • Secured funding lines for future opportunities. • Strong and supportive majority shareholder.
3. Political risk	• Diversification across several jurisdictions, with the majority considered safe havens by wealthy investors. • Conservative capital policy enables management to tolerate lower sales volumes and avoid steep price cuts.
4. Contractor ability to deliver on time with high quality/low defect	• Rigorous contractor due diligence. • Legally binding contractual terms. • Stringent quality assurance through build programme oversight by both Dar Global engineers and independent consultants on multiple sites across several countries.
5. Legal risks: joint venture and branding	• Extensive due diligence on all partners. • Contractual agreements detailing roles, responsibilities and performance requirements, defined through pre-agreement discussions to effectively address and allocate ownership of risks and potential liabilities between parties. • Effective, frequent communication and updates to all relevant parties throughout the life of each project. • Oversight by both Dar Global engineers and independent consultants.
6. Labour standards and health & safety	• Robust health and safety procedures for all construction sites. • Regular health and safety monitoring, external audits of all sites, and regular management reviews. • Contractual requirements for all subcontractors to abide by high standards of safety.
7. Cyber and data risk	• Has a comprehensive Information Security Programme to complement existing controls, addressing any vulnerabilities and implementing best practices with the support of specialist external third parties. • Deployed multi-factor authentication on key platforms. • Uses cloud-based services reducing centralised risk exposure.
8. Employee relations	• Succession planning for key management. • Monitoring attrition rates, attendance and feedback from exit interviews. In addition, we are enhancing our performance management approach.

Lack of sufficient financing may restrict our ability to respond to changes in the economic environment, and take advantage of appropriate land buying and operational opportunities to deliver strategic priorities.

Significant political events locally and globally may impact Dar Global’s business as customers may be reluctant to make purchases due to uncertainty. Sanctions may cause supply chain disruption, and changes in local laws may increase costs or cause delays to projects.

Failure to achieve excellence in construction, such as late completion of works, design and construction defects could expose the Company to future remediation liabilities, and impact future sales through reputational damage.

Differences in interpretation of goals, roles, and responsibilities of each partner may lead to protracted delays in executing and legal recourse, which, in the event of underperformance by one or more parties, a change in control/ financial stability of one of our partners, could result in large losses and reputational damage to Dar Global.

Health and safety, or environmental breaches can impact Dar Global’s employees, subcontractors and site visitors, and result in reputational damage, criminal prosecution, civil litigation, increased cost and delays in construction.

The Group places significant reliance upon the availability, accuracy, and confidentiality of all of its information systems and data. It could suffer significant financial and reputational damage from corruption, loss or theft of data. To address the residual risk, the Group:

Increasing competition for skills may mean we are unable to recruit and retain the best people. It could result in a failure to deliver our strategic objectives, a loss of corporate knowledge and competitive advantage. We have the following measures in place:

Principal risks and uncertainties at Year End 2024

STRATEGIC & FINANCIAL RISKS

OPERATIONAL RISK

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Climate-related risks are disclosed in the Climate-related risk and opportunity assessments section on pages 58 to 61. The company does not consider that there are any other noteworthy emerging risks at this time.

Principal risks and uncertainties at Year End 2024

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GOING CONCERN & VIABILITY STATEMENT

Going Concern

In 2024, the Group secured additional growth capital of up to USD 325 million for to invest in new projects and geographies. The Board, having regard to the Group’s internal forecasts and projections for 5 years, which are based on the current trends in sales and development, and after taking account of the funds currently held, the available facilities including the undrawn portion of USD 53.1 million at year end (refer to note 18 and 19) have concluded that the Company and the Group will be able to operate within the level of its available resources. The Directors have, at the time of approving the consolidated financial statements, a reasonable expectation that the Group has adequate resources to continue to be in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the consolidated financial statements.

Viability Statement

In accordance with the 2018 UK Corporate Governance Code, the Directors and senior management have assessed the prospects and financial viability of the Group over a period longer than 12 months, considering both its current position and circumstances, and the potential impact of its highest severity principal risks. For the purposes of this Viability Statement, the Directors consider that a two-year review period is appropriate given the level of maturity of the Company. The Company has been listed since February 2023 and since then has been on a growth path with new projects being continuously added to the portfolio across the wider Group. The Group expects to achieve a stabilized portfolio to assess capital expenditure and operating expenses requirements over the course of next 2 – 3 years and hence for the current period, the Company and the Group has adopted 2 year forecast for Viability assessment and Statement. The Group considers a wide range of information relating to present and future business conditions, including those impacting on expected profitability, cash flows, and funding requirements. The Group continues to be subject to its principal risks, which are detailed alongside mitigations on pages 43 to 44. This Viability Statement considers the effect of plausible risks that could have the highest impact on its longer-term prospects and ability to meet its targets in current market conditions over the review period. This assessment included a reasonable worst-case scenario in which the Group’s principal risks manifest to a severe but plausible level.The current economic environment presents significant macroeconomic uncertainties, most notably around rising inflation and interest rates and their consequent impacts on global economic growth, as well as investor confidence and spending. Therefore, the downside scenario used in the assessment took account of property market cycles and interest rates risk, which were considered the categories whose combination of underlying risks carry the greatest threat to the Group’s resilience. The Group considered a range of sensitivity analyses for the following downside scenario:
• Economic and property market downturn from the continued higher interest rate environment, resulting in the following deviations from forecasts:
• a material decreases in sales and
• a significant slowdown in collections.
• Sustained higher than expected inflation rates and supply chain tightness despite the downturn resulting in higher-than-expected construction costs.
Through its geographic diversification, asset light model, conservative deployment of capital and strong parent support, the Group is able to operate under the described scenario within its current facilities and meet its liabilities as they fall due in the assessed period, and the Group will maintain adequate working capital throughout the viability review period. The Group has a range of additional options to maintain its financial strength, including a reduction in overheads and flexibility to slow down the levels of work in progress in line with any potential fall in expected sales. Notwithstanding these potential mitigating initiatives, the Group is confident that it would retain its ability to seek attractive new investment opportunities and grow over the long term. Based on results of the analysis, the Directors have a reasonable expectation that the Group will be able to continue in operation and meet its liabilities as they fall due over the two-year period of their assessment.

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Engagement with stakeholders

The Board’s understanding of stakeholders’ interests is central to its responsibilities and critical to the long-term success of the business. Stakeholder engagement takes place through various means depending on the stakeholder group and the Board ensures that the overall engagement process enables it to understand what matters most to our key stakeholders. Understanding the views and interests of our stakeholders helps the Board make responsible and balanced decisions, as well as develop and undertake risk assessments throughout the year. In doing so, we aim to generate long-term value for our shareholders on contributing to the wider society by building strong and lasting relationships with our other key stakeholders. We consider our key stakeholders to be our people, our brand partners, our communities and their environment, our suppliers and our shareholders. Working closely with our stakeholders is an integral part of our business model and strategy. The primary ways in which the Board engages directly or delegates responsibility for engagement to management are set out below.

Our people

Our people are the heart of our organisation, driving our success and shaping our future. During the year under review the Remuneration Committee has continued to work on implementing remuneration arrangements for senior management in line with

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

ENGAGING WITH OUR STAKEHOLDERS

We aim to generate long-term value for the shareholders whilst working on contributing to the wider society by building strong and lasting relationships with our other key stakeholders.

the Remuneration Policy approved by shareholders at the Company’s 2024 Annual General Meeting. Further details of the Company’s approach to remuneration can be found in our Directors’ Remuneration Report on page 80-84.

Our brand partners

We partner with iconic luxury brands with universal appeal, who collaborate with us to deliver exceptional and highly desirable living experiences. An integral part of this is fostering good relationships with our partners to ensure we can deliver exclusive, breathtaking living experiences.

Our communities & environment

Our projects flourish with their surrounding communities. By contributing to positive social impacts, we create value for our stakeholders’ local communities, whether providing space to local businesses, improving local areas or minimising the environmental impact of buildings themselves.

Our customers

We aim to address the needs of a new society of global citizens who are looking to live in properties we develop or own them as a great investment. Customer engagement is crucial to foster loyalty and drive business growth. By actively involving our customers in meaningful interactions we can build trust, increase brand reputation and gain valuable insights. Engaged customers are more likely to make repeat purchases and become advocates for our brand.

Our shareholders

We rely on the support of our shareholders, and their views on how we deliver long-term success for the business are important to us. The Chairman and Chief Executive Officer have made themselves available for engagement with shareholders and any appropriate feedback is reported back to the Board. Such feedback may cover various aspects including operational matters, financing strategy and dividend policy. Other Non-Executive Directors may engage with shareholders on specific matters as appropriate. The Directors will attend the Annual General Meeting to meet with shareholders and to answer any questions they may have. The following pages set out our key stakeholders and how we effectively engage with them.

SECTION 172 STATEMENT

This section of the Strategic Report illustrates how the criteria set out in section 172(1) of the Companies Act are embedded into how Directors engage with our key stakeholders.

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OUR KEY STAKEHOLDERS

We foster an open and collaborative management style, actively engaging our employees through a variety of formal and informal avenues.

Our people

Our people’s dedication, expertise, and passion are essential to executing our strategy, fostering our vibrant culture, and creating enduring value for our stakeholders.

What matters to them
* Safe and healthy working environment.
* Diverse and inclusive culture with strong leadership.
* Competitive and fair pay and benefits.
* Opportunities for professional development and career progression.

How we engage
We foster an open and collaborative management style, actively engaging our employees through a variety of formal and informal avenues, including:
* An Intranet portal that includes newsletters for announcing new additions to the team and business updates.
* Regular team meetings to provide feedback, set goals, and track progress
* Our senior management team regularly evaluates employee turnover data and considers actions to mitigate this.
* Offering opportunities for career growth where employees are evaluated and supported for improvement
* Conducting feasibility studies in preparation to launch a ‘pay for innovation’ scheme.

SECTION 172 STATEMENT continued

Our brand partners

Our brand partners, along with our employees, are instrumental in fulfilling our commitment to our customers. Their contribution and expertise are critical to delivering our business objectives. Building robust and enduring relationships with our brand partners ensures the consistent delivery of exceptional quality and truly unique living spaces, ultimately benefiting all stakeholders.

What matters to them
* Long term, collaborative, trusted relationships.
* Exclusive agreements to work on specific projects and locations.
* Aligned business objectives and shared values
* Fair and mutually beneficial business agreements.
* Increasing brand awareness and strengthening their client relationships.

How we engage
* Management lead open and collaborative relationships with our brand partners.
* We reliably deliver on our commitments in line with the brand’s high standards, coordinating through frequent communication and updates to all relevant parties throughout the life of each project.
* We engage closely with our brand partners, ensuring alignment of our project marketing with their brand image and values.

Our communities

Our projects flourish with their surrounding communities by contributing to positive social impacts, we create value for our stakeholders.

What matters to them
* Enhanced overall well-being of all who dwell in the communities where our projects are located.
* Contribution to the local economy and provision of employment opportunities.
* Investment in local infrastructure and services available to all residents of the communities.
* A commitment to protect the environment, reduce emissions and waste and help support sustainable lifestyles.
* Planning for open spaces considering unique site characteristics, climate and cultural aspects of the local environment.
* Integrating native plants, local materials and colours as well as regional design elements to harmonise with the surroundings.

How we engage
* We actively seek the views of local communities in developing a tailored planning and community engagement strategy for each of our projects across the various regions.
* We are committed to making a long lasting positive social impact in our communities by collaboratively addressing local priorities.
* We oversee the safety and security of all of our project sites, including the handling of emergencies.
* Post completion and handover of our projects, we organise events to engage residents around national holidays and key occasions celebrated locally.

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Our customers

Our customers are our partners.# SECTION 172 STATEMENT continued

Our shareholders

Our shareholders help facilitate access to capital as well as playing a key role in shaping our strategy.

What matters to them

Focused strategy and business model adapted to the prevailing macroeconomic environment and global mega trends.
Financial returns and optimal use of capital.
Strong leadership and corporate culture.
Appropriate and evolving risk management and governance structures.

Personalised After-Sales Support

We recognise the importance of providing personalised and efficient support even after the sale is complete. That’s why we assign each customer a dedicated account manager to address any questions, resolve issues, and assist with any concerns. To enhance this service, we’ve implemented a sales force system that ensures full automation and enables quick, accurate responses to all client inquiries. This integration allows us to provide seamless support, ensuring that our customers receive timely and reliable assistance while enjoying a hassle-free experience.

On-Time Handover and Smooth Transition

We focus on making smooth handover and key release and seamless as possible. For all our customers, including those based overseas

How we engage

Tailored customer engagement plan based on the information we have gathered through KYC (Know Your Customer) processes to tailor emails, messages, or offers based on their preferences. Not all customers have the same needs or preferences. We segment them based on demographics, purchase history, or engagement level.
We prioritise keeping our customers informed with regular newsletters featuring updates on their project progress and moreover with our new products and services.
Ongoing Relationship & Engagement: We’re committed to staying connected and celebrating life’s milestones with our customers by sharing in their personal occasions—such as birthdays, anniversaries, and other special moments. Additionally, we make it a point to celebrate broader occasions like New Year, Christmas, Ramadan, Diwali, and more
We have a dedicated customer service number and email to ensure responding quickly to customer inquiries, whether by email, phone, or live chat.

What matters to them

After purchasing a unit, what matters most to our customers is a seamless and stress-free experience Key factors include:

Timely Communication & Transparency: Keeping our customers informed about the progress of their property, including updates on construction, handover timelines, and any other important details, reminder on their upcoming instalments and update regarding our new launches.
Quality of the Property: Even after purchasing, our customers expect their homes to meet the highest quality standards. To ensure this, we invite our clients to personally view their units at the time of handover. This allows them to identify any snags or issues that may arise, and we are committed to addressing and resolving any concerns promptly.

How we engage

We have an extensive investor relations agenda to ensure both existing and prospective shareholders are regularly engaged through:

Meetings, roadshows and telephone and video calls.
Regulatory reporting including full and half year results, the Annual Report and ad hoc business updates.
Site visits and management meetings.
Our upcoming Annual General Meeting.

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DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024 49

OUR PEOPLE

At Dar Global, our people are at the heart of everything we do. We are committed to fostering a diverse, inclusive, and empowering work environment that attracts, nurtures, and retains the best talent across the globe. Our people are key to driving the success and growth of our business, and we continue to prioritize their development and well-being.

Employee Diversity and Inclusion

We remain dedicated to building a workforce that is representative of a wide array of backgrounds, experiences, and perspectives. In the past year, our targeted recruitment efforts again have led to the inclusion of employees from over 40 nationalities, reinforcing our commitment to a diverse and inclusive workplace. This diversity enriches our company culture and enhances our ability to innovate and respond to global challenges.

Our commitment to gender equality is evident in the composition of our workforce, with 46% female employees and 53% male employees. This representation reflects our ongoing efforts to provide equal opportunities and foster an inclusive workplace where all employees can thrive. We continue to place significant focus on cultural alignment, ensuring that our employees feel respected, valued, and included, which is integral to creating a harmonious and productive work environment.

Developing a Talented Workforce

As part of our dedication to professional growth and career development, we actively recruit talented graduates from a range of academic disciplines. Our focus on multilingual candidates who can navigate various jurisdictions worldwide ensures that we continue to build a globally competitive workforce. To nurture emerging talent, we have an internship programme offering placements across key departments including Development, Marketing, Finance, Audit, and Tax. These internships, lasting from three to six months, serve as a valuable pipeline for future employees and provide meaningful hands-on experience.

Building a Strong Culture

We are deeply committed to fostering an entrepreneurial culture that is driven by customer-centricity. Placing our clients at the heart of everything we do, we aim to cultivate a workforce that is not only highly skilled but also deeply motivated to succeed. Our Company’s rapid growth has provided numerous opportunities for career advancement, especially within our sales teams. Many employees have experienced swift progress in their roles, which speaks to the dynamic, fast- paced environment we promote. At Dar Global, adaptability and resilience are key attributes that guide our teams, especially our newer hires, as we strive for excellence and innovation in all that we do.

Engaging Our Employees

We believe that clear, transparent communication is essential to maintaining a highly engaged workforce. To keep our employees informed and connected, we regularly circulate important company updates through our corporate Human Resources (HR) email channel. This includes messages from senior management, policy updates, and key developments within the Company. Additionally, we introduced an intranet portal in 2024, which serves as a central hub for internal communications, company resources, and collaboration. This portal enhances our ability to connect employees across departments and locations, ensuring they have easy access to vital information.

Setting high standards of behaviour

At Dar Global, we are committed to upholding the highest standards of conduct. Our Code of Conduct and Business Ethics outlines the values and principles that guide our decisions and actions, emphasizing respect, integrity, and ethical business practices. We also have comprehensive policies in place covering areas such as anti-bribery, anti-corruption, non-discrimination, and grievance management. These policies, alongside our Whistleblowing Policy, are communicated to all employees and included in our Employee Handbook, which was updated in 2024. As part of our commitment to maintaining a positive and respectful work environment, we continue to promote transparency, ethical conduct, and fairness across all aspects of our operations.

Category	Female	Male
Senior management	29%	71%
All employees	46%	54%

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SUSTAINABILITY

We aim to integrate responsible practices throughout all aspects of our business, allowing us to contribute positively to society and generate long-term value for our stakeholders. We are committed to operating our business in a responsible manner, creating a supportive and inclusive workplace for our people, and engaging with our supply chain to deliver positive outcomes for our stakeholders.

Customer & build quality

We aim to continuously improve the high standards we set ourselves in satisfying our customers by ensuring our quality assurance processes are embedded at every stage of the build. We invest in training and process improvements to ensure consistently high standards and we prevent quality issues through inspections throughout the build process.

Quality

We have a dedicated team of quality assurance professionals to train site teams that verify the consistent delivery of high-quality dwellings. In addition, there are regular site visits and inspections conducted by the technical team to ensure the quality of our product is maintained and in compliance with design documents.# STRATEGIC REPORT

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Sustainability

Our approach to construction underpins the basis of our designs, procurement strategy, and operational requirements, and aims to deliver high-end differentiated products across geographies.
Project teams, supported by local product quality managers who are acting as our resident engineers, monitor the quality of our product from the early stages until handover. They actively coordinate updates with Customer Relationship Managers to ensure customer feedback is addressed.
Building safety protocols fully comply with local authorities’ requirements and international standards. We carefully appoint qualified architects of record, and third-party fire, life, and safety engineers to ensure full compliance throughout the project lifecycle.
Our supply chain engagement ensures third-party materials are properly fitted.

Customer Care

Accurate forecasting of handover dates, which are planned from project initiation, is closely monitored by our planning team to mitigate delays and report accordingly.
Our customer relationship management approach effectively manages all customers’ accounts and ensures robust customer engagement, encompassing strategies, technologies, and practices to analyse and manage customer interactions throughout the customer lifecycle.

Supply Chain

Our supply chain partners play a pivotal role in supporting our business to effectively implement our strategy and sustainability performance. Supply chain collaboration is critical in tackling major environmental and social issues. We continue to seek to improve our understanding of supplier actions taken to mitigate risk and how our supply chain can support us in delivering a sustainable future through:

Best Practice

Procurement excellence through standard operating procedures, in line with international standards and industry best practices.

Collaboration

Integrated project planning, and ongoing communication at the project and delivery team level, to best coordinate delivery and tackle challenges in a timely manner, mitigating risk of delays.

Value Creation

Tender process, key topics, technical scoring and evaluation.
Enhanced due diligence, site and vendor checks for manufacturing and construction.

Materials

Criteria including technical compliance, quality, sustainability, health & safety and competence.
Product safety standards and enhancement of our practices.
Use of locally available and resourced materials.

Human Rights

The Group takes a zero-tolerance approach to any form of breach in human rights laws, including forced labour and child labour. We are committed to ensuring our activities and management of supply chain are in full compliance with the Modern Slavery Act by 30 June 2024. We are in the process of strengthening our internal compliance processes through the development of a human rights policy which will be a cornerstone to our corporate social responsibility efforts. For more information on our approach to human rights, please refer to our Code of Conduct available on our website.

Climate Action

We are committed to minimising our impact on climate change and helping our customers to reduce their carbon footprints. We also understand the effects climate change may have on our business and supply chain. Our disclosure against the recommendations of the Task Force on Climate-related Financial Disclosures (TCFD) sets out our roadmap towards managing climate-related risks and our approach to reporting our greenhouse gas (GHG) emissions (see pages 64 to 66 for further information). Our progress to date includes:

Ensured full compliance with the latest local building regulations in taking into account environmental considerations.
Ensured full compliance with the latest local planning regulations, taking into account environmental considerations.
Electric charging stations have been planned for the majority of upcoming developments.

Health and Safety

We embed a safety culture through training, awareness and visible health and safety leadership and we work closely with our subcontractors to manage site risks. As part of our oversight, we have the following in place:

Health and safety management system, identification and ownership of risks, taking responsibility for mitigation through proactive decision-making, training and a culture of strict compliance with safety measures.
Close collaboration with supervision consultants, contractors, and subcontractors to ensure that the highest health and safety measures are implemented in our under-construction projects.
Oversight through the Project Management Office which provides leadership including monitoring incidents against Group thresholds, setting associated policies and procedures, and overseeing risks.
Regular leadership site visits to monitor the compliance with the health and safety measures.
Annual Injury incidence rates (where applicable) are reported with clear lessons learnt to avoid similar incidents in future.

Nature

The natural environment in and around our developments contributes to the well-being of our customers and is an integral part of our master planning process. We achieve positive results through taking the following factors into consideration:

Biodiversity

We take into consideration the existing landscapes and ecology of our sites to protect diversity and maximise asset value.
Environmental impact assessments are conducted for all projects, engaging with ecologists to consider protection of habitat and existing species, and enhancement measures to be taken.
Climate and socio-economic sensitive planning and design strategies are undertaken to enhance liveability and vitality of outdoor spaces and to improve physical, environmental and social conditions.
We promote environmental awareness amongst employees.
We develop local natural landscapes and golf courses respecting natural context in large scale masterplans.
We are committed to achieving a biodiversity net gain (BNG) of at least 10% on developments submitted for planning in the UK from November 2023, in line with the timeline and threshold set in the Environment Act 2021.

Water

Enhancement of home water efficiency through the installation of aerated taps and showers, dual flush systems, and water efficient appliances.
Wastewater treatment facilities have been planned to generate water for irrigation purposes.
Our projects use Xeriscape Design landscaping to reduce irrigation requirements.

Pollution

We promote healthy lifestyles and reduce traffic pollution by planning walkable communities and micro mobility modes.

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TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES

TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES (“TCFD”) STATEMENT

We are committed to managing the risks and opportunities associated with climate change and aim to comply with the recommendations of the TCFD in our Annual Integrated Report by the year ending 2027. Our roadmap for compliance is as follows.

CLIMATE-RELATED RISK

We have made progress in our alignment with the recommendations of the TCFD, in this Annual Report, we have included the following:

A statement setting out whether this Annual Report includes climate-related financial disclosures consistent with the TCFD Recommendations and Recommended Disclosures (TCFD disclosures), and
Disclosure of the recommendations and/or recommended disclosures for which we have not included such disclosures, as well as any steps we are taking or plan to take in order to be able to make those disclosures in the future, and the timeframe within which we expect to be able to make those disclosures.

The output of this assessment has been reviewed by our Audit and Risk Committee. We have assessed the TCFD’s updated October 2021 guidance on implementing its recommendations, including ‘The Guidance for All Sectors’ and the 2021 Annex detailing Guidance for Non-Financial Groups in relation to Materials and Buildings. Upon review, and given the anticipated complexities in obtaining reliable information to estimate GHG scope 3 emissions across jurisdictions in which we operate, management and the ARC have elected to extend the timeline for full disclosures in line with TCFD recommendations.

In accordance with Listing Rule 22.2.24, the statement of the extent of consistency with disclosures in relation to the TCFD recommendations and recommended disclosures is set out in the table on pages 54 and 55.

PROGRESS AGAINST THE TCFD RECOMMENDATIONS

	2025	2026	2027
Climate-related risk and opportunity assessments
GHG scope 3 disclosure		Continuous improvement	Full disclosure
GHG scope 3 planning	Enhancement to scenarios and assessments

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| Recommended disclosure | Status # TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES

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Specific climate-related risks and opportunities potentially arising in each time horizon that could have a material impact on the organization can be found in the Climate-related risk and opportunity assessments section on pages 58 to 61. The processes used for determining which risks and opportunities could have a material financial impact on the Company can be found in the Risk Management approach to climate considerations section on page 55. Strategy TCFD pillar Information on how identified climate-related issues have affected and are integrated in the Company’s decision-making, strategy formulation, and financial planning can be found in the Strategic impact and Impact on financial statements sections on page 62. The extent to which climate-related issues serve as an input to the Company’s financial planning process and time periods used can be found in the Impact on financial statements section on page 62. The impact of climate-related issues our financial performance and financial position is laid out in the Impact on financial statements section on page 62. As with other members of our peer group in the construction sectors, we face transitional challenges in obtaining relevant data, modelling and analytical capabilities needed to describe plans for transitioning to a low-carbon economy. The company’s scope 1 and scope 2 emissions, and an update to its plans for transitioning to a low-carbon economy are addressed in the Environmental impact report on pages 63 to 66. The Company has used thematic qualitative scenarios as described on pages 56 to 57 that reflect an overall picture of the interdependencies among several factors to derive its climate-related risk ratings, though given the outcome of the risk rating exercise, it has not, at this time, deemed it necessary nor proportionate to the size and maturity of the business to build a holistic, integrated quantified climate scenarios that would help measure how such risks could affect its ability to create value over time. c) Resilience of strategy A description of the Company’s resilience in the face of climate-related risks and the potential opportunities arising from the Company’s strategy can be found in the Strategic Impact section and in the Impact on financial statements section on page 62. An outline of information and implications considered from publicly-available climate-related scenarios can be found in the Climate scenarios section on pages 56 to 57.

Recommended disclosure	Status
a) Risk identification and assessment processes	Consistent
b) Risk Management processes	Partially consistent
c) Integration with overall risk management	Not consistent

Risk Management approach to climate considerations

The risk management processes for identifying and assessing climate-related risks are laid out in the Risk Management approach to climate considerations section below. Information on how risks and opportunities are prioritised, is detailed in the Assessment of risks and opportunities section on page 41. The risk management processes for managing climate-related risks are laid out in the Risk Management approach to climate considerations section below.

Metrics and targets

a) Metrics to assess risks and opportunities	b) Targets to manage risks and opportunities
Climate-related metrics we currently consider relevant are disclosed in the Performance tables of the Environmental impact report on pages 63 to 66.	We face transitional challenges in obtaining relevant data, and in our modelling and analytical capabilities needed to establish climate-related targets. Our plans for enabling future disclosure are detailed in the Environmental impact report on pages 65 to 66.

Scopes 1, 2, and 3 GHG emissions and risks

Our GHG emissions for scopes 1 and 2 are set out on page 64. As is the norm for our peer group - we face transitional challenges in obtaining relevant data and in our analytical capabilities for disclosing GHG scope 3 emissions. Our plans for future disclosure are detailed in the Environmental impact report on pages 65 to 66.

Risk Management approach to climate considerations

The processes for identifying and assessing climate-related risks follows the Group Risk Management process on pages 40 to 42, and includes the thematic overview of qualitative climate scenarios on page 57 over each of the relevant time horizons, and is further supplemented by additional information for physical risks as detailed in the Physical risks section on pages 60 to 61. The Group’s climate risks and opportunities taxonomy is aligned with classifications in Tables A1.1 and A1.2 (pp. 75–76) of the Implementing the Recommendations of the Task Force on Climate-related Financial Disclosures updated October 2021 guidance. The potential size and scope of identified climate-related risks was then estimated and measured with internal industry expertise against the Group’s Risk Prioritization Matrix. Where risk or opportunity ratings are material, management consider strengthening climate scenarios to further enhance the analysis of these risks.

Strategy - climate considerations

The Company’s projects typically have a completion and onward sale timelines aligned to the medium term, such development projects are prone to certain climate-related transition risks and opportunities in the short to medium term, whereas the Company’s landbank has an expected onward sale timeline in the long term and could be impacted by both transition and longer-term physical climate-related risks. See the Identification of risks and opportunities section on page 41 for more details on the definitions of short, medium and long time horizons.

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CLIMATE SCENARIOS

The overview includes key climate change concepts and findings on possible physical outcomes and regulatory response implications that may affect our industry. The overview relied on a widely used publicly available and peer reviewed Intergovernmental Panel on Climate Change’s (IPCC) Sixth Assessment Report (AR6) and the Coupled Model Intercomparison Project’s corresponding Shared Socioeconomic Pathways (SSPs). The AR6 references the Representative Concentration Pathways (RCPs), which are trajectories of greenhouse gas concentrations that provide a broad range of climate outcomes adopted by the IPCC. The combination of SSP scenarios and RCP climate projections provides a framework to consider potential future climate impacts. Scenarios are not intended to be forecasts for the future but provide guidelines regarding plausible outcomes against which Dar Global can assess its risks and opportunities. As there is a high degree of uncertainty on which scenarios would best fit future outcomes; for ease of comparability with our peers, our approach on selection was to consider the SSPs and RCPs commonly used in the industry that would pose the greatest test to our resiliency. As the nature of the Company’s business exposes it to scenarios consistent with increased physical climate-related risks, we have also assessed a scenario representing potential outcomes from a trajectory leading to a temperature increase above 2°C from pre-industrial levels by 2100, in addition to transition to a low-carbon economy scenarios consistent with a 2°C or lower increase by 2100. In selecting a low-carbon economy scenario, we considered Paris Agreement aligned Orderly Transition to a low-carbon economy scenario (SSP 1 - RCP 1.9) in addition to a Disorderly Transition scenario (SSP 1 - RCP 2.6). The Disorderly Transition scenario was retained as it was assessed as both more consistent with current trends and representative of a set of higher impact transition risks as increases in regulatory requirements and changes in customer expectations would be delayed and more abrupt. For scenarios resulting in global temperature increases of more than 2°C, higher increases in temperatures over the longer term are expected to result in higher impact physical risks and increased frequency of acute and chronic weather events worsening significantly over time. The analysis concentrates on a longer timescale (up to 20 years) than transition risks (up to five years) given physical risks typically manifest over a longer period. A high emissions scenario (SSP 5 - RCP 8.5) was therefore selected for our analysis of the physical risks.

As part of our risk review processes we developed a thematic overview of qualitative climate scenarios to support our identification and assessment of climate-related risks and potential opportunities that could have a material impact for the year-ending 2024 and over the short, medium and long time horizons.

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Short and Medium term

The world shifts pervasively towards a more sustainable path in a well-coordinated and effective long term global response to climate change aligned with the Paris Climate Change Agreement. Transition risks pose a challenge whilst physical risks are broadly contained to low materiality. The pace of regulatory change to limit warming to below 2°C by 2100 is robust but measured in the short to medium term resulting in:
* Gradual increase in carbon pricing impacting the cost of energy and fuel, lower carbon products, materials and techniques.# CLIMATE-RELATED FINANCIAL DISCLOSURES

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CLIMATE-RELATED RISK AND OPPORTUNITY ASSESSMENTS

Following the process outlined in the Risk Management approach to climate considerations section on page 55, Management determined for each risk and opportunity, which time horizons (short, medium or long term) could result in a material impact. These risks and opportunities were then assessed as at year end 2024 and risk-rated using the Group’s Risk Prioritisation Matrix and Opportunity Prioritisation matrix. More information on the approach can be found in the Risk Management approach to climate considerations section on page 55.

The outcome of the assessments is summarised below.

Opportunities

Climate-related opportunities potentially arising in each time horizon that could have a material financial impact on the organization are as follows:

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Risks	Potential impact*	Our response	Time horizons	Category
Weather disruption to build activity	Increased frequency of severe weather (heat, cold or precipitation) or damage to construction sites from extreme weather events. Consecutive days lost could lead to delays in delivery. Annual wettest day precipitation in percentage terms is expected to increase moderately in all locations; the Arabian Peninsula has significant variation in modelled outcomes, though not high in absolute terms, some modelled outcomes have the potential to stress local drainage systems and may result in an increased incidences of flooding.	We design schemes with flood protection and drainage systems. We subcontract all construction work, together with responsibility for managing site safety. Contractors are liable for penalties for delays that mitigate financial impact on the Company, force majeure clauses are reflected in unit sales contracts with customers. We subcontract all construction work, with responsibility for managing site safety. Contractors are liable for penalties for delays that mitigate financial impact on the company, force majeure clauses are reflected in unit sales contracts with customers.	Acute	Moderate
Velocity and impact of adaptation	As frequency of climate impacts increase, client appetite for properties and locations vulnerable to climate change may shift decisively over a period of 3-5 years as a result of a series of acute climate-related events, potentially impacting demand for projects under construction. Demand for adaptation on partially completed units may increase abruptly, with a corresponding increase in adaptation costs or a reduction in pricing.	Thorough environmental due diligence, including flood risk, is performed on land prior to entering into agreements. Each of our developments is designed by specialist teams alongside contractors, selecting appropriate materials and fixing details which can withstand local conditions. In respect of mid- to high-rise buildings, wind engineering includes dynamic or physical modelling, analysis and testing at the pre-planning stage. Façade design ensures mechanical fixings to areas such as roofs and balconies to resist elements being removed by high wind, as well as other mitigating features such as screening and planting.	Acute	High
Flood risk	Increased incidences of coastal flooding from sea level rise combined with storm surges. Several locations where the Company has undertaken major projects are in low-laying coastal cities, though these are medium-term exposures and the Company’s longer term landbank does not have exposure to immediate coastal flooding risk. The median estimated sea-level rise over the next 20 years is approximately 20cm for regions in which we currently have active projects. The East Coast of North America, where there is potential for future projects, has a median estimate sea level rise of approximately 30cm, albeit with a strong capacity to build coastal flood defences.	Flood risk assessments are conducted for all developments during the land acquisition process to identify and address flood mitigation requirements. We do not acquire land unless we can mitigate flood risk.	Chronic	Moderate
Building adaptation	Changes to building specifications required to adapt to long-term shifts in climate patterns. Heat stress increases gradually and becomes a moderate risk beyond 2045 and towards the end of the current century.	We have extensive experience in the Arabian Peninsula which has some of the highest degrees of heat stress and decades in adaptation. Our experts collaborate closely with energy consultants to mitigate the risk of overheating through design, insulation and high-capacity air conditioning systems.	Chronic	Low
Subsidence	Subsidence conditions and susceptibility for soils like clay could be affected in the next 5-20 years and further increase beyond due to warmer and drier summers as well as wetter winters.	The risk of subsidence is assessed at a project level prior to land acquisition. During detailed design, external experts undertake further assessment and ensure appropriate measures are incorporated to mitigate these risks. Our developments have piled foundations which are engineered to ensure the buildings are anchored deep into the ground. There are additional factors of safety margins for foundations/ piling already in place which mitigates against the risk of subsidence. For our housing developments, the foundation design is agreed with specialist consultants to ensure it is appropriate for the underlying geology and risk of subsidence.	Chronic	Low

*Prior to response

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Further to our assessment of climate-related opportunities, transition risks and physical risks detailed in the Climate-related risk and opportunity assessments section on pages 58 to 61, whilst climate change will likely have a negative impact overall under all scenarios and timeframes, our capital- light business model is expected to help limit the inherent impacts, and, through our ability to select appropriate land and contractors at the start of each project, sufficient flexibility is available to mitigate impacts to an acceptable level in each case as follows:

Orderly transition: Increasingly stringent building regulations brings higher transition costs. While we acknowledge exposure to some short to medium-term climate-related risks, including emerging regulations, they are not considered to result in material financial impacts. Anticipated costs related to the delivery of any lower emission buildings will be included in land acquisition appraisals.
Disorderly transition: Given our contractors’ supply chains account for a large part of our value chain emissions, the Company faces the greatest climate-related risk under this scenario, mainly due to sharp increases in carbon pricing that could occur towards the end of the medium term. We plan to start engaging with our contractors and their suppliers to gain further insight into their ability to withstand such changes, and deliver low-embodied carbon homes.
Hot house world: The physical impacts of climate change on the Company are manageable, it has experience alongside its contractors in adapting designs to prevent overheating and conducting flood risk assessments prior to bidding for land. Whereas these risks are expected to grow over time, there is significant uncertainty about their extent and impact on the Company and so we will continue to assess and monitor these risks.

Impact on financial statements

Climate-related issues have not had a material impact on the Company’s financial performance nor financial position to date. The carrying value of work in progress and land is assessed via a net realisable value exercise and any adjustments required are made within the financial statements. Specifically, relating to land and the possible impact from climate change, the Group uses the latest environmental reports to assess the impact from flooding on the viability of the land. The Group does not have goodwill, or other intangible assets, that would be subject to an annual impairment assessment and thus the impact of climate change on the future cash flows required to perform this assessment are not required.

For purposes of the Company’s strategy and planning process, going concern and viability assessments, climate-related risks identified that fall within planning timelines are not currently one of the Group’s Principal Risks. More information on how identified risks and opportunities are prioritised and considered in business decision-making, formulation, and financial planning can be found in the Risk Management section on pages 40 to 42.

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63 ENVIRONMENTAL IMPACT REPORT

As a business, we collect data to provide the Board of Directors with key metrics to enable the management and the Board to ensure compliance with regulations.

Organisational boundaries

Dar Global creates homes and neighbourhoods across several jurisdictions, outsourcing 100% of construction and refurbishment activities to main contractors. It is headquartered in the UAE and defines its organisational boundaries on the basis of operational control. Emissions, energy and water consumption in 2024 result only from electricity, water and district cooling usage in the UK and seven offices located internationally. As a consequence, the majority of Dar Global’s direct emissions, energy and water consumption is non-UK based, and results from the operations of our global offices.

Explaining scope 1, 2 and 3 Greenhouse gas (GHG) emissions

To measure and manage our carbon emissions, we follow the Greenhouse Gas Protocol global framework, which identifies three scopes of emissions. Scope 1 represents the direct emissions we create. Scope 2 represents the indirect emissions resulting from the use of electricity and energy to run a business. Scope 3 represents indirect emissions attributed to upstream and downstream activities taking place to provide completed units and services to customers. Our upstream activities include emissions from our supply chain including materials, manufactured fittings, transport, construction and waste.# TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES

GHG emissions and energy use data

	UK and offshore	Global (excluding UK and offshore)	UK and offshore	Global (excluding UK and offshore)
Scope 1 emissions from activities for which the Company controls including combustion of fuel & operation of facilities / tCO2e	0	0	0	0
Scope 2, location-based emissions from purchase of electricity, heat, steam and cooling purchased for own use / tCO2e	6	189	5	132
Total gross Scope 1 & Scope 2 emissions / tCO2e	6	189	5	132
Energy consumption used to calculate Scope 2 emissions above: /kWh	27,301	603,750	24,580	630,112

Intensity ratios:
(gross Scope 1 + 2) tCO2e per Full Time Employee	0.55	0.95
tCO2e per USD 1 million in revenue	1.09	0.77
tCO2e per legally completed 100 sqm	0.79	0.52
	0.49	N/A*
	N/A*	0.69
	N/A*	0.36

Our benchmark for tCO2e per Full Time Employee and tCO2e per USD 1 million in revenue metrics is 2023, and tCO2e per legally completed 100 sqm is 2024. We will review our base year and metrics periodically to ensure relevance as more data comes available to us. All of Dar Global’s electricity utilisation is currently location-based. * Pending recognition of revenues from sales.

2024 Reporting Criteria

Reported GHG emissions and energy consumption within the Dar Global Group 2024 Annual Report are based on its operational boundary. The emissions and energy consumption disclosed for 2023 and 2024 are aligned to Dar Global’s financial reporting year (1 January to 31 December) and are considered material to its business.

Scopes 1 and 2 reporting boundaries

The following reporting parameters are used to report emissions and energy consumption related to Scopes 1 and 2:

Scope 1: We are responsible for fugitive gas emissions from air conditioning units in offices we occupy, however, the majority of our office space benefits from district cooling in the form of chilled water which results in substantially lower direct usage of refrigerant gas across properties we occupy; after careful consideration, management have determined such emissions to be of insufficient materiality to warrant reporting.
Scope 2: Electricity and cooling consumed for office and sales sites result in indirect emissions from production of electricity and chilled water.

Scope 3

Scope 3 emissions and energy consumption are excluded from Dar Global’s reporting. Scope 3 assessment includes, but is not limited to, the following activities:

We outsource 100% of our construction and refurbishment activities to main contractors, and do not purchase fuels directly for development sites. As such, these activities are outside of Dar Global’s defined operational boundary.
Customer-occupied post-development sites where Dar Global has retained legal ownership: emissions are excluded and not quantified as the purchasers or tenants are the consumers of the energy in this instance.
We do not own or lease Company vehicles for contractors or employees.

Cooling (Scope 2)

Cooling in the form of chilled water is used in several offices we lease. We are not currently reporting the information on consumed chilled water that would have otherwise featured under Scope 2 this year, and we are working with our landlords to obtain information for inclusion in future reports.

Location-based and market-based reporting

DarGlobal has reported location-based emissions for Scope 1 and Scope 2.

Data sources

Raw data for each administrative and sales office has been collected on a monthly basis as follows:

Electricity (Scope 2): Purchased electricity measured in kilowatt-hours based on monthly invoice records or meter readings, or where unavailable, estimates based on data from of periods with actual reported consumption.

Data coverage

Data coverage by activity area for 2023 and 2024 is as follows:

Electricity
2023: Energy consumption from six out of eight (75%) of our permanent offices reported. Two buildings have neither meters installed nor individual invoicing, consumption for these offices were estimated.
2024: Energy consumption from 6 out of 7 (86%) of our permanent offices reported. One building had neither meters installed nor individual invoicing, consumption for this office was estimated.

GHG emissions

Scope 3

We recognise the high carbon-intensity nature of the real estate development industry, in particular the production of materials, and we are committed to using our position to have important conversations with our contractors and their suppliers. Dar Global does not currently report on indirect emissions that occur in its value chain for Scope 3. The Company operates in multiple jurisdictions that have made GHG reduction commitments, and whose regulations and implementations are at varying stages of maturity. As such, the Company plans to undertake an exercise in 2025 to determine its approach to the evaluation of its GHG scope 3 emissions.

Water usage and waste

The Group utilises water exclusively delivered by local utility companies to its offices. Water utilisation and waste generated by contractors on construction sites are excluded from scope. As such, management have determined water consumption and production of waste from office use not to be sufficiently material to warrant reporting.

Reporting methodology

Electricity (Scope 2)

UK Government Environmental Reporting Guidelines 2019 have been used as the basis for disclosures, with the exceptions listed above. UK Government GHG Conversion Factors for Company Reporting 2023 and 2024 have been applied to FY 2023 and 2024 data (covering 1 January to 31 December) respectively. The 2023 and 2024 Statistical Review of World Energy published by the Energy Institute were used to derive factors applied to overseas electricity figures for 2023 and 2024 respectively. All emissions are calculated as carbon dioxide equivalent (CO2e). Gases emitted by third parties, other than our direct electricity providers, for the production of electricity and chilled water are not reported as they are not considered relevant to the direct business activities of Dar Global. Energy consumption has been reported in kilowatt-hours (kWh). Emissions and energy consumption have been calculated using raw data values and estimations multiplied by their corresponding conversion factors as follows:

For UK sourced electricity, the UK Government’s GHG Conversion Factors for UK and offshore Company Reporting, and
For international offices, emissions by energy companies where provided, and otherwise, using factors derived from the Energy Institute Statistical Review of World Energy for international electricity consumption.

For buildings where electricity meters are not installed, an average consumption per square foot of the nearest comparable Group office was used to estimate consumption.

Transition planning and target setting

The Company has a capital light model, outsourcing construction and material supply to contractors, and does not operate plants or facilities that have a long-life span. Whereas the Company recognises that its greatest impact on overall GHG emissions stems from scope 3 emitted by its third-party contractors and their suppliers, the Company is dependent on regulations applicable to them and on their ability and willingness to develop and adopt enabling technologies in order to reduce emissions. Whilst the Company considers the use of green technologies and practices wherever feasible, due to transitional challenges in obtaining relevant data, modelling and analytical capabilities, it does not currently have formal plans for transitioning to a low- carbon economy.

Intensity ratios

Intensity ratios were deemed relevant to our electricity utilisation. Our intensity ratio denominators are calculated as follows:

Revenues (per USD 1 million): last 12 months’ revenues as per our Group financial statements.
Full Time Employees (per FTE): using average FTE for the year.
Legally completed floor area (per 100 sqm) during the year

Given the Group’s operations are experiencing high growth, in addition to a long lag for legal completion of floor area, the base year for legally completed floor area (per 100 sqm) may require several revisions until such time operations stabilise further.

Approval of the Strategic report

This Strategic report on pages 3 to 66 was approved by the Board of Directors and signed on its behalf by:

David Weinreb
Chairman

It is expected the outcome of the Company’s GHG scope 3 exercise in 2025 would form a basis for a plan for transitioning to a low- carbon economy, and for further addressing its climate-risk profile and specific activities intended to reduce GHG emissions in its value chain, taking into consideration challenges due to its short operating history and activities across jurisdictions.The exercise will also consider whether there is a need to establish metrics, and any approach, as needed, to evaluating third parties’ ability to reduce emissions, improve product efficiency through their research, development, demonstration, and deployment. Although we have set a timeline of 2026 for GHG scope 3 disclosures and 2027 for transition plans, we recognise there could be significant challenges, and expect to be in a position to better estimate the timeline for the Company to evaluate its GHG scope 3 emissions, establish a baseline, and put in place a viable transition plan with targets upon completion of its exercise to be undertaken in 2025. In addition, the exercise will consider enhancements to our climate-related risk assessment process. The Company will continue to monitor regulations relating to emissions, customer preferences for sustainable solutions, and third parties’ ability to withstand acute weather events. Further metrics will be considered when establishing our transition plan and reviewed periodically in a manner proportionate with the Company’s operations.

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Chairman’s Corporate Governance Introduction

Corporate Governance Framework
Board of Directors
Audit and Risk Committee Report
Nomination Committee Report
Directors’ Remuneration Report
Directors’ Report
Statement of Directors’ Responsibilities in respect of the Annual Report and the Financial Statements

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

I am delighted to present the Governance Report for 2024, my first as Chairman of Dar Global. This Report explains the key features of the Group’s corporate governance framework and the associated responsibilities and focus of the Board throughout the past year.

As a company listed in the Equity Shares (Transition) category of the London Stock Exchange’s Main Market, Dar Global is not obliged to comply with the Principles and Provisions of the 2018 UK Corporate Governance Code (“the Code”) published by the Financial Reporting Council (“FRC”). However, the Board recognises the importance of embedding a strong, proportionate corporate governance framework into the business, to support the delivery of the Company’s strategy and objectives in line with its purpose, values and risk appetite, and to provide transparency and accountability to the Group’s shareholders and other stakeholders.

The Board determined from Dar Global’s admission to listing that the Company would voluntarily comply or explain against the Code and remains committed to maintaining high standards of corporate governance. Further details on the Company’s compliance with the Code are set out in the Corporate Governance Statement on page 69. The Board expects that, over the medium term, the Group will be fully compliant with the Code in all respects.

The year under review has undoubtedly been a challenging one. The Group has continued to strengthen and mature its governance structures and practices while growing at pace in existing and new markets. This includes enhancing our risk management framework to better identify, assess and mitigate potential risks that could impact our operational and financial performance, and engaging actively with our shareholders, fostering open and constructive dialogue.

My appointment as Chairman of the Board has broadened and strengthened the Board’s existing skills and experience, particularly in terms of expanding the Group’s geographic footprint in the Unites States. Following this change, the Board will resume plans to appoint an additional Independent Non-Executive Director, as set out in the Nomination Committee’s report.

I am confident that the Board, supported by an effective executive team and governance structure, is well placed to ensure the delivery of Dar Global’s strategy. We look forward to welcoming shareholders to our 2025 Annual General Meeting on 24 June 2025. Further details set out in the Notice of Meeting that will be made available to shareholders together with this Annual Report.

David Weinreb
Chairman of the Board
12 March 2025

We delivered a successful listing and completed an important milestone in our journey.

David Weinreb
Chairman of the Board

“ “

CHAIRMAN’S CORPORATE GOVERNANCE INTRODUCTION

GOVERNANCE REPORT

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Corporate Governance Compliance Statement

The 2018 UK Corporate Governance Code (“the Code”) sets out the principles and provisions relating to good governance of UK listed companies and can be found on the Financial Reporting Council’s website at www.frc.org. uk. It is the Board’s objective to follow, at all times, the prevailing principles of good governance and the code, adopting best practices and conducting business with honesty, transparency, clarity and integrity.

Details of where the Company is not currently in full compliance with the provisions of the Code are set out below:

Provision 2: The Group is still maturing its non-financial internal reporting systems, procedures and practices. The Board currently receives periodic reports on human resources matters which provide some insight into the Group’s culture. Management will continue to evolve these reports to allow the Board to better assess and monitor the culture of the Group and how the desired culture has been embedded.
Provision 17: The Nomination Committee did not lead, but was involved in the process for appointing David Weinreb as the new Chair of the Board. The Nomination Committee has not established succession plans for Board positions other than the CEO, but intends to do so during the current financial year, as disclosed in the Committee’s report.
Provisions 21 and 22: In view of the recent appointment of the Chairman of the Board on 3 October 2024, it was agreed that it would be more appropriate and effective to undertake a Board performance evaluation during the 2025 financial year.
Provision 24: The Chairman of the Board is not normally a member of the Audit and Risk Committee. However, the Committee considered it appropriate to appoint him as a member in order to benefit from his very considerable knowledge and experience of developing and investing in large, complex real estate projects.
Provision 29: The Group continues to evolve and embed its risk management policy and processes. Notwithstanding considerable progress, the Board recognises that we are not fully in line with the requirements set out in the Code and has therefore determined to work with management toward further strengthening and deepening the Groups review process over the coming year.
Provision 32: Before his appointment as Chairman of the Remuneration Committee, Richard Stockdale had not served on a remuneration committee for 12 months. Richard was responsible for all remuneration related matters for Middle East hired staff in his capacity as head of Lloyds Bank for the Middle East. The Board considers Richard to have sufficient knowledge and experience of matters relating to remuneration to chair the Company’s Remuneration Committee effectively. Further details can be found on page 80.
Provision 33: During 2024, the Board (excluding the Chairman at the time) determined Mr. Weinreb’s remuneration prior to his appointment, and also determined the company secretary’s compensation. The remuneration of the CEO’s direct reports was determined by the CEO. The Remuneration Committee and the Board have addressed necessary arrangements to align with this provision in respect of senior management during 2025 and beyond.
Provisions 36 and 37: The Remuneration Policy and LTIP scheme approved by shareholders at the 2024 AGM are aligned with Provisions 36 and 37; however, the LTIP scheme has not yet been put into practice. The Company will keep this under review as the business continues to grow and mature as a public listed entity. The remuneration arrangements currently in place are deemed to be consistent with the Group’s current level of development.

The Board
* Sets the Group’s purpose, values and strategy and satisfies itself that these are aligned with culture.
* Provides entrepreneurial leadership, promoting long-term sustainable success and shareholder value creation.
* Oversees the Group’s risk management processes and internal control environment.
* Read more on pages 72 to 73 →

Board Committees
* The Board delegates certain matters to its four permanent Committees, the terms of reference of which are available at: darglobal.co.uk.
* Read more on pages 74 to 84 →

Audit & Risk Committee
* Reviews and reports to the Board on the Group’s financial reporting, internal control, whistleblowing, internal audit and the independence and effectiveness of the External Auditors.
* Read more on pages 74 to 77 →

Nomination Committee
* Reviews the structure, size and composition of the Board and its Committees, and makes recommendations to the Board. Reviews diversity, talent development and succession planning.
* Read more on pages 78 to 79 →

Remuneration Committee
* Responsible for all elements of the remuneration of the Executive Directors, the Chairman and the leadership team
* Reviews workforce remuneration policies and practices.
* Read more on pages 80 to 84 →

Disclosure Committee
* Assists the Board in discharging its obligations relating to monitoring the existence of inside information and its disclosure.

Group Leadership Team
* Supports the Chief Executive Officer in the development and delivery of strategy.
* Responsible for day-to-day management of the Group’s operations.# GOVERNANCE REPORT

CORPORATE GOVERNANCE FRAMEWORK

The Board is the main decision-making and review body of the Company. The Board’s remit is set out in its schedule of Matters Reserved for the Board which details specific responsibilities including:

Strategy and management;
Structure and capital;
Financial reporting and controls;
Internal controls and risk management;
Approval of major capital projects;
Communications to the market;
Board membership and appointments;
Remuneration, Group policies; and
Corporate governance matters.

The Board determines which matters are delegated to committees of the Board and the division of responsibility between the Chairman and Chief Executive.

Culture

The Board is responsible for setting the Group’s purpose, values and strategy, which are set out in the Strategic Report at pages 19 to 21. The Group has an entrepreneurial, high-performance, growth-oriented culture which promotes a high degree of diversity and inclusivity given the international nature of its business. The Board recognises the contribution of this culture to the success of the business and is satisfied that it is aligned with the Company’s purpose, values and strategy.

Workforce engagement

The Company has adopted an alternative workforce engagement arrangement which is appropriate for a company of its current size and composition. The CEO and the Group Leadership Team ensure that the views of the wider workforce are regularly represented to the Board by providing information on workforce matters including equality, diversity and inclusion and team development initiatives. The Board is satisfied that it is in-line with the growth and requirements of the business.

Director	Board meetings	Audit and Risk Committee meetings	Nomination Committee meetings	Remuneration Committee meetings
David Weinreb (Appointed 3 Oct 2024)	0/0	1/1	1/1	1/1
Maurice Horan	5/5	6/6	4/4	5/5
Richard Stockdale	5/5	6/6	4/4	4/5
Yousef Al-Shelash	3/5	n/a	n/a	n/a
Ziad El Chaar	5/5	n/a	n/a	n/a
David Hunter (Resigned on 3 October 2024)	2/3*	4/5	1/1	4/4

Shareholder engagement

The Board has defined an investor relations programme that aims to ensure both existing and potential investors understand the Group’s strategy and business, and that executive management are able to devote proper time to shareholder engagement. Management provided a presentation to investors following the publication of the half-year results and intend to do the same following the release of the full year results. The updates are posted on the Group’s investor relations website and available to all shareholders. The results presentations will be followed by formal investor roadshows. The Chairman (or the Senior Independent Non-Executive Director) will be available to engage directly with major shareholders to discuss governance matters, performance against strategy and any material changes. The Board receives regular updates from the Chief Executive Officer and the Chief Financial Officer, as well as market reports from the Company’s corporate brokers, Panmure Liberum.

Operation of the Board and advice for Directors

All Directors have the right to raise any concerns they might have about the operation of the Board or the management of the company and to have the same recorded in the minutes. All Directors may seek independent professional advice in connection with their roles as Directors. All Directors have access to the advice and services of the Company Secretary at the expense of the Company.

Conflicts of Interest

In accordance with the Company’s Articles of Association, the Board has a formal system in place for Directors to declare conflicts of interest and for such conflicts to be considered for authorisation. The Board has adopted a policy to identify and manage Directors’ conflicts or potential conflicts of interest. Directors’ interests are reviewed by the Board at each meeting. Any external appointments or other significant commitments of the Directors require the prior approval of the Board.

Board composition and Directors’ independence

As at the date of this Annual Report, the Board comprised five Directors: The Chairman (who was independent on appointment), one Executive Director, one Non-Executive Director and two Independent Non-Executive Directors. No one individual or small group of individuals dominates the Board’s decision-making. The Board has reviewed the ongoing independence of the Non-Executive Directors by reference to Provision 10 of the Code and the directors’ individual circumstances, including their external appointments, conflicts of interest and their conduct and independence of thought and judgement. Following careful consideration, the Board is satisfied that there are no circumstances which are likely to impair, or could appear to impair, the independence of Maurice Horan and Richard Stockdale. Yousef Al-Shelash is not considered to be independent as a consequence of his connection with the major shareholder. Yousef’s letter of appointment contains additional clauses covering confidentiality, insider dealings and conflicts of interest. The Board considers Yousef to be independent in character and judgement when joining Board debates or discussions in which he is not conflicted.

Board and Committee meeting attendance

The Directors’ attendance at Board and Committee meetings in 2024 is set out in the table below:

	Board meetings	Audit and Risk Committee meetings	Nomination Committee meetings	Remuneration Committee meetings
Composition, succession and evaluation
GOVERNANCE REPORT

* Whilst Mr Hunter was a Director, he was not eligible to attend two of the meetings held as they discussed his resignation and the appointment of his successor.

Division of responsibilities

The Board recognises the importance of a clear division of responsibilities between Executive and Non-Executive roles and, in particular, a clear delineation of the Chairman’s responsibility to run the Board and the Chief Executive Officer’s responsibility for running the Group’s business. The roles of the Chair, Chief Executive Officer and Senior Independent Director are clearly defined and have been approved by the Board and are accessible at www.darglobal.co.uk.

Election and re-election

In accordance with the Company’s Articles of Association and the Code, all Directors will stand for election or re-election at the Company’s 2025 Annual General Meeting.

Appointment, removal and tenure

Non-Executive Directors are appointed for a term of three years, subject to earlier termination, including provision for early termination by either the Company or by the individual on three months’ notice. All Non-Executive Directors serve on the basis of letters of appointment, which are available for inspection at the Company’s registered office and at the AGM. All Non-Executive Directors are required to devote sufficient time to meet their Board responsibilities and demonstrate commitment to their role. The time commitment of each Non-Executive Director was considered prior to their appointment to determine that it was appropriate. The letters of appointment for each Non-Executive Director specify the time commitment expected of them and contain an undertaking that they will have sufficient time to meet the expectations of their role. The Board considers new external appointments in advance to determine that there is no conflict of interest, and that the Director would continue to have sufficient time to devote to their role with the Company. The Board is satisfied that the Directors’ external directorships do not adversely affect the time that any Director devotes to the Company and believes that this experience enhances the capability of the Board.

Audit, risk and internal control

The Board is responsible for determining the nature and extent of the significant risks the Company is willing to take in achieving its strategic objectives, and monitors and reviews the effectiveness of the Company’s risk management and internal control systems. Further details can be found in the Audit and Risk Committee Report and in the Risk Management section of the Strategic Report.

Remuneration

The Directors’ Remuneration Report describes the policies and practices in place to ensure that the Group’s leadership is motivated to deliver long-term sustainable growth. The work of the Remuneration Committee is set out on page 84.

Board activities in 2024

The Board makes decisions to ensure the long-term success of the Group whilst taking into consideration the interests of wider stakeholders as required under section 172(1) of the Companies Act 2006. Board meetings are one of the mechanisms through which the Board discharges this duty. Further information about stakeholder engagement is included on pages 46 to 48.

The following table sets out some of the Board’s key activities since the incorporation of the Company throughout 2024:

Strategy & operations

Approved a number of key partnerships, including Aston Martin, The Trump Organization and Dolce & Gabbana.
The Group’s expansion into new geographic markets as described in the Strategic Report.
Approved the Nomination Committee’s recommendation to appoint David Weinreb as Chairman of the Board to accelerate Dar Global’s next phase of development.# GOVERNANCE REPORT

MEET THE BOARD OF DIRECTORS

David Weinreb

Non-Executive Chairman of the Board of Directors

Date of appointment: 3 October 2024

Career and experience
David Weinreb has been involved in the real estate sector for over four decades. Since 2020 he has been the Chairman and CEO of Weinreb Ventures, a multi-faceted investment firm that is a successor to TPMC Realty Corporation, which he founded in 1993. David previously served as co-founder, CEO and a member of the Board of Directors of The Howard Hughes Corporation from 2010 to 2019. He directed the company’s efforts since its inception, actively expanding its portfolio of assets and increasing its market capitalization from USD 500 million to USD 6 billion upon his departure. Prior to leading the emergence of The Howard Hughes Corporation as a publicly traded company, Mr Weinreb spent 17 years creating and running his own investment firm, TPMC Realty Corporation. He is also a director of Fortress Net Lease REIT, a US-based perpetual REIT, and serves on the national board of the Alzheimer’s Drug Discovery Foundation.

Board Committees
Chairman of the Nomination Committee and Member of the Audit and Risk Committee, Remuneration Committee, and Disclosure Committee.

External appointments
Chairman and CEO of TPMC Realty Corporation and Weinreb Ventures LLC and a director of Fortress Net Lease REIT.

Ziad El Chaar

Chief Executive Officer

Date of appointment: 30 September 2022

Career and experience
With over 20 years’ experience in real estate development and investment, with full management responsibility for revenue growth and profitability, and 10 years’ experience and responsibility in corporate governance, board affairs and regulatory compliance, Ziad has a proven track record of achievement. Prior to joining the Group, Ziad was the CEO - Ventures and Business Development at Emaar Properties PJSC, CEO at Dar Al Arkan Global Investments LLC, and Managing Director and Executive Director on the board of directors of the publicly listed DAMAC Properties, during which he focused on operational achievement and the companies’ development and strategic plans. Ziad holds a master’s degree in business administration from the American University in Beirut.

Board Committees
Member of the Disclosure Committee.

Yousef Al-Shelash

Vice-Chairman and Non-Executive Director

Date of appointment: 6 February 2023

Career and experience
Yousef is the Chairman of, and one of the founders of, the Major Shareholder since its establishment in 1994. He is a visionary leader with impressive credentials and invaluable knowledge in strategic planning and real estate development as well as expertise in the financial and investment banking sectors. Yousef holds several leadership positions in organisations across the Middle East region. He gained this prominent status by being a founder, partner, and manager of many entities inside and outside Saudi Arabia that operate in various real estate and financial activities. Yousef obtained an MSc in Law & Legal Proceedings from the Institute of Public Administration Al-Riyadh and a BSc in Shari’ah from Mohamed Bin Saud Islamic University, Saudi Arabia. He also earned diplomas in both Banking and Combating Financial Crimes and received formal training in financial management and investment project evaluation.

External appointments
* Chairman of Dar Al Arkan Global Investments LLC, Saudi Home Loans and AlKhair Capital Company in Saudi Arabia.
* Board member of Al Anma Towers Co., Al Dar Al Arabiya Co., and Dar Al Khaleej Al Arabiya Co.

Board Committees
Audit, Nomination, Remuneration, Disclosure Committee Chair

Maurice Horan

Independent Non-Executive Director

Date of appointment: 6 February 2023

Career and experience
Maurice was Chairman of BFC Group Holding WLL, a Director of BFC Bank Ltd, where he also served as a member of the Audit Committee (including a period as Chairman of the Committee). He also served as General Manager - Strategic Investments at Arab National Bank, Riyadh and also as General Manager ՟ Corporate Banking Group at Arab National Bank. He has extensive experience at senior executive level and at board level across a range of companies and sectors in the Gulf, USA and British Isles. Over the course of his career Maurice has held senior management positions in stockbroking, commercial banking and in Islamic investment banking. He has extensive experience in corporate finance, corporate restructuring and property finance. Maurice read economics and finance at Trinity College Dublin where he was awarded a B. A. (Mod), and holds an MBA from The Smurfit School of Business at University College Dublin.

Board Committees
Chairman of the Audit and Risk Committee. Member of Remuneration Committee, Nomination Committee, and Disclosure Committee.

Richard Stockdale

Senior Independent Non-Executive Director

Date of appointment: 6 February 2023

Career and experience
Richard had a successful career as a banker in Lloyds TSB Bank during which he held roles including Head of Lloyds TSB Bank Middle East, CEO of Lloyds TSB Global Services Pvt Limited and Lloyds TSB Bank India Country Head. Richard was one of the Founding Members of the Indian Anti-Corruption Academy and in the past has held roles within the City of London’s based charitable institution, the Chartered Institute for Securities and Investment (CISI) as a Trustee and Independent Non-Executive Director, whilst also as the Non-Executive Regional President for the CISI in India and also in the UAE and later as an Ambassador for the CISI. Richard was in the past a member of the Dubai/UK Trade and Economic Committee and its Capital Markets Sub-committee. He is a Fellow of the Chartered Institute of Bankers, a Chartered Fellow (Hon) of the CISI and a Fellow of the Indian Institute of Directors.

Board Committees
Chairman of the Remuneration Committee. Member of the Audit and Risk Committee, Nomination Committee and Disclosure Committee.

Board Committees
Audit, Nomination, Remuneration, Disclosure Committee Chair

AUDIT & RISK COMMITTEE REPORT

Dear Shareholders

This report provides a summary of the Audit and Risk Committee’s (“the Committee”) role and activities during 2024. The Committee has provided oversight and advice to assist the Company in fulfilling its responsibilities in respect of financial reporting, financial and operational controls and risk management. It has, on behalf of the Board, overseen the integrity of the financial reporting process and reviewed the work of both External and Internal Auditors. The Board has approved the Terms of Reference of the Committee, and has tasked it with assisting the Board in discharging its responsibilities. This includes monitoring: the integrity of the Group’s financial reporting; effectiveness of the internal control and risk management framework; internal audit; and the independence and effectiveness of external audit. For more information on the Committee’s Terms of Reference visit www.darglobal.co.uk.

The Audit and Risk Committee has maintained a strong focus on ensuring the integrity of the Group’s corporate reporting and financial statements.

Maurice Horan
Chairman of the Audit and Risk Committee

The Group’s External Auditor, KPMG Audit LLC (KPMG) attended four of the six Committee meetings held during the year . The Committee’s report contains an outline of some of the matters addressed during the year and should be read in conjunction with KPMG’s report starting on page 89 and the Dar Global plc financial statements in general. The Committee is satisfied with the performance and independence of KPMG and therefore recommends their reappointment at the 2025 AGM.

Maurice Horan
Chairman of the Audit and Risk Committee
12 March 2025

Composition

The Chairman of the Committee is an Independent Non-Executive Director and is considered by the Board to have recent and relevant experience. The other members of the Committee are Richard Stockdale, Senior Independent Non-Executive Director, and David Weinreb, Non-Executive Chairman of the Board. In accordance with the Code, the Chairman of the Board should not normally be a member of the Committee, however, the Committee considered it to be appropriate for him to be appointed as a member in order to benefit from his very considerable knowledge and experience of developing and investing in large, complex real estate projects. The biographies of each member of the Committee are set out on pages 72 to 73 and details of the number of meetings held and Committee members’ attendance can be found on page 70. The Chief Financial Officer, Chief Internal Audit Executive, and Compliance and Risk Director are regular attendees at Committee meetings by invitation.# AUDIT AND RISK COMMITTEE REPORT

Overview of the Committee’s work during 2024

Approved the external audit plan and fee for the year ending 31 December 2024 proposed by KPMG.
Met with External Auditors regarding their observations for 2023 full year and 2024 half-year financial statements.
Oversaw the preparation of the 2023 Annual Report and Financial Statements and the 2024 Interim Financial Statements and reviewed and recommended them to the Board for approval together with the corresponding letters of representation to KPMG.
Worked with management in reviewing the response to a FRC Corporate Reporting Review process and ensuring appropriate enhancements are included in year-end Financial Statements.
Approved KPMG’s appointment as External Auditor.
Approved the Internal Audit Charter.
Reviewed the 2024 Risk and Compliance Plan and monitored its implementation against the agreed timelines.
Reviewed and recommended the Risk Appetite Statement to the Board for approval.
Reviewed and recommended the 2025 Internal Audit Plan to the Board for approval.
Reviewing the internal audit reports, findings and recommendations and monitored management action points.
Reviewed and recommended to the Board for approval the Compliance Policy, Risk Appetite Statement, Modern Slavery Act Transparency Statement, Tax Policy, Anti- Bribery and Corruption Policy, Anti-Money Laundering Policy, Whistleblowing Policy, Policy on obtaining non-audit services from external auditors and hiring former auditors and Risk Management Policy.

Focus areas for 2025

Review the accounting policies adopted for 2024 to consider whether they are appropriate for 2025, taking into account any relevant changes in regulatory guidelines and market conditions.
Discuss key areas of financial judgement.
Review the performance and independence of KPMG.
As delegated by the Board, review the effectiveness of the Group’s systems of internal control and risk management methodology.
Ongoing review of business unit reports prepared by the Internal Audit team.
Undertake a review of the Committee’s performance, its composition and terms of reference.

Financial reporting

The primary role of the Committee in relation to financial reporting is to review and monitor the integrity of the financial statements, including annual and half-year reports, result announcements, and any other formal announcement relating to the Group’s financial performance. In the preparation of the Group’s 2024 financial statements, the Committee has considered the appropriateness of the accounting principles and policies adopted, and whether management had made appropriate estimates and judgements. In doing so, the Committee discussed management reports and enquired into judgements made. The Committee reviewed the reports prepared by the External Auditor on the 2024 Annual Report.

Going Concern and Viability Statement

The Committee reviewed management’s schedules supporting the going concern assessment and Viability Statement including the review undertaken by KPMG. Further detail on going concern and viability can be found in the Strategic Report on page 45.

Fair, balanced and understandable

At the request of the Board, the Committee considered whether, in its opinion, taken as a whole, the content of the 2024 Annual Report is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company’s position, performance, business model and strategy. The Committee was provided with an early draft of the Annual Report and provided feedback on areas where further clarity or information was required in order to provide a complete picture of the Group’s performance. The final draft was then presented to the Committee for review before being recommended for approval by the Board. When forming its opinion, the Committee reflected on discussions held during the year and reports received from the Internal and External Auditors. Following the Committee’s review, the Directors confirm that, in their opinion, the 2024 Annual Report, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company’s position and performance, business model and strategy.

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GOVERNANCE REPORT
AUDIT AND RISK COMMITTEE REPORT continued

Risk management and internal control

The Committee’s responsibilities include a review of the risk management systems and internal controls to ensure that they remain effective and that any identified weaknesses are properly dealt with. The Committee:

Reviews annually the effectiveness of the Group’s risk management framework;
Reviews reports from the External Auditors on any issues identified in the course of their work, including any internal control reports received on control weaknesses, and ensures that there are appropriate responses from management; and
Reviews reports from the Group’s internal audit function and ensures recommendations are implemented where appropriate.

The Group has internal controls and risk management systems in place in relation to its financial reporting processes and preparation of consolidated accounts. These systems include policies and procedures to ensure that adequate accounting records are maintained and that transactions are recorded accurately and fairly to permit the preparation of financial statements in accordance with IFRS. The internal control systems include the elements described below:

Risk management

Whilst risk management is a matter for the Board as a whole, the day-to-day management of the Group’s key risks resides with the Group Leadership Team and is documented in a risk register. A review and update of risks is undertaken annually, and an interim review is conducted to ascertain whether any re-assessment was made due to changes in the operating environment or activity. The Risk Register is reviewed by the Board twice a year. The management of identified risks is delegated to the Group Leadership Team, and regular updates are given to executive management.

Financial reporting

Group consolidation is performed on a monthly basis with a month-end pack produced that includes an income statement, balance sheet, cash flow and detailed analysis. Results are compared against the Budget and a narrative is provided by management to explain significant variances.

Budgeting and re-forecasting

An annual Budget is produced and a re-forecast is also produced as and when required in order to identify how the Group is likely to perform over the balance of the year versus the original Budget. The Budget is approved by the Board.

Charter of authority and approval limits

A documented structure of delegated authorities and approval limits for transactions below the Matters Reserved for the Board is maintained. This is reviewed regularly by management to ensure it remains appropriate for the business.

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GOVERNANCE REPORT
AUDIT AND RISK COMMITTEE REPORT continued

The Chairman of the Committee met with representatives from KPMG without management present, to ensure that there were no issues in the relationship between management and the External Auditor which the Committee should address. There were none. The Committee intends to have regular closed sessions with KPMG in 2025.

The year ended 31 December 2024 is the second year for which Edward Houghton will sign the auditor’s report as senior statutory auditor. The Committee has reviewed, and is satisfied with, the independence of KPMG as the External Auditor. There are no contractual obligations that restrict the Committee’s choice of auditor and the recommendation is free from third-party influence.

Non-audit services provided by the External Auditor

The External Auditor is primarily engaged to carry out statutory audit work. There may be other services where the External Auditor is considered to be the most suitable supplier by reference to their skills and experience. It is the Group’s practice that it will seek quotes from several firms, which may include KPMG, before engagements for non-audit projects are awarded. All contracts are awarded based on individual merits.

During the year ended 31 December 2024, the sole non-audit service provided by the External Auditor was an independent review of the interim results to 30 June 2024. No advisory or tax services have been undertaken by KPMG for the Company.

The fees for non-audit services for the year amounted to USD 113,823 (2023: USD 133,665), or 34.8% (2023: 33.9%) of the audit fee of USD 326,690 (2023: USD 394,630).

FY24 Financial Statements

Significant issues considered during the financial year

The issues considered by the Committee to be the most significant (due to their potential impact on the performance of the Group’s activities) in relation to the Financial Statements during the financial year are set out below:

Revenue recognition

During the period the Group has recognised revenue over time in respect of its projects based in the United Arab Emirates, Oman and Qatar, reflecting its assessment of the contractual agreements in place with customers and the satisfaction of its performance obligations under those arrangements. The Audit Committee considered and understood the nature of the arrangements and management’s assessment of them in accordance with IFRS 15. The Committee also obtained details of management’s assessment of the satisfaction of its performance obligations on each relevant development based on, in particular; sales, site performance such as build cost and progress. The Committee also engaged with the External Auditor in relation to its work in this area, as well as considering the Group’s internal audit reviews across the business.## GOVERNANCE REPORT

AUDIT COMMITTEE REPORT

Based on this, the Committee was comfortable with the process and controls adopted by management around revenue recognition in the period.

Valuation of inventory

The Group recognises its development property inventory at the lower of cost or net realisable value in the year-end financial statements, and as such the Group performs a net realisable value assessment in order to identify whether there are any instances where the Group needs to consider impairment against inventory costs held. The Audit Committee obtained details of the methodology, and key assumptions adopted by management in respect of its inventory carrying cost assessment at year end in respect of each project and considered those having regard to their industry knowledge and other information obtained with regard to key metrics, including, but not limited to sales performance. In considering this information the Committee was also cognisant as to whether there were other economic indicators that should be considered in respect of the assessment, for example, a slow-down in sales or expected reduction in future sales prices based on their understanding of current or future expected business performance. The Committee also engaged with the external auditor in relation to its work in this area. Based on this, the Committee was comfortable with the process and controls adopted by management around assessing the carrying value of development property inventory at year end.

Internal audit

The Internal audit function is accountable to the Committee with the Head of Internal Audit reporting functionally into the Chairman of the Committee to ensure independence is maintained. The internal audit work plan for 2025 was approved by the Committee during Q4 of 2024 and covers a broad range of core financial and operational processes and controls, focusing on specifically identified risk areas. The Committee will review the performance and effectiveness of the internal audit function on an annual basis. There were a number of internal audit engagements completed during 2024 in line with the agreed internal audit plan. The results of these internal audit reviews were reported and discussed and follow-up actions were reviewed or requested where necessary.

External Auditors

One of the Committee’s roles is to oversee the relationship with the External Auditor, KPMG, and to evaluate the effectiveness of the service provided and their ongoing independence. A statement will be included in the next annual report detailing the review of KPMG which will occur later in the financial year ending 31 December 2025. The Committee reviewed KPMG’s findings in respect of the audit of the financial statements for the year ended 31 December 2024.

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NOMINATION COMMITTEE REPORT

Dear Shareholders,

I joined the Nomination Committee (“the Committee”) as its Chairman in October 2024, following my appointment as Chairman of the Board of the Company. On behalf of the Committee, I am pleased to present its Report for the year ending 31 December 2024 and our plans for the year ahead.

David Weinreb
Chairman of the Nomination Committee
12 March 2025

Committee composition

The Nomination Committee is comprised of David Weinreb, Non-Executive Chairman of the Board and Chairman of the Nomination Committee, Richard Stockdale, Senior Independent Non-Executive Director, and Maurice Horan, Independent Non- Executive Director. The biographies of each member of the Committee are set out on pages 72 to 73. The UK Corporate Governance Code recommends that a majority of the Nomination Committee should comprise independent non-executive directors. The Board considers that the Committee complies with the recommendations of the Code in this respect.

Role of the Nomination Committee

Regularly reviewing the structure, size and composition (including the skills, knowledge, experience and diversity) of the Board and its Committees, and making recommendations to the Board when appropriate.
Leading the process for new appointments to the Board.
Ensuring orderly succession planning for the Board and the senior management team.
Supporting the development of a diverse pipeline for succession.

The role of the Nomination Committee is to review the Board composition and to plan for its refreshment as applicable.

“ David Weinreb Chairman of the Nomination Committee and Board of Directors “

Ensuring that there is a rigorous annual review of the performance of the Board, its Committees, the Chairman and individual Directors.
Reporting to the Board on the business carried out at the previous Committee meeting and inform of any recommendations made by the Committee.

For more information on the Committee’s Terms of Reference visit www.darglobal.co.uk.

The Committee’s work during 2024

Considered and recommended the appointment of David Weinreb as the new Chairman of the Board following his introduction by management as a potential candidate for the role. The process was supported by Heidrick and Struggles, an external search consultancy with no prior connection to the Company or its directors. Committee members, other than the chair, took part in the interview process and, taking into account the value that Mr. Weinreb would bring to the Board, recommended Mr. Weinreb’s appointment to the Board for approval.
Considered the formal succession plan for senior management.
Reviewed the structure, size and composition of the Board and its Committees.
Reviewed the time requirements for Directors.
Recommended the appointment and re- appointment of Directors at the 2024 Annual General Meeting to the Board.
Discussed Directors’ ongoing development requirements.
Discussed the timing of the appointment of an additional Non-Executive Director, in the context of the current size, composition and balance of the Board and the current and future requirements of the business, for recommendation to the Board
Reviewed the Committee’s Terms of Reference and recommended them to the Board for approval.

Focus areas for 31 December 2025

Recruitment of an additional Independent Non- Executive Director.
Arrange an internal review of the performance of the Board, its committees and individual directors.
Establish formal succession procedures for the key roles on the Board.

Recruitment and succession planning

Careful consideration has been given to the size, composition and balance of the Board. The planned recruitment of an additional Independent Non- Executive Director was paused during 2024 to allow time for the existing Board to bed in and consider the key selection criteria required. It was subsequently agreed that the recruitment process should resume during 2025, to strengthen the composition of the Board and ensure it continues to be appropriate for the needs of the Group and its long-term success. The Board will also take into consideration the diversity expected of UK listed companies under the UK Listing Rules along with the recommendations of the FTSE Women Leaders and Parker Reviews. One of the Nomination Committee’s priorities for the year ahead is to establish formal succession plans for the Board. Three of the non-executive directors were appointed at the time of the Company’s listing. All three are still within their first three-year term of appointment; however, as part of its long-term board succession planning, the Committee will ensure that plans to expand and/or renew the Board will mitigate against the retirement of all non-executive directors within a short space of time.

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NOMINATION COMMITTEE REPORT continued

Diversity

In accordance with UK Listing Rule 22 Annex 1, the tables below, show the gender and ethnic background of the Board and managers reporting to the CEO on 31 December 2024.

As demonstrated in the tables above, the Board meets the ethnic diversity target set in the UK Listing Rules, of having at least one individual on its board of directors is from a minority ethnic background. However, it does not, at this stage, meet the following FCA targets:
(i) at least 40% of the individuals on its board of directors are women;
(ii) at least one of the following senior positions on its board of directors is held by a woman: Chair, Chief Executive Officer, Senior Independent Director or Chief Financial Officer.

The Group recognises the importance of having a diverse Board, including in terms of gender and ethnicity. The directors believe that having Board members who collectively possess a broad range of social, educational and professional backgrounds, together with different skills, experiences, and cognitive strengths will contribute towards a high performing business.

Gender identity or sex	Number of Board members	Percentage on the Board	Number of senior positions on the Board*	Number in executive management^	Percentage of executive management
Men	5	100%	3	12	71%
Women	0	-	-	5	29%
Not specified/prefer not to say	-	-	-	-	-

Ethnic background	Number of Board members	Percentage on the Board	Number of senior positions on the Board*	Number in executive management*	Percentage of executive management
White British or other White (including minority white groups)	3	60%	2	3	18%
Mixed/multiple ethnic groups	0	-	-	-	-
Asian/Asian British	0	-	-	3	18%
Black/African/Caribbean/Black British	0	-	-	-	-
Other ethnic group	2	40%	1	11	65%
Not specified/prefer not to say	-	-	-	-	-

^CEO and managers reporting to the CEO, excluding administrative and support staff.
* Chief Executive Director; Senior Independent Director; Chairman.

The data in the above tables was collected through self-reporting by the Directors with a reference date of 31 December 2023.# DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

GOVERNANCE REPORT

DIRECTORS’ REMUNERATION REPORT

Annual Statement

As Chair of the Remuneration Committee (‘the Committee’) and on behalf of the Board of Directors, I am pleased to present the Remuneration Report for the year ended 31 December 2024. This report is divided into the following sections:

This Annual Statement, which provides an overview of the key decisions made on Directors’ remuneration during the year at pages 82 to 84.
The Annual Report on Remuneration, which sets out the remuneration outcomes for 2024 and the proposed remuneration arrangements for 2025.

The Annual Report on Remuneration, together with the Annual Statement, will be subject to an advisory shareholder vote at the 2025 AGM. The Directors’ Remuneration Policy was approved by investors at the AGM held on 28 March 2024 and is contained in the 2023 Annual Report, available at [link].

Remuneration Policy review

Following Admission, the Committee undertook a comprehensive review of the Remuneration Policy and incentive framework for Executive Directors, with support from its independent advisors (Deloitte LLP). The Committee considered a range of incentive frameworks, including a conventional performance based LTIP framework. However, given that the Company would be in a phase of growth and maturity-over the next three years, and consequently it would be extremely difficult to set robust long-term performance targets, the Committee considered that it was not appropriate to introduce a conventional performance-based LTIP framework at the time. Accordingly, and, after confirming support from the Company’s major shareholder, Dar Al Arkan, the Committee concluded that an annual bonus structure is currently the right approach for the Company.

The Remuneration Committee is committed to a responsible, proportionate approach to executive pay.

Richard Stockdale
Chairman of the Remuneration Committee

“

”

Notwithstanding this, the Committee considered it desirable to build flexibility into the Remuneration Policy approved by shareholders at last year’s Annual General Meeting (‘AGM’), to allow the Committee to grant long-term incentive awards in future as the Company matures. This includes the ability to grant restricted share awards and market value options; a simple, transparent and balanced long-term incentive which supports retention, fosters loyalty and rewards management for the delivery of long-term shareholder value creation.

The Company developed rapidly during the financial year ended 31 December 2024 and continues to do so. In parallel, the Board is evolving its financial and non-financial priorities as the business grows and matures as a public listed entity, with more changes anticipated during the coming years. In this context, the Committee continues to consider that an annual bonus structure provides the best and most agile means of incentivising the delivery of the Company’s current key financial and non-financial priorities, which ultimately support its long-term aspirations. For the reasons cited earlier, it would not yet be appropriate to grant long-term incentive awards. The Committee has therefore opted to retain a simple structure of fixed remuneration and a cash-based annual bonus for the Company’s sole Executive Director (the Chief Executive Officer). The Committee will keep the position on the granting of restricted share awards and/or market value options under review over the course of the Policy, and will update shareholders as necessary if it deems it appropriate to grant such awards. An overview of our intended application of the Remuneration Policy during the current financial year is set out on page 81.

Annual bonus for 2024

Dar Global operated a discretionary bonus arrangement in 2024. The CEO was awarded a one-off cash payment in March 2024 equal to one and a half month’s gross salary in line with the bonus arrangements for other eligible employees.

Conclusion

I look forward to receiving your support at our 2025 AGM, where I will be pleased to answer any questions you may have on this report or any of the Committee’s activities.

Richard Stockdale
Chairman of the Remuneration Committee
12 March 2025

For more information on the Committee’s Terms of Reference visit www.darglobal.com/investors.

DIRECTORS’ REMUNERATION REPORT continued

Directors’ Remuneration Policy

The Policy supports the execution of the Company’s long-term strategy in a way that is consistent with its culture and values through incentives appropriate to the Company’s stage of development; appropriately aligns the executive directors’ remuneration with the interests of investors; and complies with the 2018 UK Corporate Governance Code. The Committee was mindful of, and considers it has appropriately addressed, the principles set out in Provision 40 of the Code when developing the Remuneration Policy.

Clarity and simplicity

A core reward principle is to operate a simple and transparent incentive structure. Remuneration is made of three key elements: fixed pay, annual bonus and a long-term incentive structure (comprising restricted share awards and market value options). The structure is simple to understand for Executive Directors, other participants and shareholders.

Risk

The Committee will ensure that the incentive structure does not encourage Executive Directors or key senior employees to take inappropriate risks. Executive Directors are subject to current-employment and post-employment shareholding guidelines to support sustainable decision making. The Committee has recourse to recover incentive payments in certain circumstances.

Predictability

The “illustration of application of remuneration policy” chart on page 68 of the 2023 Annual Report & Accounts indicates the potential values that may be earned through the remuneration arrangements.

Proportionality

The Committee has discretion to adjust incentive outcomes if they are not deemed to reflect the underlying financial or non-financial performance of the business, the performance of the individual or the experience of shareholders or other stakeholders over the performance period.

Principle

How the Committee has addressed the principle
Alignment to strategy and culture The incentive arrangements are designed to reward Executive Directors and key senior employees for delivering the Company’s strategic priorities and reflect that the Company is in a phase of growth and maturity. Further details are set out in the Directors’ Remuneration Report in the 2023 Annual Report.

Total single figure table (audited)

The table below sets out the remuneration received by each Director for the year ended 31 December 2024 (all figures are in AED):

Name	Basic Salary	Other Benefits	Advisory Fee	Total Remuneration
David Weinreb	1,584,000	1,445,799	0	3,029,799
David Hunter	0	0	120,291	120,291
Richard Stockdale	0	0	120,291	120,291
Maurice Horan	0	0	120,291	120,291

Notes:

For the period from 1 January 2024 to 31 December 2024, the Chief Executive Officer received a basic salary of AED 1,584,000 and other benefits of AED 1,445,799.
The Non-Executive Chair’s fee was set at GBP 220,000 per annum. On 3 October 2024, David Hunter resigned as Chairman and David Weinreb was appointed as Chairman with a fee set at USD 300,000 per annum.
For the NEDs other than the chair, the base fee is set at GBP 62,000 per annum, and an additional fee per annum is also payable for the Chair of the Audit Committee (GBP 10,000), a member of the Audit Committee (GBP 8,000), the Chair of the Remuneration Committee (GBP 10,000), a member of the Remuneration Committee (GBP 8,000) and the Senior Independent Director (GBP 10,000).
David Hunter, Maurice Horan and Richard Stockdale were paid an advisory fee of GBP 40,097 each for additional work carried out in 2024. These fees are included in the single figure table above.
5.# DIRECTORS’ REMUNERATION REPORT

Annual Report on Remuneration continued

Benefits received by the Executive Director during 2024 included: a housing and transportation allowance (AED 1,416,000); a travel allowance (AED 13,850); family level private health insurance (AED 15,949).

In 2025, the Committee determined that the CEO should be paid a bonus equal to AED 200,000 (in line with other eligible employees) in March 2025, taking into account the financial and operational performance of the Group in 2024. The Committee recognised in particular his work for the year 2024. The Committee noted that the bonus payment is within the parameters of the Directors’ Remuneration Policy which provides for a maximum annual bonus opportunity of up to 150% of salary in respect of a financial year. In 2024, the Committee determined, post approval of the 2023 Annual Report and Accounts, that the CEO should be paid a bonus equal to AED 375,000 (in line with other eligible employees) in March 2024, taking into account the financial and operational performance of the Group in 2023.

Executive Directors

Name	Salary	Benefits	Board Fees	Subtotal	Annual Bonus	Subtotal	Total
Ziad El Chaar	1,584,000	1,445,799	286,951	3,316,750	375,000	375,000	3,691,750

Non-Executive Directors

Name	Fixed Pay	Fixed Pay	Total
David Hunter	960,991	960,991	960,991
Yousef Al-Shelash	286,951	286,951	286,951
Maurice Horan	592,888	592,888	592,888
Richard Stockdale	639,152	639,152	639,152
David Weinreb	258,694	258,694	258,694

The table below sets out the remuneration received by each Director for the year ended 31 December 2023. (all figures are in AED):

Executive Directors

Name	Salary	Benefits	Board Fees	Subtotal	Annual Bonus	Subtotal	Total
Ziad El Chaar	1,329,628	257,429	1,487,381	3,074,439	-	-	3,074,439

Non-Executive Directors

Name	Fixed Pay	Variable Pay	Fixed Pay	Total
David Hunter	921,911		921,911	921,911
Yousef Al-Shelash	259,811		259,811	259,811
Maurice Horan	361,113		361,113	361,113
Richard Stockdale	400,066		400,066	400,066
David Weinreb	-	-	-	-

Annual bonus (audited)

Dar Global operated a discretionary bonus arrangement in 2024. The CEO was awarded a discretionary cash bonus in March 2024 equal to one and a half months’ gross salary in line with other eligible employees taking into account the financial performance of the Group. In determining the annual bonus, the committee noted that it is within the parameters of the directors’ remuneration policy which provides for a maximum annual bonus opportunity of 150% of salary in respect of the financial year.

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DIRECTORS’ REMUNERATION REPORT continued

Annual Report on Remuneration continued

Payments for loss of office and payments to past Directors (audited)

No payments for loss of office or payments to past Directors were made during the year ended 31 December 2024.

Directors’ share interests (audited)

As at 31 December 2024 (or date of stepping down from the Board if earlier), no Director or any of their connected persons held interests in ordinary shares of the Company. As at 12 March 2025, the Company has not been advised of any changes to the interests of Directors and their connected persons. A shareholding guideline was introduced in 2024, within the Directors’ Remuneration Policy, whereby Executive Directors are expected to build up and retain a holding in shares with a value equal to 200% of salary”. The CEO has not met this guideline.

Comparison of overall performance and pay

The chart below shows the Total Shareholder Return of the Company and the FTSE SmallCap Index over the period from 1 January 2024 (the Company’s Admission) to 31 December 2024. The FTSE SmallCap Index represents the most appropriate broad index comparison for a company of Dar Global’s size.

Historical Total Shareholder Return performance

Growth in the value of a hypothetical USD 100 holding over the period from 23 February 2023 to 31 December 2024.

The table below sets out the Chief Executive Officer’s remuneration for 2023 and 2024. Since the Company was incorporated on 30 September 2022 and listed on the London Stock Exchange on 28 February 2023, there is no comparable remuneration to disclose for previous years.

	2024	2023
Single figure of remuneration paid	3,691,750	3,074,439
Annual bonus (% of maximum)	See Note 2
Long-term incentive (% of maximum)	N/A	See Note 2

Notes:

No long-term incentive awards were capable of vesting in respect of the year ended 31 December 2024. The table presents the remuneration paid in each year. The remuneration awarded for 2023 and 2024 are AED 3,449,439 and AED 3,516,750 respectively, see note 3 for further details.
No maximum bonus was set for the CEO.
As disclosed on page 82, a discretionary cash bonus for year 2023 was paid in March 2024 equal to one and a half months’ 2024 gross salary, and for year 2024, a discretionary cash bonus equal to half a month’s 2025 gross salary was approved and payable in 2025.
More details can be found on page 72 of the Annual Report & Accounts 2023.

Annual Percentage change in remuneration

The remuneration table below sets out the percentage change in relevant single figure salary, fees, benefits and annual bonus paid to each Director of Dar Global PLC, in respect of the financial year ended 31 December 2024, compared with the prior year.

	Ziad El Chaar	David Hunter	Yousef Al-Shelash	Maurice Horan	Richard Stockdale	David Weinreb
Salary % change	11%
Benefits % change	6%
Board Fees % change	24%	0%	48%	44%
Annual Bonus % change	N/A	N/A	N/A	N/A	N/A	N/A

Notes:

Remuneration was annualised for year-on-year comparison where a Director served only part of a calendar year. Board-related fees for 2023 covered the period 6 February 2023 to 31 December 2023, and fees for 2024 covered the period 1 January 2024 to 31 December 2024.
On 3 October 2024, David Hunter resigned as Chairman and David Weinreb was appointed as Chairman.
The amounts awarded for 2023 and 2024 are AED 375,000 and AED 200,000 respectively, equating to a 47% decline year on year.

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DIRECTORS’ REMUNERATION REPORT continued

Group Chief Executive Officer pay ratio

The Committee takes into account pay and conditions for the wider workforce when determining the remuneration package for the Chief Executive Officer. A Chief Executive Officer pay ratio for 2024 has not been disclosed noting that the Company has less than 250 UK employees. The Company will keep this disclosure under review for future years.

Relative importance of pay spends

The table below sets out the total expenditure in relation to total employee pay and distributions to shareholders for years ended 31 December 2023 and 31 December 2024.

	FY 2023	FY 2024	% change
Employee costs (including Executive Directors)	19,678,177	23,592,542	20%
Dividend distributions	-	-	N/A
Share buyback	-	-	N/A

Shareholder voting on remuneration matters

The Directors’ Remuneration Policy and Directors’ Remuneration were approved by shareholders at the Annual General Meeting held on 28 March 2024, as shown in the table below.

Resolution	For (No. of shares)	For (%)	Against (No. of shares)	Against (%)	Votes Withheld (No. of shares)
To approve the Directors’ Remuneration Report	179,952,330	100%	0	0%	0
To approve the Directors’ Remuneration Policy	179,952,330	100%	0	0%	0

Total Votes % of ISC Voted

179,952,330 99.96%

Implementation of Remuneration Policy for 2025

Chief Executive Officer Salary

There was an increase in fixed salary awarded to the CEO in respect of 2025. from AED 3,000,000 to AED 4,800,000. In coming to the decision, the Remuneration Committee considered the increased size of the company and associated scope of work in addition to pay relative to peers in the industry.

Chief Executive Officer Annual Bonus

The terms of a 2025 annual bonus award for the Chief Executive Officer are still being considered by the Committee. Details will be provided in the 2025 Directors’ Remuneration Report.

Role of the Remuneration Committee

The role of the Remuneration Committee is to determine and recommend to the Board the Remuneration Policy for Executive Directors, and set remuneration for the Executive Directors, Non-Executive Chair and senior management. In doing so, the Committee has regard for the pay and conditions for the wider workforce. The Committee’s role and responsibilities are detailed within its Terms of Reference.

The Committee’s key activities

The key activities and decisions of the Committee during 2024 were as follows:

Approval of one-off bonuses for all employees.
Approval of an additional one-off fee for the Non-Executive Directors in recognition of the additional work involved in 2023.
Annual review of workforce remuneration arrangements and related policies.
Annual performance reviews have been implemented starting 2024.
Discussions were held on the definition of Senior Management within the context of the Company for purposes of compliance with the UK Corporate Governance Code.
Annual review of committee’s terms of reference

Advisors to the Committee

The Committee also received assistance from the Chief Executive Officer, Senior HR Director and Company Secretary, although they do not participate in discussions relating to the setting of their own remuneration.This Remuneration Report was approved by the Board and signed on its behalf by:
Richard Stockdale
Chairman of the Remuneration Committee
12 March 2025

There is no intention to grant restricted share awards or market value options to the Chief Executive Officer or other employees during 2025. No fee increase has been awarded to the Non-Executive Chair or NEDs in respect of 2025.

COMMITTEE MEMBERSHIP

Since Admission, the Committee comprised three Independent Non-Executive Directors.

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GOVERNANCE REPORT

DIRECTORS’ REPORT

The Directors present their report, together with the audited Financial Statements for the period ended 31 December 2024.

Board of Directors

During the year under review the following directors held office. More information on the current Directors and their biographical details are detailed on pages 72 to 73:

David Weinreb (Appointed 3 October 2024)
Ziad El Chaar
Richard Stockdale
Yousef Al-Shelash
Maurice Horan
David Hunter (Resigned 3 October 2024 )

Disclosure of information to auditors

The Directors confirm that, so far as they are each aware, there is no relevant audit information of which the Company’s auditors are unaware. Each Director has taken all reasonable steps that they ought to have taken as a Director to make themselves aware of any relevant audit information and to establish that the Company’s auditors are aware of that information.

Articles of association, powers of the Directors and appointment and removal of Directors

The Directors’ powers are conferred on them by UK legislation and by the Company’s Articles of Association (“the Articles”). The Articles may only be amended by special resolution at a general meeting of the shareholders. Subject to the Group’s Articles and applicable legislation, the day-to-day business of the Group is managed by the Board who may exercise all the powers of the Company. In accordance with the Articles, a Director appointed by the Board must stand for election by shareholders at the first AGM subsequent to such appointment and other Directors are subject to annual re-election by shareholders.

Directors’ and Officers’ insurance and indemnities

The Group has maintained Directors’ and Officers’ Liability Insurance cover throughout the period. The Directors, if they deem it necessary, have the facility to obtain legal or other relevant advice at the expense of the Company in their capacity as Directors. The Company has also provided Deeds of Indemnity to each director as permitted by Section 234 of the Companies Act 2006 (“the Act”) and by the Articles, which were in force for the benefit of all directors who held office during 2024 and remain in force for the benefit of directors who hold office at the date of this report.

Compensation for loss of office

There are no agreements between the Company and its Directors or employees providing for compensation for loss of office or employment that occurs because of a takeover bid.

Principal activities and branches

The Group acts as a holding company for the Group’s subsidiaries, which are set out on pages 98 to 100 of the financial statements. The company has no overseas branches.

Share capital

Details of the Company’s share capital, together with details of the movements in the share capital during the year, are shown on page 118 of the accounts. The Company has one class of ordinary shares which carry no right to fixed income. Each share carries the right to one vote at a general meeting of the Company.

Dividend

As set out in the Prospectus, the Company is focused on investing to deliver future growth. As such, the Company’s current dividend policy is not to declare any dividends in the near future. The Company will continue to review its dividend policy as the Board believes dividends to be an important component of long-term total shareholder return.

Major interests in shares

As at 31 December 2024, the Company had been notified of the following interests in 3% or more of the Company’s issued share capital, in accordance with Rule 5 of the FCA’s Disclosure Guidance and Transparency Rules. The information provided below is correct at the date of notification.

Holder	Number of Shares	Voting rights (%)	Number of Shares	Voting rights (%)
Dar Al Arkan Global Investments LLC	158,400,000	88%	158,400,000	88%
As at 31 December 2024			As at 12 March 2025

Since 31 December 2024 until 12th March 2025, the Company has not been notified of any interests representing over 3% of the issued share capital.

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DIRECTORS’ REPORT continued

Relationship agreement

The Company entered into a Relationship Agreement (“Relationship Agreement”) with Dar Al Arkan Real Estate Development Company PJSC (“the Major Shareholder”) on 12 February 2023, the terms of which came into force on admission of the shares of the Company to trade on the Standard Listing segment of the London Stock Exchange. The principal purpose of the Relationship Agreement is to ensure that the Company is capable at all times of carrying on its business independently of the Major Shareholder and its associates, that transactions and relationships with the Major Shareholder and its associates are at arm’s length and on normal commercial terms (subject to the rules on related party transactions in the Listing Rules) and to ensure the Major Shareholder does not take any action that would prevent the Company from complying with, or would encourage the Company to seek to circumvent, the Listing Rules. The Relationship Agreement will remain in full force and effect for so long as such the Major Shareholder, together with its associates, holds Ordinary Shares representing at least 10% of the Ordinary Shares in issue by the Company from time to time (save that the Major Shareholder may terminate the Relationship Agreement if the Company is delisted from the Main Market of the London Stock Exchange or experiences certain insolvency-related scenarios).

Significant agreements

The Group has two significant agreements that would be terminable upon a change of control: the Emirates National Bank of Dubai loan facility and the Abu Dhabi Commercial Bank loan facility.

Political donations

The Group did not make any political donations or incur political expenditure in 2024.

Other disclosures

Pages 85 to 87 of this Annual Report constitute the Directors’ Report of the Company for 2024, as contemplated by the Act. The Company has chosen in accordance with the Act, to include certain information in the Strategic Report that would otherwise be required to be included in this Directors’ Report, as follows:

Other information incorporated by reference into the Directors’ Report	Location in the Annual Report
Likely future developments in the business	Pages 11, 13, 20 and 21
Detail GHG emissions and energy consumption and efficiency	Page 64
Engagement with suppliers, customers and others	Pages 46 to 48
Detail Financial risk management objectives and policies	Note 31 to the Group annual financial statements on pages 121 to 123
Events after the reporting date	Note 37 to the Group annual financial statements on page 124

For and on behalf of the Board

David Weinreb
Chairman
12 March 2025

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DIRECTORS’ REPORT continued

The Directors are responsible for preparing the Annual Report and the consolidated financial statements and company financial statements of Dar Global PLC (“the Group and parent Company financial statements”) in accordance with applicable law and regulations. Company law requires the directors to prepare Group and parent Company financial statements for each financial year. Under that law they are required to prepare the Group financial statements in accordance with UK-adopted international accounting standards and applicable law and have elected to prepare the parent Company financial statements in accordance with UK accounting standards and applicable law (UK Generally Accepted Accounting Practice), including FRS 101 Reduced Disclosure Framework.

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 Group and parent Company and of the Group’s profit or loss for that period.

In preparing each of the Group and parent Company financial statements, the directors are required to:

Select suitable accounting policies and then apply them consistently;
Make judgements and estimates that are reasonable, relevant, and reliable;
State whether they have been prepared in accordance with UK-adopted international accounting standards;
Assess the Group and parent Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and
Use the going concern basis of accounting unless they intend either to liquidate the Group or the parent Company or to cease operations or have no realistic alternative but to do so.

The directors are responsible for ensuring that the Group and parent Company maintain adequate accounting records that are sufficient to show and explain the parent Company’s transactions and disclose with reasonable accuracy at any time the financial position of the parent Company and to enable them to ensure that its financial statements comply with the Companies Acts 2006. They are responsible for such internal controls as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Group and to prevent and detect fraud and other irregularities.## STATEMENT OF DIRECTOR’S RESPONSIBILITIES IN RESPECT OF THE ANNUAL REPORT AND THE FINANCIAL STATEMENTS

The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company’s website. Legislation in the UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. In accordance with Disclosure Guidance and Transparency Rule (“DTR”) 4.1.16R, the financial statements will form part of the annual financial report prepared under DTR 4.1.17R and 4.1.18R. The auditor’s report on these financial statements provides no assurance over whether the annual financial report has been prepared in accordance with those requirements.

Responsibility statement of the directors in respect of the annual financial report

We confirm that to the best of our knowledge:

The financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole; and
The strategic report/directors’ report includes a fair review of the development and performance of the business and the position of the issuer, and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face.

The Directors’ Report, which has been prepared in accordance with the requirements of the Companies Act 2006, has been approved by the Board and signed on its behalf by:

David Weinreb
Chairman
12 March 2025

STRATEGIC REPORT

GOVERNANCE REPORT

FINANCIAL STATEMENTS

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Independent Auditor’s Report to the Members of Dar Global PLC
94.
Consolidated Statement of Financial Position
95.
Consolidated Statement of Profit or Loss and Other Comprehensive Income
96.
Consolidated Statement of Changes in Equity
97.
Consolidated Statement of Cash Flows
98.
Notes to the Consolidated Financial Statements
126.
Company Statement of Financial Position
127.
Company Statement of Changes in Equity
128.
Notes to the Company Financial Statements
03.
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In our opinion, the accompanying:

financial statements give a true and fair view of the state of the Group’s and of the Company’s affairs as at 31 December 2024 and of the Group’s profit for the year then ended;
Group financial statements are properly prepared in accordance with UK-adopted international accounting standards;
parent Company financial statements are properly prepared in accordance with UK accounting standards, including FRS101 Reduced Disclosure Framework; and
financial statements 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 are described below. We believe that the audit evidence we have obtained is a sufficient and appropriate basis for our opinion. Our audit opinion is consistent with our report to the audit committee. We were first appointed as auditor by the directors on 23 May 2023. The period of total uninterrupted engagement is for the 2 financial years ended 31 December 2023 and 2024. We have fulfilled our ethical responsibilities under, and we remain independent of the Company and Group in accordance with, UK ethical requirements including the FRC Ethical Standard as applied to public interest entities. No non-audit services prohibited by that standard were provided.

Key audit matters: our assessment of the risks of material misstatement

Key audit matters are those matters that, in our professional judgement, were of most significance in the audit of the consolidated financial statements and Company financial statements and include the most significant assessed risks of material misstatement (whether or not due to fraud) identified by us, including those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the efforts of the engagement team. We summarise below the key audit matters, in arriving at our audit opinion above, together with our key audit procedures to address those matters and, as required for public interest entities, our results from those procedures. These matters were addressed, and our results are based on procedures undertaken, in the context of, and solely for the purpose of, our audit of the consolidated financial statements and Company financial statements as a whole, and in forming our opinion thereon, and consequently are incidental to that opinion, and we do not provide a separate opinion on these matters. We continue to perform procedures over the carrying value of development properties. However, given the stable current market conditions in the countries in which the Group operates and the budgeted profit margins, we have not assessed the carrying value of development properties as one of the most significant risks in our current year audit and, therefore, it is not separately identified in our report this year.

Our opinion is unmodified

We have audited the consolidated financial statements and Company financial statements of Dar Global PLC (the “Company”) and its subsidiaries (together, the “Group”), which comprise the consolidated and Company statements of financial position as at 31 December 2024, the consolidated statements of profit or loss and other comprehensive income, changes in equity and cash flows and Company statement of changes in equity for the year then ended, and notes, comprising material accounting policies and other explanatory information.

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INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF DAR GLOBAL PLC continued

Basis

The Group recognises revenue on sale of development properties in accordance with IFRS 15 “Revenue from Contracts with Customers” either at the point in time at which the performance obligation is satisfied or over time depending on the terms of contracts with customers. The Group has elected to apply the input method to measure the progress of performance obligations where revenue is recognised over time. In applying the input method, the Group estimates the cost to complete the projects in order to determine the amount of revenue to be recognised.

Risk

Revenue recognition involves judgement in determining whether a contract exists as there is a risk that contracts with customers are accounted for prior to the parties being committed to their obligations and before the collection of consideration from customers is probable. The recognition of revenue requires a high level of estimation by the directors in determining costs to meet performance obligations satisfied over time for the recognition of proportionate revenue. There is a risk that revenue is recognised prior to performance obligations being satisfied, resulting in revenue not being accounted for in the correct period. The effect of these matters is that, as part of our risk assessment, we determined that the revenue recognition model over time has a high degree of judgement and estimation uncertainty, with a potential range of reasonable outcomes greater than our materiality for the financial statements as a whole, and possibly many times that amount.

Internal Controls:

We documented and assessed the design and implementation of controls regarding revenue recognition;
Assessing revenue recognition model:
Identifying a contract: We assessed the appropriateness of the directors’ judgement in determining the existence of a contract by examining agreements with customers and the assessment by the directors that collection is probable;
Satisfaction of timing of performance obligations: We assessed whether performance obligations are satisfied at a point in time or over time and are accounted for in accordance with the appropriate accounting standards;
We critically assessed the appropriateness of the key assumptions regarding the costs to complete by agreeing expected costs to complete to construction contractors’ agreements or other supporting documents on a sample basis and recalculated development completion percentage based on the costs incurred to date underpinning the revenue recognition over time;
We compared development project budgets to prior period to identify variances in the estimated costs to complete, where variances were identified we performed enquiries with management and obtained corroborative information for those changes.
We considered the cash collection profile in comparison to the satisfaction of performance obligations to assess whether a significant financing component existed within the contract;
We performed testing over transactions recorded close to the year-end and including customer defaults / forfeiture of units post year-end to ensure that they were recognised in the correct period.
Assessing disclosures: We considered the adequacy of the Group’s disclosures regarding the recognition of revenue.

Our results

We found the results of our testing in respect of revenue recognition to be satisfactory and the recording of revenue and related disclosures to be acceptable.# INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF DAR GLOBAL PLC

continued

Low risk, high value

The carrying value of the parent Company’s investment in subsidiaries represents 62% (2023: 99%) of the parent Company’s total assets. The assessment of carrying value is not at a high risk of significant misstatement or subject to significant judgement as the carrying value is supported by the net asset value of the subsidiaries and the profits forecast to be made on sale of the development properties owned by the subsidiaries (which are stated at cost in the financial statements). However, due to its materiality in the context of the parent Company financial statements, this is considered to be the area that had the greatest effect on our overall parent Company audit.

Our audit procedures included:

Test of details
We compared the carrying amount of 100% of the parent Company’s investments in subsidiaries with the relevant subsidiaries’ balance sheet and budgets for the underlying development properties to identify whether their financial position supported the carrying amount of the parent Company’s investments in those subsidiaries. We evaluated budgeted forecasts in line with our knowledge of the entity.

Assessing disclosures
We have also considered the adequacy of the Company’s disclosure of the circumstances identified by the directors in respect of the carrying value of the investments in the subsidiaries.

Our results
The results of our testing were satisfactory and we found the carrying value and associated disclosure of the investment in subsidiaries to be acceptable.

Recoverability of parent Company’s investment in subsidiaries (Valuation)

Investment in subsidiaries US$379,464,441 (2023: US$370,547,062). Refer to the Audit Committee Report, note 2.8 accounting policy and note 5 disclosures in the Company financial statements.

The risk

Our response

Our application of materiality and an overview of the scope of our audit

Materiality for the consolidated financial statements as a whole was set at USD$1,830,000 (2023: USD$3,700,000), determined with reference to a benchmark of Group total revenue (2023: Group total assets) of USD$244,332,331 (2023: USD$767,346,062), of which it represents approximately 0.75% (2023: 0.5%). We consider total Group revenue to be the most appropriate benchmark as it provides a more stable measure year on year of the Group’s activities than Group profit before tax because of the low level of profit before tax from continuing operations for the current period. The benchmark in the prior period was total Group assets.

Materiality for the Company financial statements was set at US$274,000 (2023: USD$1,900,000), determined with reference to the allocated Group materiality as above (2023: a benchmark of Company total assets of US$386,537,152), of which it represents approximately 15% of Group materiality (2023: 51%).

In line with our audit methodology, our procedures on individual account balances and disclosures were performed to a lower threshold, performance materiality, so as to reduce to an acceptable level the risk that individually immaterial misstatements in individual account balances add up to a material amount across the consolidated financial statements as a whole.

Performance materiality for the Group was set at 75% (2023: 65%) of materiality for the consolidated financial statements as a whole, which equates to USD$1,370,000 (2023: USD$2,400,000). For the Company, performance materiality was set at 75% (2023: 75%), which equates to US$205,000 (2023: USD$1,425,000). We applied this percentage in our determination of performance materiality because we did not identify any factors indicating an elevated level of risk.

We reported to the Audit Committee any corrected or uncorrected identified misstatements exceeding USD$91,500 (2023: USD$185,000) for the consolidated financial statements and USD$68,000 (USD$95,000) for the Company financial statements, in addition to other identified misstatements that warranted reporting on qualitative grounds.

Our audit of the Group was undertaken to the materiality level specified above, which has informed our identification of significant risks of material misstatement and the associated audit procedures performed in those areas as detailed above.

In total we identified 14 components having considered the structure and activities of the Group and our ability to perform audit procedures centrally. Of those we identified 4 quantitatively significant components which contain the largest percentages of either total revenue or total assets of the Group, for which we have performed audit procedures. Additionally, having considered qualitative and quantitative factors we selected 10 components with accounts contributing to the specific risks of material misstatement of the Group financial statements.

Audits for group reporting purposes were performed by a component auditor at the key reporting component in Qatar and by the group audit team in respect of activities in United Arab Emirates, Oman, Kingdom of Saudi Arabia and United Kingdom. The group audit team also performed the audit of the parent company. Accordingly, these group procedures covered 97% (2023: 100%) of total Group revenue and 98% (2023: 96%) of total Group assets and liabilities.

The segment disclosures in note 4 set out the individual significance of a specific region. The audits undertaken for group reporting purposes at the key reporting components of the group were all performed to materiality levels set by, or agreed with, the Group audit team. These materiality levels were set individually for each component and ranged from USD$274,000 to USD$1,372,000.

Detailed audit instructions were sent to the auditors in Qatar. These instructions covered the significant audit areas that should be covered by this audit (which included the relevant risks of material misstatement detailed above) and set out the information required to be reported back to the group audit team. Telephone meetings were also held with the auditors in Qatar where we did not physically visit. We also inspected the work performed by the component auditor for the purposes of the Group audit and evaluated the appropriateness of the conclusions drawn from the audit evidence obtained and consistency between communicated findings and work performed, with a particular focus on revenue recognised over time.

Going concern

The directors have prepared the consolidated financial statements and Company financial statements on the going concern basis as they do not intend to liquidate the Group or the Company or to cease their operations, and as they have concluded that the Group and the Company’s financial position means that this is realistic. They have also concluded that there are no material uncertainties that could have cast significant doubt over their ability to continue as a going concern for at least a year from the date of approval of the consolidated financial statements and Company financial statements (the “going concern period”).

In our evaluation of the directors’ conclusions, we considered the inherent risks to the Group and the Company’s business model and analysed how those risks might affect the Group and the Company’s financial resources or ability to continue operations over the going concern period. The risks that we considered most likely to affect the Group and the Company’s financial resources or ability to continue operations over this period were:

Availability of capital to meet operating costs and other financial commitments; and
The forecast level of sales and the recoverability of financial assets subject to credit risk;

We considered whether these risks could plausibly affect the liquidity in the going concern period by comparing severe, but plausible downside scenarios that could arise from these risks individually and collectively against the level of available financial resources indicated by the Group and Company’s financial forecasts. We considered whether the going concern disclosure in note 2.2 to the Group and Company financial statements gives a full and accurate description of the directors’ assessment of going concern.

Our conclusions based on this work:

we consider that the directors’ use of the going concern basis of accounting in the preparation of the consolidated financial statements and Company financial statements is appropriate;
we have not identified, and concur with the directors’ assessment that there is not, a material uncertainty related to events or conditions that, individually or collectively, may cast significant doubt on the Group and the Company’s ability to continue as a going concern for the going concern period; and
we have nothing material to add or draw attention to in relation to the directors’ statement in the notes to the consolidated financial statements and Company financial statements on the use of the going concern basis of accounting with no material uncertainties that may cast significant doubt over the Group and the Company’s use of that basis for the going concern period, and that statement is materially consistent with the consolidated financial statements and Company financial statements and our audit knowledge.

However, as we cannot predict all future events or conditions and as subsequent events may result in outcomes that are inconsistent with judgements that were reasonable at the time they were made, the above conclusions are not a guarantee that the Group and the Company will continue in operation.# Fraud and breaches of laws and regulations – ability to detect

Identifying and responding to risks of material misstatement due to fraud

To identify risks of material misstatement due to fraud (“fraud risks”) we assessed events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud. Our risk assessment procedures included:

enquiring of management as to the Group’s policies and procedures to prevent and detect fraud as well as enquiring whether management have knowledge of any actual, suspected or alleged fraud;
reading minutes of meetings of those charged with governance; and
using analytical procedures to identify any unusual or unexpected relationships.

As required by auditing standards, and taking into account possible incentives or pressures to misstate performance and our overall knowledge of the control environment, we perform procedures to address the risk of management override of controls and the risk of fraudulent revenue recognition, and the risk that management may be in a position to make inappropriate accounting entries. We did not identify any additional fraud risks.

We performed procedures including:

identifying journal entries and other adjustments to test based on risk criteria and comparing any identified entries to supporting documentation;
incorporating an element of unpredictability in our audit procedures; and
those set out in the revenue recognition key audit matter.

Identifying and responding to risks of material misstatement due to non-compliance with laws and regulations

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the consolidated financial statements and Company financial statements from our sector experience and through discussion with management (as required by auditing standards), and from inspection of the Group’s regulatory and legal correspondence, if any, and discussed with management the policies and procedures regarding compliance with laws and regulations.

As the Group is regulated, our assessment of risks involved gaining an understanding of the control environment including the entity’s procedures for complying with regulatory requirements. The Group is subject to laws and regulations that directly affect the consolidated financial statements and Company financial statements including financial reporting legislation and taxation legislation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

The Group is subject to other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the consolidated financial statements and Company financial statements, for instance through the imposition of fines or litigation or impacts on the Group and the Company’s ability to operate. We identified financial services regulation as being the area most likely to have such an effect, recognising the regulated nature of the Group’s activities and its legal form.

Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of management and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.

Context of the ability of the audit to detect fraud or breaches of law or regulation

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the consolidated financial statements and Company 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 is from the events and transactions reflected in the consolidated financial statements and Company financial statements, the less likely the inherently limited procedures required by auditing standards would identify it.

In addition, as with any audit, there remains a higher risk of non-detection of fraud, as this may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.

INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF DAR GLOBAL PLC continued

FINANCIAL STATEMENTS

1DARGLOLBR.GRCDGU
1DARDGLOB.AGCUAD

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024 93

Other information

The directors are responsible for the other information, which comprises the strategic report, the directors’ report and the other information included in the annual report, but does not include the consolidated financial statements and Company financial statements and our auditor’s report thereon. Our opinion on the consolidated financial statements and Company financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except as explicitly stated below, any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether, based on our consolidated financial statements and Company financial statements audit work, the information therein is materially misstated or inconsistent with the consolidated financial statements and Company financial statements or our audit knowledge. Based solely on that work:

we have not identified material misstatements in the other information;
in our opinion the information given in the strategic report and the directors’ report for the financial year is consistent with the consolidated financial statements and Company financial statements; and
in our opinion those reports have been prepared in accordance with the Companies Act 2006.

Directors’ remuneration report

In our opinion the part of the Directors’ Remuneration Report to be audited has been properly prepared in accordance with the Companies Act 2006.

Disclosures of emerging and principal risks and longer-term viability

We are required to perform procedures to identify whether there is a material inconsistency between the directors’ disclosures in respect of emerging and principal risks and the viability statement, and the consolidated financial statements and Company financial statements and our audit knowledge. We have nothing material to add or draw attention to in relation to:

The directors’ confirmation within the Viability statement that they have carried out a robust assessment of the emerging and principal risks facing the Group and Company, including those that would threaten its business model, future performance, solvency or liquidity;
the emerging and principal risks disclosures describing these risks and explaining how they are being managed or mitigated;
the directors’ explanation in the Viability statement as to how they have assessed the prospects of the Group and Company, over what period they have done so and why they consider that period to be appropriate, and their statement as to whether they have a reasonable expectation that the Group and Company will be able to continue in operation and meet its liabilities as they fall due over the period of their assessment, including any related disclosures drawing attention to any necessary qualifications or assumptions.

Corporate governance disclosures

We are required to perform procedures to identify whether there is a material inconsistency between the directors’ corporate governance disclosures and the consolidated financial statements and Company financial statements and our audit knowledge. Based on those procedures, we have concluded that each of the following is materially consistent with the consolidated financial statements and Company financial statements and our audit knowledge:

the directors’ statement that they consider that the annual report and consolidated financial statements and Company financial statements taken as a whole is fair, balanced and understandable, and provides the information necessary for shareholders to assess the Company’s position and performance, business model and strategy;
the section of the annual report describing the work of the Audit Committee, including the significant issues that the audit committee considered in relation to the financial statements, and how these issues were addressed; and
the section of the annual report that describes the review of the effectiveness of the Company’s risk management and internal control systems.

Corporate governance disclosures

Based solely on our work on the other information described above:

with respect to the Corporate Governance Statement disclosures about internal control and risk management systems in relation to financial reporting processes and about share capital structures:
- we have not identified material misstatements therein; and
- the information therein is consistent with the financial statements; and
- in our opinion, the Corporate Governance Statement has been prepared in accordance with relevant rules of the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority.

We are also required to report to you if a corporate governance statement has not been prepared by the Company. We have nothing to report in these respects.# INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF DAR GLOBAL PLC

We have nothing to report on other matters on which we are required to report by exception. Under the Companies Act 2006, we are required 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 parent Company financial statements and the part of the Directors’ Remuneration Report to be audited 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.

We have nothing to report in these respects.

Respective responsibilities

Directors’ responsibilities

As explained more fully in their statement set out in the annual report, the directors are responsible for:
* the preparation of the consolidated financial statements and Company financial statements including being satisfied that they give a true and fair view;
* such internal control as they determine is necessary to enable the preparation of consolidated financial statements and Company financial statements that are free from material misstatement, whether due to fraud or error;
* assessing the Group and Company’s ability 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 they either intend to liquidate the Group or the Company or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements and Company financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue our opinion in an auditor’s report. Reasonable assurance is a high level of assurance, but does not 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 aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the consolidated financial statements and Company financial statements.

A fuller description of our responsibilities is provided on the FRC’s website at www.frc.org.uk/auditorsresponsibilities.

The purpose of this report and restrictions on its use by persons other than the Company’s members as a body

This report is made solely to the Company’s members, as a body, in accordance with chapter 3 of part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and its members, as a body, for our audit work, for this report, or for the opinions we have formed.

Edward Houghton (Senior Statutory Auditor)

For and on behalf of KPMG Audit LLC (Statutory Auditor)
Chartered Accountants
Isle of Man
12 March 2025

FINANCIAL STATEMENTS

CONSOLIDATED STATEMENT OF FINANCIAL POSITION (IN UNITED STATES DOLLAR)

	31 December 2024	31 December 2023
Assets
Cash and cash equivalents	3,625,405	228,492,034
Trade and unbilled receivables	277,338,806	221,867,464
Advances, deposits and other receivables	119,774,587	60,870,788
Development properties	586,415,420	216,931,211
Escrow retentions	10,774,653	9,987,477
Investment in joint venture	-	5,370,876
Loan to joint venture	-	2,150,987
Due from related parties	1,600,015	8,619,797
Property and equipment	21,897,663	5,536,049
Right-of-use assets	4,133,177	5,538,638
Deferred tax assets	5,860,228	1,980,741
Total assets	1,441,419,954	767,346,062

Liabilities and equity
Liabilities
Trade and other payables	85,015,114	25,713,890
Advances from customers	180,027,547	57,523,290
Retention payable	9,630,047	6,849,069
Development property liabilities	254,747,426	78,631,324
Bank borrowings	205,493,025	125,363,803
Due to related parties	222,567,717	1,248,415
Employees’ end of service benefits	1,117,792	660,158
Lease liabilities	4,114,862	5,944,562
Deferred tax liabilities	252,935	-
Total liabilities	962,966,465	301,934,511

The accompanying notes from 1 to 37 form an integral part of these consolidated financial statements.
These consolidated financial statements were approved by the Board of Directors on 12 March 2025 and signed on its behalf by:

David Weinreb
Chairman

Ziad El Chaar
Chief Executive Officer

	31 December 2024	31 December 2023
Equity
Share capital	1,800,216	1,800,216
Share premium	88,781,078	88,781,078
Retained earnings	387,488,728	372,985,572
Foreign currency translation reserve	(437,202)	1,436,244
Statutory reserve	820,669	408,441
Total equity	478,453,489	465,411,551
Total liabilities and equity	1,441,419,954	767,346,062

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME (IN UNITED STATES DOLLAR)

	Note	31 December 2024	31 December 2023
Revenue	23	240,330,393	360,575,755
Cost of revenue	23	(152,946,653)	(214,131,383)
Gross profit		87,383,740	146,444,372
Other income	24	4,373,756	3,147,006
Selling and marketing expenses	25	(27,345,974)	(38,764,532)
General and administrative expenses	26	(39,737,003)	(29,256,276)
Finance costs	27	(22,979,983)	(5,020,798)
Finance income	27	11,690,273	4,788,820
Share of profit/(loss) from joint venture	10	704,640	(93,162)
Gain from disposal of joint venture	10	20,038	-
Profit before tax		14,109,487	81,245,430
Income tax credit	20	803,690	1,980,741
Profit for the year		14,913,177	83,226,171

Other comprehensive income
Items that are or may be classified subsequently to profit or loss
(Decrease)/increase in foreign currency translation reserve		(1,871,239)	1,434,037
Total comprehensive income for the year		13,041,938	84,660,208

	Note	31 December 2024	31 December 2023
Profits attributable to:
Owners of the Company		14,913,177	83,226,171
Non-controlling Interests		-	-
		14,913,177	83,226,171
Total comprehensive income/(loss) attributable to:
Owners of the Company		13,041,938	84,660,208
Non-controlling Interests		-	-
		13,041,938	84,660,208
Earnings per share attributable to owner of the Company:
– basic and diluted earnings per share (USD)	28	0.08	0.46

Adjusted earnings before interest, tax, depreciation and amortisation (adjusted EBITDA)

	31 December 2024	31 December 2023
Net finance costs	11,289,710	231,978
Depreciation on property and equipment and right-of-use assets	4,530,248	3,184,400
Listing related (reversal)/ expenses	-	(1,680,520)
Tax credit	(675,239)	(1,937,734)
Adjusted earnings before interest, tax, depreciation and amortisation (adjusted EBITDA)	30,057,896	83,024,295

The accompanying notes from 1 to 37 form an integral part of these consolidated financial statements.

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (IN UNITED STATES DOLLAR)

	Share Capital	Share Premium	Retained Earnings	Foreign currency translation reserve	Statutory reserve	Contribution	Total Equity
Balance as at 1 January 2023	22,395,109	-	-	-	-	259,006,479	281,401,588
Profit for the year	-	-	83,226,171	-	-	-	83,226,171
Other comprehensive income	-	-	-	1,436,244	-	-	1,436,244
Total comprehensive income for the year	-	-	83,226,171	1,436,244	-	-	84,662,415
Transactions with owners of the Company
Issue of shares related to acquisition of subsidiary (notes 21 & 22)	3,666,666	-	-	-	279,662,114	(259,006,479)	24,322,301
Issue of ordinary shares (notes 21 & 22)	216,216	-	-	-	71,783,588	-	71,999,804
Reduction of share capital (notes 21 & 22)	(24,477,775)	-	-	-	(262,664,624)	-	(262,664,624)
Other reserves	-	-	3,025,443	-	-	-	3,025,443
Statutory reserve	-	408,441	-	(408,441)	-	-	-
Total transactions with owners of the Company	(20,594,893)	408,441	3,025,443	-	88,781,078	-	99,347,548
Balance as at 31 December 2023	1,800,216	408,441	1,436,244	372,985,572	88,781,078	-	465,411,551

Balance as at 1 January 2024	1,800,216	408,441	1,436,244	372,985,572	88,781,078	-	465,411,551
Profit for the year	-	-	14,913,177	-	-	-	14,913,177
Other comprehensive income/(loss)	-	-	-	(1,871,239)	-	-	(1,871,239)
Total comprehensive income for the year	-	-	14,913,177	(1,871,239)	-	-	13,041,938
Transactions with owners of the Company
Other reserves	-	2,207	(2,207)	-	-	-	-
Statutory reserve	-	410,021	-	(410,021)	-	-	-
Total transactions with owners of the Company	-	412,228	(2,207)	(410,021)	-	-	-
Balance as at 31 December 2024	1,800,216	820,669	(437,202)	387,488,728	88,781,078	-	478,453,489

The accompanying notes from 1 to 37 form an integral part of these consolidated financial statements.# DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

FINANCIAL STATEMENTS

CONSOLIDATED STATEMENT OF CASH FLOWS

(IN UNITED STATES DOLLAR)

	31 December 2024	31 December 2023
Cash flows from operating activities
Profit for the year	14,913,177	83,226,171
Adjustments for:
Depreciation on property and equipment	2,022,188	984,458
Depreciation on right-of-use assets	2,508,060	2,200,115
Provision for employees’ end of service benefits	653,073	334,248
Accruals for listing related expenses	-	(1,680,520)
Finance costs	22,979,983	5,020,798
Finance income	(11,690,273)	(4,788,820)
Share of (profit)/loss from joint venture	(704,640)	93,162
Gain from disposal of joint venture	(20,038)	-
Income tax credit	(803,690)	(1,980,741)
Operating profit before working capital changes	29,857,840	83,408,871
Working capital changes:
Trade and unbilled receivables	(55,471,342)	(181,314,724)
Advances, deposits and other receivables	(54,577,821)	20,261,061
Development properties	(167,585,674)	89,177,623
Trade and other payables	55,904,872	(2,71,431)
Advances from customers	84,862,015	(36,932,806)
Retention payable	2,541,630	2,810,866
Due to related party	1,556,244	(853,253)
Cash used in operating activities	(102,912,236)	(23,713,793)
Employee benefits paid	(224,830)	-
Net cash used in operating activities	(103,137,066)	(23,713,793)
Cash flows from investing activities
Acquisition of property and equipment	(18,149,090)	(4,397,667)
Escrow retentions	(787,176)	(4,134,224)
Funds transferred to related parties	(125,628)	(2,796,105)
Proceeds from disposal of property and equipment	60,382	10,223
Proceeds from disposal of investment in joint venture	6,288,099	-
Net cash acquired on acquisition	9,355,259	-
Interest income	11,259,006	3,754,858
Repayment/(loan) to joint venture	2,150,987	(48,742)
Net cash generated from/(used in) investing activities	10,051,839	(7,611,657)
	31 December 2024	31 December 2023
Cash flows from financing activities
Proceeds from bank borrowings	147,882,072	77,234,071
Repayment of bank borrowings	(67,092,067)	(18,882,948)
Interest expense on borrowings	(15,817,177)	(3,579,519)
Payment of structuring fees for bank borrowings	(660,784)	(2,655,982)
Proceeds from related party borrowings	226,576,921	-
Payment of structuring fees for related party borrowings	(7,798,634)	-
Proceeds from initial public offerings	-	71,999,804
Funds received from Major shareholder	-	24,322,301
Payment of lease liabilities	(2,931,863)	(1,898,214)
Interest expense on lease liabilities	(314,936)	(376,587)
Net cash generated from financing activities	279,843,532	146,162,926
Net increase in cash and cash balances	186,758,305	114,837,476
Effect of translation of foreign currency	(1,624,934)	1,042,173
Cash and cash equivalents, beginning of the year	228,492,034	112,612,385
Cash and cash equivalents at the end of the year	413,625,405	228,492,034
Cash and cash equivalents:
Cash in hand	581,076	24,785
Cash at banks	413,544,329	228,467,249
	413,625,405	228,492,034

The accompanying notes from 1 to 37 form an integral part of these consolidated financial statements.

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(IN UNITED STATES DOLLAR)

1. Legal status and business activities

1.1 Dar Global PLC (the “Company”) is a public limited company, limited by shares, incorporated, domiciled, and registered in England and Wales. The Company operates under a Company Number 14388348 issued by the registrar of the companies for England and Wales. The majority of shares of the Company are held by Dar Al Arkan Global Investment LLC (“Major shareholder”) in United Arab Emirates (“UAE”) and the Ultimate parent company of the Major shareholder is Dar Al Arkan Real Estate Development Company, Kingdom of Saudi Arabia (“KSA”).

1.2 The registered address of the Company is located at 6th Floor, 65 Gresham Street, London, EC2V 7NQ, United Kingdom.

1.3 These consolidated financial statements (“financial statements”) represent the results of Dar Global PLC and its subsidiaries (the “Group”), set out in note 1.4.

1.4 The Company has the following subsidiaries over which it has direct or indirect control:

Name of subsidiary and domicile	Percentage of effective holding	Percentage of voting rights	License/Registration No.	Principal activities
Dar Al Arkan Properties L.L.C - UAE	100%	100%	Commercial license no. 791860	Development and sale of real estate.
Dar Global UK Holdings LTD – United Kingdom	100%	100%	Company registration no. 13881707	Development and sale of real estate.
(Formerly Dar Al Arkan Global UK Holdings LTD)
Dar Global UK No.1 LTD – United Kingdom	100%	100%	Company registration no. 14751868	Development and sale of real estate.
Dar Global UK No.2 LTD – United Kingdom	100%	100%	Company registration no. 14751750	Development and sale of real estate.
Dar Global UK No.3 LTD – United Kingdom	100%	100%	Company registration no. 14751915	Development and sale of real estate.
Dar Global UK No.4 LTD – United Kingdom	100%	100%	Company registration no. 14385758	General business activities
(Formerly Dar Al Arkan Holding UK LTD)
Dar Al Arkan Spain S.L. – Spain	100%	100%	Company registration no. B09896390	Development and sale of real estate.
Dar Benahavis I, S.L. – Spain	100%	100%	Company registration no. B72530843	Development and sale of real estate.
Daranavis S.L. – Spain	100%	100%	Company registration no. B72530850	Development and sale of real estate.
Dar Tabano, S.L. – Spain	100%	100%	Company registration no. B72530835	Development and sale of real estate.
M/s. Prime Real Estate D.o.o Sarajevo – Bosnia	100%	100%	Company registration no. 65-01-0672-17	Development and sale of real estate.
M/s. Luxury Real Estate D.o.o Sarajevo – Bosnia	100%	100%	Company registration no. 65-01-0698-17	Development and sale of real estate.
M/s. Dar Al Arkan Property Development D.o.o Sarajevo-Bosnia	100%	100%	Company registration no. 65-01-0676-17	Development and sale of real estate.
M/s. Beijing Dar Al Arkan Consulting Co. Ltd.	100%	100%	Company registration no. 91110105MA7EQ79Y9Q	Economic and trade consulting, Engineering consulting, business management consulting, corporate planning, real estate information consulting, undertaking exhibition activities, advertising design, production, agency and release, development of real estate, technical consulting and technical services, computer and graphic design.
Aqtab Properties L.L.C - UAE	100%	100%	Commercial license no. 997901	Purchase and sale of real estate
(Formerly Dar Al Arkan Global Property Development L.L.C)

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued

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1. Legal status and business activities (continued)

1.4 The Company has the following subsidiaries over which it has direct or indirect control: (continued)

100 101 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR)

2. Material accounting policies

2.1 Statement of compliance

The financial statements have been prepared in accordance with UK adopted International Accounting Standards and in conformity with the requirements of the Companies Act 2006. All values are rounded to the nearest unit in USD except where otherwise indicated. Each entity determines its own functional currency and items included in the financial statements of each entity are measured using that functional currency. The financial statements have been prepared on a historical cost basis. Historical cost is generally based on the fair value of the consideration given in exchange for assets.

2.2 Basis of preparation

Basis of consolidation

The financial statements comprise the financial statements of the Company and the subsidiaries (‘the Group’), plus the Group’s share of the results and net assets of its joint ventures and associates.

Subsidiaries

Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. In assessing control, the Group takes into consideration potential voting rights. The acquisition date is the date on which control is transferred to the acquirer. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases.

Joint Ventures

A joint venture is a contract under which the Group and other parties undertake an activity or invest in an entity, under joint control. The Group uses equity accounting for such entities, carrying its investment at cost plus the movement in the Group’s share of net assets after acquisition, less impairment.

Transactions eliminated on consolidation

Intra-group balances and transactions, and any unrealised income and expenses (except for foreign currency transaction gains or losses) arising from intragroup transactions, are eliminated. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.

Going concern

The Group’s forecasts and projections based on the current trends in sales and development and after taking account of the funds currently held, available facility including the undrawn facility of USD 53,081,754 at year end (refer to note 18 and 19) show that the Company and the Group will be able to operate within the level of resources and will be able to discharge its liabilities including the mandatory repayment of banking facilities. The Directors have, at the time of approving the consolidated financial statements, a reasonable expectation that the Group have adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the consolidated financial statements.

Adoption of new and revised standards

The Group has adopted all relevant amendments to existing standards and interpretations issued by the International Accounting Standard Board (IASB) that are effective for the respective financial year ends presented, with no material impact on its consolidated results or financial position. The Group did not implement the requirements of any other standards or interpretations that were in issue but were not required to be adopted. The preparation of the financial statements requires estimates and assumptions to be made that may affect the amounts reported in the financial statements and accompanying notes. Actual amounts could differ from the estimates included in the financial statements herein. The preparation of the financial statements on the basis set out, requires the use of certain critical accounting estimates. It also requires judgement to be exercised in the process of applying the accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are Material to the financial statements, are disclosed in note 2.22.

FINANCIAL STATEMENTS

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2. Material accounting policies (continued)

2.3 Fair value measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

In the principal market for the asset or liability, or
In the absence of a principal market, in the most advantageous market for the asset or liability.

The principal or the most advantageous market must be accessible to the Group. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their best economic interest. A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

2.4 Foreign currency

The transactions in currencies other than the Group’s presentation currency are recognized at the rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Non- monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated. Exchange differences on monetary items are recognized in the consolidated statement of profit or loss in the period in which they arise. In preparing the separate financial information of the individual subsidiaries, the transactions in currencies other than the subsidiaries functional currency are recognized at the rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Any gain or loss on translation from functional currency of subsidiaries to presentation currency of the Group is taken to statement of other comprehensive income. Foreign exchange differences Exchange differences on monetary items are recognized in consolidated statement of profit or loss in the period in which they arise except for exchange differences that relate to assets under construction for future productive use. These are included in the cost of those assets when they are regarded as an adjustment to interest costs on foreign currency borrowings. Foreign exchange gains and losses The carrying amount of financial assets that are denominated in a foreign currency is determined in that foreign currency and translated at the spot rate at the end of each reporting period. Financial assets measured at amortized cost, exchange differences are recognized in the consolidated statement of profit or loss.

FINANCIAL STATEMENTS

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2. Material accounting policies (continued)

2.6 Leases

2.5 Property and equipment

Leases are accounted for by recognising a right-of-use asset and a lease liability except for:

Property and equipment is stated at cost less accumulated depreciation and identified impairment loss, i f

Leases of low value assets; and any. The cost comprises of purchase price, together with any incidental expense of acquisition.
Leases with a duration of 12 months or less.

Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as Lease liabilities are measured at the present value of the contractual payments due to the lessor over the appropriate, only when it is probable that future economic benefits associated with the item will flow to lease term, with the discount rate determined by reference to the rate inherent in the lease unless (as is the Group and the cost of the item can be measured reliably. All other repairs and maintenance expenses typically the case) this is not readily determinable, in which case the group’s incremental borrowing rate are charged to the statement of profit or loss during the financial period in which they are incurred. on commencement of the lease is used. Variable lease payments are only included in the measurement of the lease liability if they depend on an index or rate.

DarGlobalGreeceM.A.E–Greece 100% 100% Commercial licenseno.175922001000 Sale of property.
DarAlArkanForRealEstateDevelopmentW.L.L,Qatar 100% 100% Commercial licenseno.165584 Real estate development.
DarGlobalMoroccoLLC–Morocco 100% 100% Commercial licenseno.12673 Acquisition, development and sale of real estate properties, management and administration of properties.

These entities have been formed by the Group during the year 2024.
** This entity became part of the Group on 14 October 2024 pursuant to its acquisition by Dar Global UK Holdings LTD (refer to note 30).# DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

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2. Material accounting policies (continued)

2.7 Development properties

Properties constructed or in the course of construction for sale in the ordinary course of business are classified as development properties and are stated at the lower of cost or net realizable value. Cost includes cost of acquisition of land, cost of construction including planning and design cost, commission, borrowing costs, employee costs, cost of acquiring development rights and other direct costs attributable to the development. Certain portion of land plots, on which the Group’s projects are located, is acquired with minimal upfront cash contributions and certain variable consideration based on the percentage of profit. The entire projects are controlled and managed by the Group, which includes development, marketing, collections etc. On initial recognition these properties are recognized at the fair value of the consideration payable computed based on a deferred payment plan as defined in the sale and purchase agreement (“SPA”). Net realizable value is the estimated selling price in the ordinary course of business, based on market prices at the reporting date and discounted for the time value of money, if material, less costs to completion and the estimated costs of sale. The management reviews the carrying values of the development properties on each reporting date.

2.8 Advances from customers

Advances received from customers include instalments received from customers for properties sold either before the revenue recognition criteria have been met or in excess of the project’s stage of completion. These funds are later recognized in the profit or loss statement once the revenue recognition criteria are satisfied. Additionally, advances from customers may be derecognized from the books when either the customer or the Group terminates the contract.

2.9 Asset acquisition

If the Group acquires an asset or a group of assets (including any liabilities assumed) that does not constitute a business, then the transaction is outside the scope of IFRS 3 because it cannot meet the definition of a business combination. Such transactions are accounted for as asset acquisitions in which the cost of acquisition is generally allocated between the individual identifiable assets and liabilities in the Group based on their relative fair values at the date of acquisition. They do not give rise to goodwill or a gain on a bargain purchase. The measurement and allocation of cost in an asset acquisition are completed at the date of recognition of the assets acquired and liabilities assumed, if there are any.

2.10 Impairment of non-financial assets

Non-financial assets of the Group mainly include development properties, advances to suppliers and contractors, right-of-use assets and property and equipment. At the end of each reporting period, the Group reviews the carrying amounts of its non-financial 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 Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. Where a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual cash-generating units, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified. 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 recognized immediately in the consolidated statement of profit or loss. 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 recognized for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognized immediately in the consolidated statement of profit or loss.

2.11 Financial instruments

Financial assets and financial liabilities are recognized when the Group becomes a party to the contractual provisions of the instrument.

2.12 Financial assets

Classification

The Group classifies its financial assets at amortized cost.

Measurement

At initial recognition, the Group measures a financial asset at its fair value plus transaction costs that are directly attributable to the acquisition of the financial asset. Financial assets comprise of cash and cash equivalents, trade and unbilled receivables, advances, deposits and other receivables, due from related parties and other escrow retentions.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and demand deposits and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value.

Trade and other receivables (including due from related parties)

Receivable balances that are held to collect are subsequently measured at the lower of amortized cost or the present value of estimated future cash flows. The present value of estimated future cash flows is determined through the use of value adjustments for uncollectible amounts. The Group assesses on a forward-looking basis the expected credit losses associated with its receivables and adjusts the value to the expected collectible amounts. Receivables are written off when they are deemed uncollectible because of bankruptcy or other forms of receivership of the debtors. The assessment of expected credit losses on receivables takes into account credit-risk concentration, collective debt risk based on average historical losses, specific circumstances such as serious adverse economic conditions in a specific country or region and other forward-looking information. For accounts receivable, the Group applies the simplified approach permitted by IFRS 9, which requires expected lifetime losses to be recognized from initial recognition of the receivables.

In such cases, the initial measurement of the lease liability assumes the variable element will remain unchanged throughout the lease term. Other variable lease payments are expensed in the period to which they relate.

Depreciation is spread over its useful lives so as to write off the cost of property and equipment, using the straight-line method over its useful lives as follows:

Assets	Lifeyears
Leasehold improvements	3-5
Furniture and fixtures	3-5
Computers and office equipment	3-5

On initial recognition, the carrying value of the lease liability also includes:

Amounts expected to be payable under any residual value guarantee;
The exercise price of any purchase option granted in favour of the Group if it is reasonably certain to assess that option;
Any penalties payable for terminating the lease, if the term of the lease has been estimated based on termination option being exercised.

No depreciation is charged on land and capital work-in-progress.

When part of an item of property and equipment have different useful lives, they are accounted for as separate items (major components) of property and equipment.

Right of use assets are initially measured at the amount of the lease liability, reduced for any lease incentives received, and increased for:

Lease payments made at or before commencement of the lease;
Initial direct costs incurred; and
The amount of any provision recognized where the Group is contractually required to dismantle, remove or restore the leased asset.

The leasehold improvements are being depreciated over the period from when they became available for use up to the end of the lease term.

Subsequent to initial measurement lease liabilities increase as a result of interest charged at a constant rate on the balance outstanding and are reduced for lease payments made. Right-of-use assets are amortised on a straight-line basis over the remaining term of the lease or over the remaining economic life of the asset if, rarely, this is judged to be shorter than the lease term.

The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

The gain or loss arising on the disposal or retirement of an item of property and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognized in the combined statement of profit or loss.

FINANCIAL STATEMENTS

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2. Material accounting policies (continued)

2.12 Financial assets (continued)

Trade and other receivables (including due from related parties) (continued)

The Group assesses on a forward-looking basis the expected credit losses associated with its receivables and adjusts the value to the expected collectible amounts. Receivables are written off when they are deemed uncollectible because of bankruptcy or other forms of receivership of the debtors. The assessment of expected credit losses on receivables takes into account credit-risk concentration, collective debt risk based on average historical losses, specific circumstances such as serious adverse economic conditions in a specific country or region and other forward-looking information. For accounts receivable, the Group applies the simplified approach permitted by IFRS 9, which requires expected lifetime losses to be recognized from initial recognition of the receivables.# FINANCIAL STATEMENTS

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2. Material accounting policies (continued)

2.13 Financial liabilities (continued)

Derecognition of financial assets
The Group derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire; or it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another Group. If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognizes its retained interest in the asset and an associated liability for the amounts, it may have to pay. If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognize the financial asset.

Financial liabilities
Financial liabilities are classified according to the substance of the contractual arrangements entered into and the definitions of a financial liability. All financial liabilities are recognized initially at fair value and, in the case of loans, borrowings and payables, net of directly attributable transaction costs. The Group’s financial liabilities include trade and other payables, loans and borrowings, development property liabilities, advance from customers and due to related party.

Trade and other payables
Accounts payable are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less (or in the normal operating cycle of the business if longer). If not, they are presented as non-current liabilities. Accounts and other payables are recognized initially at fair value and subsequently are measured at amortized cost using effective interest method.

Loans and borrowings
Term loans are initially recognised at the fair value of the consideration received less directly attributable transaction costs. After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the effective interest rate method. Gains and losses are recognised in the consolidated income statement when the liabilities are derecognised as well as through the amortisation process.

Development property liabilities
Development property liabilities represents the amount payable for the acquisition of development properties on a deferred payment plan basis including variable consideration. Initially, these amounts are stated at the fair value of the consideration payable. Subsequently, at each reporting date the development property liabilities are measured at amortised cost.

Derecognition of financial liabilities
The Group derecognizes financial liabilities when, and only when, the Group’s obligations are discharged, cancelled or they expire. When an existing financial liability is replaced by another, from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the consolidated statement of profit or loss.

2.14 Offsetting financial instruments

Financial assets and liabilities are offset and the net amount reported in the consolidated statement of financial position, when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously.

2.15 Revenue Recognition

Revenue from contracts with customers for development and sale of residential properties
The Group recognizes revenue from contracts with customers based on a five step model as set out in IFRS 15 Revenue from contracts with customers.

Step 1. Identify the contract(s) with a customer: A contract is defined as an agreement between two or more parties that creates enforceable rights and obligations and sets out the criteria for every contract that must be met. This is evidenced by issuance of signed Sale and Purchase Agreement (“SPA”) to the customer and for revenue recognition over time, meeting specified threshold of project completion and collection from the customers.

Step 2. Identify the performance obligations in the contract: A performance obligation is a promise in a contract with a customer to transfer a good or service to the customer. The performance obligation for the Group is to deliver the constructed property to the customers along with the ancillary rights such as the right to use amenities and other related infrastructure facilities available. Accordingly, one performance obligation has been identified for each unit to be sold. The Group assesses its revenue arrangements against specific criteria to determine if it is acting as principal or agent. The Group has concluded that it is acting as a principal in all of its revenue arrangements.

Step 3. Determine the transaction price: The transaction price is the amount of consideration to which the Group expects to be entitled in exchange for delivering the property to its customers. The agreed transaction price is a part of signed SPA issued to each customer. Revenue excludes taxes and duty, and includes an adjustment for a significant financing component (“SFC”) as the payment plan for the projects extends beyond twelve months from the reporting period. No adjustment has been made for variable consideration as the Group does not have any contracts with variable consideration.

Step 4. Allocate the transaction price to the performance obligations in the contract: The Group allocates the transaction price to each unit sold, consistent with the performance obligation identified in Step 2.

Step 5. Recognize revenue when (or as) the entity satisfies a performance obligation. The Group satisfies a performance obligation and recognizes revenue over time, if one of the following criteria is met:
1. The customer simultaneously receives and consumes the benefits provided by the Group’s performance as the Group performs; or
2. The Group’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced; or
3. The Group’s performance does not create an asset with an alternative use to the Group and the entity has an enforceable right to payment for performance completed to date.

The Group determines the satisfaction of performance obligation separately for each of its contracts and recognize revenue accordingly. For performance obligations where one of the above conditions are not met, revenue is recognised at the point in time at which the performance obligation is satisfied. Under the terms of the contracts in the UAE, Oman and Qatar, the Group is contractually restricted from redirecting the properties to another customer and has an enforceable right to payment for work done. Therefore, revenue from construction of residential properties in the UAE, Oman and Qatar is recognised over time on an input/cost-to-cost method, i.e. based on the proportion of contract costs incurred for work performed to date relative to the estimated total contract costs. The Group considers that this input method is an appropriate measure of the progress towards complete satisfaction of the performance obligation under IFRS 15.

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2. Material accounting policies (continued)

2.15 Revenue Recognition (continued)

In respect of the Group’s contracts for development of residential properties in the United Kingdom, the Group has assessed that the criteria for recording revenue over time is not met and transfer of control happens only at the time of handover of completed units to the customers and accordingly the revenue is recognised at the point in time at which the performance obligation is satisfied. When the Group satisfies a performance obligation by delivering the promised goods or services it creates a contract asset based on the amount of consideration earned by the performance. Where the amount of consideration received from a customer exceeds the amount of revenue recognized this gives rise to a contract liability.

Project management service
The Group provides advisory and assisting services relating to management of construction of properties under long term contracts with customers. The revenue is measured based on the consideration from customers to which the Group expects to be entitled in a contract with a customer in an amount that corresponds directly with the value to the customer of the Group’s performance completed to date.

2.16 Cost of revenue

Cost of revenue represent cost for purchase of land, construction costs, consultant costs, utilities cost, and other related direct costs recognized to consolidated statement of profit or loss on percentage of completion or point in time as applicable.

2.17 Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale. Borrowing costs consist of interest and other costs that the Group incurs in connection with the borrowing of funds. All other borrowing costs are recognised in the consolidated statement of profit or loss in the year in which they are incurred.## 2. Material accounting policies (continued)

2.18 Escrow Accounts

Escrow accounts represent bank accounts where money is held in with the bank, acting as an escrow agent, and available for use only if all the pre-determined conditions are fulfilled. The funds paid by customers for their residential units in off-plan sales are required to be deposited into escrow accounts held by banks accredited by the local governing bodies. For Escrow retention, in line with Dubai and KSA laws an escrow agent must retain prescribed per cent of the total value of each escrow account once the developer obtains the building completion certificate to ensure coverage of defects in the property post-handover. The retained amount will be released to the developer one year from the registration of the residential units in the name of purchasers of such units.

2.19 Equity and reserves

Share capital represents the nominal value of shares that have been issued. Share premium represents the excess consideration received over the nominal value of share capital upon the sale of shares, less any incidental costs of issue. The retained earnings represent distributable reserves. The foreign currency translation reserve is used to record exchange difference arising from translation of the financial statements of foreign subsidiaries, associates and joint ventures.

FINANCIAL STATEMENTS

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2. Material accounting policies (continued)

2.20 Taxation

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

Current tax

Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payable or receivable is the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date. Current tax also includes any tax arising from dividends.

Deferred tax

Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.

Deferred tax is not recognised for:
* Temporary differences on the initial recognition of assets or liabilities in a transaction that:
a) is not a business combination; and
b) at the time of the transaction (i) affects neither accounting nor taxable profit or loss and (ii) does not give rise to equal taxable and deductible temporary differences;
* Temporary differences related to investments in subsidiaries, associates and joint arrangements to the extent that the Group is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and
* Taxable temporary differences arising on the initial recognition of goodwill.

Deferred tax assets are recognised for unused tax losses, unused tax credits and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be used. Future taxable profits are determined based on the reversal of relevant taxable temporary differences. If the amount of taxable temporary differences is insufficient to recognise a deferred tax asset in full, then future taxable profits, adjusted for reversals of existing temporary differences, are considered, based on the business plans for individual subsidiaries in the Group.

Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised; such reductions are reversed when the probability of future taxable profits improves.

The measurement of deferred tax reflects the tax consequences that would follow from the manner in which the Group expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities. Deferred tax assets and liabilities are offset only if certain criteria are met.

2.21 Statutory Reserve

According to Article 103 of the UAE Federal Law No. (32) of 2021, 5% of annual net profits after NCI are allocated to the statutory reserve for the entities registered in UAE. The transfers to the statutory reserve may be suspended when the reserve reaches 50% of the paid-up capital.

2.22 Significant accounting judgements, estimates and Assumptions

In the application of the Group’s accounting policies, which are described in policy notes, the management are required to make judgements, estimates and assumptions about the carrying amounts 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 recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. The significant judgments and estimates made by management, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are described below.

Critical judgements in applying accounting policies

In the process of applying the Group’s accounting policies, which are described above, and due to the nature of operations, management makes the following judgment that has the most significant effect on the amounts recognized in the consolidated financial statements.

Identifying a contract

The group assesses for each development and for each customer the point in time at which a contract exists. This requires assessing the point in each development where there is certainty that it will continue to completion subject certain thresholds i.e. development stages ranging from 20% to 30%, depending on the geography and associated project risks.

Additionally, the Group assesses the point in time at which consideration from the customer is probable, typically being receipt of 20% of the consideration together with the legal requirements of the sale and purchase agreement and the continuing trend of collections indicating the likelihood receipt of future instalment payments due.

Recognition of revenue over time or at point in time

The Group is required to assess each of its contracts with customers to determine whether performance obligations are satisfied over time or at a point in time in order to determine the appropriate method of recognizing revenue. The Group has assessed that based on the sale and purchase agreements entered into with customers for sale of property under development in the UAE, Oman and Qatar, as well as the relevant laws and regulations, that it does not create an asset with an alternative use to the Group and has an enforceable right to payment for performance completed to date. In these circumstances the Group recognizes revenue over time. However, for contracts relating to sale of property under development in the United Kingdom where the above is not applicable, the Group recognizes revenue at a point in time. In recognizing revenue at a point in time, the Group considers the point in time at which the customer obtains control of the asset.

Measurement of progress when revenue is recognized over time

The Group has elected to apply the input method to measure the progress of performance obligations where revenue is recognized over time. The Group considers that the use of the input method which requires revenue recognition on the basis of the Group’s efforts to the satisfaction of the performance obligation provides the best reference of revenue actually earned. In applying the input method, the Group estimates the cost to complete the projects in order to determine the amount of revenue to be recognized.

Key sources of estimation uncertainty

The key assumptions concerning the future, and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are discussed below.

Significant financing component

In jurisdictions where the Group recognizes revenue over time, unbilled revenue for customers with expected collections beyond one year is discounted at the prevailing market interest rate. The transaction price for these contracts is adjusted using the rate that would have been applied if a separate financing agreement had been made between the Group and the customer at the contract’s inception, usually matching the market rate at that time. The Group has used discount rates ranging from 7% to 8.5%.

In jurisdictions where the Group acquires development properties on a deferred payment plan with expected payments beyond one year are discounted at the Group’s incremental borrowing rate.

FINANCIAL STATEMENTS

1DARGLOLBR.GRCDGU

1DARDGLOB.AGCUAD

109 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued

(IN UNITED STATES DOLLAR)

2. Material accounting policies (continued)

2.22 Significant accounting judgements, estimates and Assumptions (continued)

Critical judgements in applying accounting policies (continued)

Identifying a contract (continued)

Recognition of revenue over time or at point in time

Measurement of progress when revenue is recognized over time

Key sources of estimation uncertainty

Significant financing component

In jurisdictions where the Group acquires development properties on a deferred payment plan with expected payments beyond one year are discounted at the Group’s incremental borrowing rate.# FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(IN UNITED STATES DOLLAR)

The transaction price for these acquisitions is adjusted using the borrowing rate, typically the rate that would have been applied if a separate financing agreement had been made between the Group and the seller at the contract’s inception. The Group has used discount rates ranging from 6% to 8.5%.

Cost to complete the projects

The Group estimates the cost to complete the projects in order to determine the cost attributable to revenue being recognized. These estimates include the cost of providing infrastructure, potential claims by contractors as evaluated by the project consultant and the cost of meeting other contractual obligations to the customers.

The Group has conducted sensitivity analysis on the total budgeted cost for its ongoing projects eligible for revenue recognition. Based on sensitivity analysis, a 5% increase in total budgeted cost will lead to 10% decrease in gross revenue, whilst a decrease in total budgeted cost by 5% will lead to 12% increase in gross revenue.

The Group has entered into arrangements to acquire land where there is a development profit share element to the acquisition price as contingent consideration. The Group estimates the contingent consideration payable to the seller. In order to determine the contingent consideration, the Group estimates the total sales price, the total cost of development properties including potential claims by contractors and the estimated cost of meeting other contractual obligations.

The overall profitability of the projects can be affected due to change in total budgeted cost. These fluctuations in profit will, in turn, have an impact on the contingent consideration payable. Since the contingent consideration is tied to the profitability of the projects, any significant changes in the budgeted costs will directly influence the amount of contingent consideration owed.

3. New standards and amendments

3.1 New standards and amendments applicable for 2024

The following standards and amendments apply for the first time to the financial reporting periods commencing on or after 1 January 2024.

Non-current liabilities with Covenants – Amendments to IAS 1
Classification of Liabilities as Current or Noncurrent – Amendments to IAS 1
Lease liability in a Sale and Leaseback – Amendments to IFRS 16
Supplier Finance Arrangements – Amendments to IAS 7 and IFRS 7

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued

(IN UNITED STATES DOLLAR)

Geographic segments

3. New standards and amendments (continued)

The following tables include revenue and other segment information for the years ended 31 December 2024 and 31 December 2023. Certain assets information for geographic segments is presented as at 31 December 2024 and 31 December 2023.

The management believes that the adoption of the above amendments effective for the current accounting period has not had any material impact on the recognition, measurement, presentation, and disclosure of items in the consolidated financial statements.

The Group has divided its operations into two categories i.e. Domestic (UK) and International (all other countries where Group has its operations).

The following standards and interpretations had been issued but not yet mandatory for annual periods beginning after 1 January 2024.

Description	Effective for annual periods beginning on or after
Lack of Exchangeability – Amendments to IAS 21	January 1, 2025
Classification and Measurement of Financial Instruments – Amendments to IFRS 9 and IFRS 7	January 1, 2026
Annual Improvement to IFRS Accounting Standards – Volume 11	January 1, 2026
IFRS 18 Presentation and Disclosure in Financial Statements*	January 1, 2027
Sale or Contribution of Assets between an investor and its Associate or Joint Venture – IFRS 10 and IAS 28	Effective date deferred indefinitely

The IASB issued IFRS 18 Presentation and Disclosure in Financial Statements – in April 2024. IFRS 18 aims to improve how companies communicate in their financial statements, with a focus on information about financial performance in the statement of profit or loss. IFRS 18 is accompanied by limited amendments to the requirements in IAS 7 Statement of Cash Flows. IFRS 18 is effective from 1 January 2027. IFRS 18 replaces IAS 1 Presentation of Financial Statements and will affect the presentation and disclosure of financial performance in the Group’s consolidated financial statements when adopted.

The adoption of these new standards will have no material impact on the financial statements in the period of initial application, except for IFRS 18 where management are assessing the impact.

4. Segment Information

Management monitors the operating results of its business segments separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on operating profit or loss and is measured consistently with operating profit or loss in the consolidated financial statements. The only segment is real estate development, accordingly, the component parts of the revenue, profits or assets as disclosed in the notes to the consolidated financial statement pertain to this segment.

Business segment

The only business segment is Real estate development which represents 100% of the revenue and total assets.

	Domestic (UK) (USD)	International (USD)	For the year ended 31 December 2024:
Revenue	5,133,207	235,197,186
Profit/(loss) for the year	(3,732,794)	18,645,971
			For the year ended 31 December 2023:
Revenue	-	360,575,755
Profit for the year	1,587,396	81,638,775
			As at 31 December 2024
Total assets	29,179,639	1,412,240,315
Total liabilities	235,150,383	727,816,082
			As at 31 December 2023
Total assets	35,170,037	732,176,025
Total liabilities	2,386,588	299,547,923

a) The major geographical areas of total assets and revenue under “International” sub-segment are given below:

As at 31 December 2024	Total Assets	As at 31 December 2023	Total Assets
UAE	959,149,463	UAE	619,795,160
Qatar	99,514,428	Qatar	-
Oman	145,792,264	Oman	40,651,994
KSA	117,930,811	KSA	26,667
Other countries	89,853,349	Other countries	71,702,204
Total	1,412,240,315	Total	732,176,025

Revenue	As at 31 December 2024	As at 31 December 2023
UAE	156,382,028	360,575,755
Qatar	37,338,548	-
Oman	39,876,610	-
KSA	1,600,000	-
Total	235,197,186	360,575,755

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024 110

5. Cash and cash equivalents

	As at 31 December 2024	As at 31 December 2023
Cash in hand	81,076	24,785
Cash at bank
• Current accounts	32,606,307	12,815,812
• Escrow retention accounts (refer to (a) below)	10,774,653	9,987,477
• Escrow accounts (refer to (b) below)	260,680,858	148,308,559
• Demand deposit (refer to (c) below)	120,257,164	67,342,878
	424,400,058	238,479,511
Less: Escrow retention accounts (note 9)	(10,774,653)	(9,987,477)
	413,625,405	228,492,034

a) The above represents Escrow retention accounts maintained with commercial banks in accordance with the local laws issued by the governing body in UAE and KSA. The retention balances shall be released after one year from the completion of the project and therefore do not meet cash and cash equivalents criteria and are therefore presented separately as escrow retentions.

b) The above represents Escrow accounts maintained with a commercial bank in accordance with the local laws issued by the governing body of the respective countries. This escrow account can be used for making payments directly related to the projects subject to the regulations and therefore meets the cash and cash equivalents criteria. The significant increase in the balances during the period is mainly due to collections from customers as per the payment plan.

c) The above includes a deposit of USD 93,006,048 held with one of its related parties (refer to note 19), a financial services company in KSA, for a period of one to three years at an interest rate of 7.80% per annum. This deposit is repayable on demand without any penalty on early maturity. Refer note 31(d) on credit risks of trade and unbilled receivables, which explains how the Group manages and measures credit quality of trade and unbilled receivables. Management has concluded that the Expected Credit Loss (ECL) for all bank balances is immaterial as these balances are held with banks/financial institutions whose credit risk rating by international rating agencies has been assessed as low.

6. Trade and unbilled receivables

	As at 31 December 2024	As at 31 December 2023
Unbilled receivables (refer to (a) below)	244,363,889	207,553,472
Trade receivables (refer to (b) below)	32,974,917	14,313,992
	277,338,806	221,867,464
Less: Provision for impairment on trade receivables	-	-
Net receivables	277,338,806	221,867,464
Not more than 12 months	174,545,102	139,199,058
More than 12 months	102,793,704	82,668,406
	277,338,806	221,867,464

a) Unbilled receivables are contract assets which relate to the Group’s right to receive consideration for work completed but not billed as at the reporting date. These are transferred to trade receivables when invoiced as per milestones agreed in contracts with the customers.

b) At reporting date, the ageing analysis of net trade and unbilled receivables is as follows:

	As at 31 December 2024	As at 31 December 2023
Current (Not past due)	244,363,889	207,553,472
Not more than 90 days	21,034,872	7,749,411
Between 91 to 180 days	4,450,299	907,483
Between 181 to 360 days	2,695,093	4,229,881
More than 360 days	4,794,653	1,427,217
Total	277,338,806	221,867,464

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024 111

FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued

(IN UNITED STATES DOLLAR)

7.# FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR)

8. Development properties

Properties acquired, constructed or in the course of construction for sale in the ordinary course of business are classified as development properties and include the costs of:
* Freehold and leasehold rights for land;
* Common overhead cost (directly attributable to the projects) is allocated to various projects and forms part of the estimated cost to complete a project in order to determine the cost attributable to revenue being recognised.
* Amounts paid to contractors for construction including the cost of construction of infrastructure; and
* Planning and design costs, costs of site preparation, professional fees for legal services, property transfer taxes, borrowing costs, employee costs, cost of acquiring development rights construction overheads and other related costs.

The Group assesses the net realizable value of development properties for impairment on each reporting date and the management believes that the net realizable value of above development properties is higher than its carrying value as on the reporting date.

Development properties in the UAE, Qatar, Oman and KSA include land acquired with minimal upfront cash contributions and variable consideration. On initial recognition these properties have been recognized at the fair value of the consideration payable computed based on a deferred payment plan as defined in the sale and purchase agreement (“SPA”) (note 17). Under this arrangement, the variable contribution from the development profits is as follows: 50% for lands in the UAE, 30% for land in Qatar, and 20% for land in Oman.

The development properties are located in UAE, United Kingdom, Spain, Bosnia, Oman, Qatar and KSA.

As at 31 December 2024	As at 31 December 2023
216,931,211	302,274,899
454,350,102	130,052,699
67,240,828	-
839,932	(1,265,004)
(152,946,653)	(214,131,383)
586,415,420	216,931,211

As at 31 December 2024	As at 31 December 2023
10,774,653	9,987,477
576,016	857,004
1,499,982	4,397,667
(1,841,515)	-
674,132	1,265,004
-	(10,223)
25,892	-
6,535,344	4,3153 + 237,835 + 1,729,079 + 1,453,253
1,645,946	1,432,920
2,547,863	908,615
6,535,344	16,294,400
95,347	47,701
1,711,642	-
18,149,090	1,364,725
5,240	87,489
-	1,457,454
-	(68,683)
-	(839,932)
(839,932)	(471,291)
(303,821)	(6,676)
(23,676)	(8,262)
-	(342,435)
21,897,663	5,536,049

9. Escrow retentions

As at 31 December 2024	As at 31 December 2023
116,227,645	59,517,486
3,546,942	1,353,302
119,774,587	60,870,788

As at 31 December 2024	As at 31 December 2023
5,043,187	18,521,104
4,811,952	2,956,238
4,818,095	3,892,831
9,630,047	6,849,069

10. Investment in joint venture

As at 31 December 2024	As at 31 December 2023
-	75.30%
-	5,370,876

As at 31 December 2024	As at 31 December 2023
5,370,876	4,681,667
431,267	520,842
704,640	(93,162)
20,038	-
(6,457,206)	-
(69,615)	261,529
-	5,370,876

*On 3 November 2024, the Group disposed of its interest in the joint venture for a consideration of USD 6,457,206. The cash proceeds received against the consideration (refer to note 30) was USD 6,288,099 with the remaining USD 169,107 included under other receivables. This disposal resulted in a gain of USD 20,038.

11. Loan to joint venture

As at 31 December 2024	As at 31 December 2023
-	2,150,987

The amount was repaid during the year.

12. Property and equipment

The table below represents the movement during the year:

	Computers	Land and Capital work in-progress	Furniture and fixtures	Leasehold improvements	Other equipment	Total
Cost
As at 1 January 2023	-	43,153	237,835	576,016	857,004	1,714,008
Additions	-	227,250	941,356	1,729,079	1,499,982	4,397,667
Transfer from Capital work-in-progress	-	1,412,172	429,343	-	(1,841,515)	-
Reclass from development properties	-	-	-	590,872	674,132	1,265,004
Disposal	-	-	-	(10,223)	-	(10,223)
Translation adjustments	-	6,524	19,068	300	-	25,892
As at 31 December 2023	-	1,689,100	1,627,602	2,916,044	2,190,603	8,309,349
As at 1 January 2024	-	1,689,100	1,627,602	2,916,044	2,190,603	8,309,349
Additions	16,294,400	95,347	47,701	1,711,642	-	18,149,090
Recognised as part of asset acquisition	-	1,364,725	5,240	87,489	-	1,457,454
Transfer from Capital work-in-progress	-	-	-	68,683	(68,683)	-
Reclass to development properties	-	-	-	-	(839,932)	(839,932)
Disposal	-	-	(192,166)	(279,125)	-	(471,291)
Translation adjustments	(303,821)	(6,676)	(23,676)	(8,262)	-	(342,435)
As at 31 December 2024	15,990,579	3,142,496	1,457,703	4,396,471	1,222,055	26,209,304

	Computers	Land and Capital work in-progress	Furniture and fixtures	Leasehold improvements	Other equipment	Total
Accumulated depreciation
As at 1 January 2023	-	-	5,425	9,448	-	14,873
Charge for the year	-	192,693	268,456	523,309	-	984,458
Disposal	-	-	(173)	-	-	(173)
Translation adjustments	-	-	-	137	-	137
As at 31 December 2023	-	192,693	273,708	532,894	-	999,295
As at 1 January 2024	-	192,693	273,708	532,894	-	999,295
Charge for the year	-	715,587	358,293	948,308	-	2,022,188
Disposal	-	-	(190,004)	(220,905)	-	(410,909)
Translation adjustments	-	(4,880)	(7,145)	(7,982)	-	(20,007)
As at 31 December 2024	-	903,399	434,852	1,252,315	-	2,590,566

Carrying value	As at 31 December 2024	As at 31 December 2023
Computers	15,990,579	-
Land and Capital work in-progress	2,239,097	1,496,407
Furniture and fixtures	1,022,851	1,353,894
Leasehold improvements	3,144,156	2,383,150
Other equipment	1,222,055	2,190,603
Total	23,618,688	7,424,054

The addition in land during the current year pertains to the acquisition of land in the Maldives, along with associated costs. The Group’s intention is to develop and operate a branded hotel on this newly acquired land.

13. Right-of-use assets and lease liabilities

The Group primarily leased office spaces, with lease term typically spanning 3 years.

	Right-of-use assets	Lease liabilities
Balance at the beginning of the year	5,538,638	5,944,562
Additions during the year	5,095,167	5,095,167
Recognised as part of asset acquisition	1,175,633	1,217,570
Depreciation charge for the year	(2,508,060)	-
Interest expense for the year	-	314,936
Payments for the year	-	(3,246,799)
Translation adjustments	(73,034)	(115,407)
Balance at the end of the year	4,122,174	8,945,527

The carrying amounts of the Group’s right-of-use assets and lease liabilities and the movements during the year:

Right-of-use assets
| As at 31 December 2024 | As at 31 December 2023 |
| :--------------------- | :--------------------- |
| 5,538,638 | 2,643,470 |
| - | 5,095,167 |
| 1,175,633 | - |
| (2,508,060) | (2,200,115) |
| (73,034) | 116 |
| 4,122,177 | 5,538,638 |

Lease liabilities
| As at 31 December 2024 | As at 31 December 2023 |
| :--------------------- | :--------------------- |
| 5,944,562 | 2,743,815 |
| - | 5,095,167 |
| 1,217,570 | - |
| 314,936 | 376,587 |
| (3,246,799) | (2,274,801) |
| (115,407) | 3,794 |
| 4,114,862 | 5,944,562 |

| Not more than 12 months | 2,797,673 | 2,597,561 |
| More than 12 months | 1,317,189 | 3,347,001 |
| | 4,114,862 | 5,944,562 |

14. Trade and other payables

As at 31 December 2024	As at 31 December 2023
8,902,807	3,050,477
76,112,307	22,533,630
-	129,783
85,015,114	25,713,890
-	-
85,015,114	25,713,890

15. Advances from customers

As at 31 December 2024	As at 31 December 2023
57,523,290	94,456,096
266,877,110	102,043,688
(180,098,407)	(137,692,637)
37,642,242	-
(1,916,688)	(1,283,857)
180,027,547	57,523,290

The above represent contractual liabilities arising from the property sales agreement with the customers including advance consideration received from them. The aggregate amount of the sale price allocated to the performance obligations of the Group that are fully or partially unsatisfied as at 31 December 2024 is USD 219,557,394 (31 December 2023: USD 165,477,358). The Group expects to recognise these unsatisfied performance obligations as revenue over a period of 1 to 5 years.

16. Retention payable

As at 31 December 2024	As at 31 December 2023
4,811,952	2,956,238
4,818,095	3,892,831
9,630,047	6,849,069

17. Development property liabilities

As at 31 December 2024	As at 31 December 2023
135,545,451	-
119,201,975	78,631,324
254,747,426	78,631,324

The above represents amount payable for the land acquired. These liabilities are secured against development properties (note 8).

Advances, deposits and other receivables

As at 31 December 2024	As at 31 December 2023
57,360,824	33,100,762
47,211,940	23,324,510
3,546,942	1,353,302
6,296,603	1,007,198
2,710,003	687,037
2,648,275	1,397,979
119,774,587	60,870,788

| Not more than 12 months | 116,227,645 | 59,517,486 |
| More than 12 months | 3,546,942 | 1,353,302 |
| | 119,774,587 | 60,870,788 |

a) The above mainly includes incremental cost of obtaining a contract such as sales commission paid to brokers and employees for the sale of properties amounting to USD 50,590,518 (2023: USD 27,685,694) recognized at the fair value of the consideration payable computed based on a deferred payment plan as defined in the sale and purchase agreement (“SPA”) (note 17).

b) The above includes an advance payment of USD 15,853,249 for the acquisition of land plots in the UAE.

c) The above represents margin deposits held with a bank against project guarantee (refer to note 33). The credit risk on these deposits is limited because the counterparties are banks with high credit-ratings assigned by international credit-rating agencies. Development properties with mortgage value of USD 113,785,025 (December 2023: USD 95,302,927) is registered as primary mortgage in the favour of commercial banks against the borrowings (note 18).

d) The above mainly includes a deposit of USD 5,043,187 (AED 18,521,104) with Dubai Land Department related to escrow retentions for one of the projects in Dubai. The credit risk on this deposit is limited because the counterparty is a government body.# FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued

(IN UNITED STATES DOLLAR)

18. Bank borrowings

As at 31 December 2024	As at 31 December 2023
Balance at the beginning of the year	128,019,785
Add: Drawdown during the year	147,882,072
Less: Repayments during the year	(67,092,067)
Total Borrowings	208,809,790
Less: - Unamortised cost	(3,316,765)
205,493,025	125,363,803

Bank borrowings maturity profile:

As at 31 December 2024	As at 31 December 2023
Not more than 12 months	16,337,646
More than 12 months	189,155,379
205,493,025	125,363,803

These balances are unsecured, interest free and repayable on demand. The Group has following secured interest-bearing borrowings:

On 17 May 2024, the Group has obtained financing facility of USD 18,278,306 (GBP 14,547,000) from a commercial bank in London. This facility is secured against development property (note 8) in the United Kingdom and carries interest at SONIA rate plus 2.25% per annum and is repayable by May 2026. During the year, the Group has drawn down USD 10,209,063 (GBP 8,125,000). The amount of undrawn facility as at 31 December 2024 is USD 8,069,243 (GBP 6,422,000).
On 26 May 2023, the Group secured a financing facility of USD 204,220,558 (AED 750,000,000) from a commercial bank in UAE, backed by a guarantee from the Major shareholder and the Ultimate parent company of the major shareholder. The facility is repayable in half-yearly instalments, with the final payment due at maturity in July 2027. The facility carries an interest rate of 3 months EIBOR plus 2.30% per annum. During the year, the Group has drawn USD 127,978,216 (AED 470,000,000). The amount of undrawn facility as at 31 December 2024 is USD 8,168,822 (AED 30,000,000).
On 1 September 2024, the Group secured a financing facility of USD 325,000,000 from its Major shareholder. This facility is unsecured and carries interest at EIBOR/SOFR plus 2.95% per annum and is repayable by January 2028. Of this total facility, the committed facility is USD 258,103,133, from which the Group has drawn USD 226,576,921. The amount of undrawn facility as at 31 December 2024 stands at USD 31,526,212.
During the year 2022, the Group entered into a financing facility with a commercial bank for an amount of USD 87,134,105 (AED 320,000,000). This facility is secured against development property (note 8) in UAE, carries interest at 3 months EIBOR plus 2.55% per annum and is repayable by November 2027. During the year, the Group has drawn USD 9,694,793 (AED 35,604,129). The amount of undrawn facility as at 31 December 2024 is USD 5,317,477 (AED 19,528,434).

19. Related party transactions

The Group enters into transactions with other entities that fall within the definition of a related party as contained in IAS 24, Related party disclosures. Related parties comprise entities under common ownership and/or common management and control; their partners and key management personnel.

a) Due from related parties

As at 31 December 2024	As at 31 December 2023
Subsidiary
Dar Al Arkan For Real Estate Development W.L.L, Qatar	-
Entity under common control
Compass Project For Contracting LLC, UAE	1,600,000
Quara Holding, UAE	15
Dar (Beijing) International Holdings Co. Ltd., China	-
1,600,015	8,619,797

(i) During the year, Dar Al Arkan For Real Estate Development W.L.L was acquired by one of the Group’s subsidiaries (refer to note 30), resulting in the elimination of this balance at the Group level.

b) Loan from a related party

As at 31 December 2024	As at 31 December 2023
Major shareholder
Dar Al Arkan Global Investment LLC, UAE	219,706,697

Movement for the year:


Opening	-
Add: Drawdown during the year	226,576,921
Less: Repayments during the year	-
Total Borrowings	226,576,921
Less: Unamortised cost	(6,870,224)
219,706,697	-

As at 31 December 2024	As at 31 December 2023
Unamortised cost related to loan	(7,798,634)
Prepayments	-
Entity under common control of Ultimate parent company	-
Acquisition of assets
Ultimate parent company of the major shareholder	201,923
Share of profit/(loss)
Joint venture	704,640
Gain on disposal
Joint venture	20,038
Interest income
Entity under common control of Ultimate parent company	-
Joint venture	431,267
Revenue
Entity under common control of Ultimate parent company	1,600,000
Other income
Entity under common control of Ultimate parent company	1,450,321
Major shareholder	1,000,000
Professional fees
Ultimate parent company of Major shareholder	-

c) Due to related parties

As at 31 December 2024	As at 31 December 2023
Major shareholder
Dar Al Arkan Global Investment LLC, UAE	2,804,659
Ultimate parent company of major shareholder
Dar Al Arkan Real Estate Development Company, KSA	56,361
2,861,020	1,248,415

These balances are unsecured, interest free and are repayable on demand.

d) Transactions with key management personnel

As at 31 December 2024	As at 31 December 2023
Short term benefits	2,590,752
Employees’ end-of-service benefits	288,204
Board of directors’ fees	927,373
3,806,329	2,870,381

e) Other related party transactions

As at 31 December 2024	As at 31 December 2023
Issuance of shares for acquisition of subsidiary
Major shareholder	-
Issuance and redemption of preference shares
Major shareholder	-
Loan (granted)/received
Major shareholder	226,576,921
Entity under common control of Ultimate parent company of Major shareholder	-
Loan repayment/(provided)
Joint venture	2,150,987
Deposits *
Entity under common control	25,663,170
Capitalization of borrowing cost
Major shareholder	2,578,875

During the year 2023, the Group entered into revolving credit agreement of USD 200 million with the Ultimate parent company of the Major shareholder to finance the general corporate purposes of the Group. The amount is fully undrawn as at 31 December 2024 and the terms and conditions of any drawdown will be agreed when they occur.

The Group held deposits with one of its related parties, a financial services company in KSA amounting to USD 93,006,048 (refer to note 5).

20. Income taxes

As at 31 December 2024	As at 31 December 2023
Profit before tax	14,109,487
Tax at UK statutory rate (25%)	3,527,372
Effect of different tax rates in overseas jurisdictions	(3,774,270)
Recognition of previously unrecognised tax losses	(1,721,315)
Withholding taxes	942,007
Non-deductible expenses	135,065
Current year losses for which no deferred tax asset is recognised*	142,190
Tax impact on transfer of group losses to joint venture	90,601
Other reconciling items	(145,340)
Total tax expense	(803,690)
Effective tax rate (ETR)	-5.70%

Tax expense represents the sum of current income tax and deferred tax. Current income tax is measured at the amount expected to be paid to the taxation authorities. The Group recognizes deferred tax assets only to the extent that it is probable that future taxable profit will be available against which the carried forward tax losses and the deductible temporary differences can be utilised. Some tax losses remain unrecognized due to uncertainty in recoverability. Deferred tax assets and liabilities are measured on an undiscounted basis at the tax rates that are expected to apply when the asset is realised or the liability is settled, based on tax rates and tax laws enacted or substantively enacted at the balance sheet date.

The total tax expense for the year are as follows:

Losses on which no deferred tax asset has been created amounts to USD 568,759 (2023: USD 438,654)

As at 31 December 2024	As at 31 December 2023
Current tax expense	2,861,638
Deferred tax expense/(credit)	(3,665,328)
Total expense for the year	803,690

UAE Federal Decree-Law No (47) of 2022 on the Taxation of Corporations and Businesses

On 9 December 2022, the UAE Ministry of Finance released the Federal Decree-Law No. 47 of 2022 on the Taxation of Corporations and Businesses (‘the CT Law’) to enact a Federal corporate tax (‘CT’) regime in the UAE. The CT Law is effective for financial years beginning on or after 1 June 2023. Decision No. 116 of 2022 specifies the threshold of income (as AED 375,000) over which a corporate tax of 9% would apply. For the Group, current taxes is accounted for as appropriate in the financial statements for the period beginning 1 January 2024.

Deferred tax

In accordance with IAS 12 Income Taxes, the related deferred tax accounting impact for the UAE component has been considered for the consolidated financial statement for the year ended 31 December 2024. The Group recognises deferred tax assets and liabilities for future tax impacts.## FINANCIAL STATEMENTS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR)

The Group has assessed the deferred tax implications for the year ended 31 December 2024 and, after considering its interpretations of applicable tax law, official pronouncements, cabinet decisions and ministerial decisions (especially with regard to transition rules), it has been concluded that deferred tax implications are not expected to be material. The Group shall continue to monitor critical Cabinet Decisions to determine the impact on the Group, from deferred tax perspective.

Global Minimum Top-up Tax

The OECD’s Pillar II global minimum tax, based on the Global Anti-Base Erosion (GloBE) Model Rules, is not expected to have an impact on the Group, as the Group’s total revenue is less than Euro 750 million.

21. Share capital

Revenue from sale of residential units is net of discount against transaction prices for certain units sold with a significant financing component amounting to USD 4,652,862 (2023: USD 19,367,185).

As at 31 December 2024	As at 31 December 2023
Ordinary shares
Number	Amount
Called up and fully paid-up share capital
Opening	180,021,612
Issuance of shares for acquisition of subsidiary	-
Issuance of ordinary shares	-
Capital reduction	-
	180,021,612

Change in estimate: During the current year, management has refined the cost to complete of certain projects resulting in an increase in the total budget developments costs as a result of specification enhancements. The Group uses the input cost method to measure recognition of revenue over time, the effect of this change in estimate of costs to complete results in lower gross revenue being recognised in the current year amounting to USD 12.5 million.

22. Share premium

As at 31 December 2024	As at 31 December 2023
Share premium	88,781,078

23. Revenue

31 December 2024	31 December 2023
Revenue is recognised over time as provided below:
Sale of residential units	233,597,186
Project management service	1,600,000
Revenue is recognised point in time as provided below:
Sale of residential units	5,133,207
	240,330,393

Cost of revenue

	31 December 2024	31 December 2023
Cost of residential units	(152,946,653)	(214,131,383)

24. Other income

	31 December 2024	31 December 2023
Intercompany back-charge (note (a) below)	2,450,321	1,325,833
Income from termination of units (note (b) below)	1,916,688	1,283,857
Foreign exchange gain	-	497,508
Others	6,747	39,808
	4,373,756	3,147,006

(a) This represents income related to general and advisory support services provided to the related parties (refer to note 19).
(b) This represents instalments collected from customers that have been forfeited due to termination of contracts on account of cancellation of units booked.

25. Selling and marketing expenses

	31 December 2024	31 December 2023
Sales commission	17,302,442	33,009,570
Marketing expenses	10,043,532	5,754,962
	27,345,974	38,764,532

26. General and administrative expenses

	31 December 2024	31 December 2023
Salaries and related benefits	22,665,169	19,040,312
Legal and professional expenses	3,637,197	3,166,009
Depreciation on right-of-use assets (refer to note 13)	2,508,060	2,200,115
Depreciation on property and equipment (refer to note 12)	2,022,188	984,458
IT related expenses	1,594,043	1,058,667
Utilities	758,051	476,155
Board of Directors fees	927,373	637,865
Travelling expenses	665,190	705,319
Bank charges	584,975	722,808
Rent	61,827	352,252
Listing related (reversal)/expenses	-	(1,680,520)
Value added tax expense	128,451	43,007
Foreign exchange loss	2,045,484	-
Other expenses	2,138,995	1,549,829
	39,737,003	29,256,276

27. Net finance costs/(income)

	31 December 2024	31 December 2023
Finance costs
Interest expense on bank borrowings	15,817,177	3,579,519
Interest expense on unwinding of discount on long term liability	6,847,870	1,064,692
Interest on lease liability (refer to note 13)	314,936	376,587
	22,979,983	5,020,798
Finance income
Interest income	(11,259,006)	(3,754,858)
Income from investment in bonds of joint venture (refer to note 19)	(431,267)	(520,842)
Interest income from loan to related party (refer to note 19)	-	(513,120)
	(11,690,273)	(4,788,820)
Net finance cost	11,289,710	231,978

28. Earning Per Share

Basic earnings per share amounts are calculated by dividing net profit or loss for the year attributable to the owners of the Company by the weighted average number of ordinary shares outstanding during the year. Diluted earnings per share amounts are calculated by dividing the net profit or loss attributable to the owners of the Company by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares. The company has no dilutive instruments in issue. The information necessary to calculate basic and diluted earnings per share is as follows:

	31 December 2024	31 December 2023
Earnings:
Profit attributable to the owners of the Company for basic/ diluted earnings	14,913,177	83,226,171
Number of shares
Weighted average number of ordinary shares for basic/diluted earnings per share*	180,021,612	180,021,612
Earnings per share – basic and diluted earnings per share (USD)	0.08	0.46

Weighted average number is adjusted retrospectively for December 2023.

29. Financial instruments

a) Material accounting policies
Details of the material accounting policies and methods adopted, including the criteria for recognition, the basis of measurement and the basis on which income and expenses are recognized, in respect of each class of financial asset and financial liability are disclosed in note 2 to the financial statements.

b) Categories of financial instruments

The Group considers that the carrying amount of financial assets and liabilities are reasonable approximation of fair values.

	As at 31 December 2024	As at 31 December 2023
Financial assets
Cash and cash equivalents	413,625,405	228,492,034
Trade and unbilled receivables	277,338,806	221,867,464
Advances, deposits and other receivables*	12,553,548	3,047,537
Escrow retentions	10,774,653	9,987,477
Due from related parties	1,600,015	8,619,797
Loan to joint venture	-	2,150,987
	715,892,427	474,165,296
Financial liabilities
Trade and other payables	85,015,114	25,713,890
Retention payable	9,630,047	6,849,069
Development property liabilities	254,747,426	78,631,324
Bank borrowings	205,493,025	125,363,803
Due to related party	222,567,717	1,248,415
Lease liabilities	4,114,862	5,944,562
	781,568,191	243,751,063

This is excluding prepayments, advance to suppliers and contractors and VAT refundable.

30. Acquisition of assets/subsidiaries

Acquisition of assets

In November 2022, Dar Al Arkan Properties LLC (“Dar UAE”) and Dar Al Arkan For Real Estate Development W.L.L. (“Dar Qatar”) entered into an investment management agreement, under which Dar UAE agreed to provide management and technical support services to Dar Qatar in exchange for management fees. At the time, Dar Qatar was owned by the ultimate parent company of a major shareholder, holding a 49% controlling stake. Pursuant to the agreement, Dar UAE was to operate and manage the business of Dar Qatar. During 2024, Dar Global UK Holdings Ltd. (“Dar UK”) agreed to acquire Dar Qatar from the ultimate parent company of the major shareholder for a cash consideration of USD 201,923 (QAR 735,000) for the 49% controlling stake. Accordingly, the Group consolidated Dar Qatar from 1 October 2024. The transaction was an asset acquisition as the definition of business is not met against the principles of IFRS 3 Business Combinations. The allocation of the aggregate purchase consideration over various financial and non-financial assets acquired and liabilities assumed as part of the acquisition of Dar Qatar as at 30 September 2024, is presented below:

Allocation of purchase consideration

Assets	USD
Development properties (refer to note 8)	67,240,828
Cash and cash equivalents	9,557,182
Advances, deposits and other receivables	4,156,870
Property and equipment (refer to note 12)	1,457,454
Right-of-use assets (refer to note 13)	1,175,633
Due from related party	141,481
	83,729,448
Less: Liabilities
Advances from Customers (refer to note 15)	(37,642,242)
Development Property liability (refer to note 17)	(36,378,866)
Due to related party	(7,349,534)
Lease liabilities (refer to note 13)	(1,217,570)
Others	(939,313)
Net assets acquired	201,923

For cashflow statement

	USD
Cash acquired	9,557,182
Cash paid	(201,923)
Net cash inflow	9,355,259

Acquisition of subsidiaries

On 25 January 2023, the Company acquired Dar Al Arkan Holdings Limited (ADGM) from the Major shareholder, at a book value as at 31 December 2022, in exchange for issuing 366,666,594 new ordinary shares by the Company amounting to USD 3,666,666.

a) Foreign currency risk management

The Group undertakes certain transactions denominated in foreign currencies. Hence, exposures to exchange rate fluctuations arise. The summarized quantitative data about the Group’s exposure to currency risk as reported to the management of the Group is as follow:# NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(IN UNITED STATES DOLLAR)

31. Financial risk management objectives

The Board of Director’s set out the Group’s overall business strategies and its risk management philosophy. The Group’s overall financial risk management program seeks to minimize potential adverse effects on the financial performance of the Group. The Group policies include financial risk management policies covering specific areas, such as market risk (including foreign exchange risk, interest rate risk), liquidity risk and credit risk. Periodic reviews are undertaken to ensure that the Group’s policy guidelines are complied with. There has been no change to the Group’s exposure to these financial risks or the manner in which it manages and measures the risk. The Group’s significant monetary assets and liabilities denominated in foreign currencies are in AED which is pegged to USD. As the AED is currently pegged to the USD, balances are not considered to represent significant currency risk. The Group does not enter into or trade in financial instruments, investment in securities, including derivative financial instruments, for speculative or risk management purposes.

The table below illustrates the impact of a 1000 basis point change in USD against relevant foreign currencies on the Group’s profit or loss.

	31 December 2024	31 December 2023
EUR	625,183	644,314
GBP	23,043,900	453,980
BAM	1,502	(5,221)
CNY	30,980	-

The Group is exposed to the following risks related to financial instruments. The Group has not framed formal risk management policies, however, the risks are monitored by management on a continuous basis.

c) Liquidity risk management

Ultimate responsibility for liquidity risk management rests with the management which has built an appropriate liquidity risk management framework for the management of the Group’s short, medium and long-term funding and liquidity management requirements. The Group manages liquidity risk by maintaining adequate reserves, continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities. The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use of bank overdrafts, bank loans and equity from shareholders.

b) Interest rate sensitivity analysis

The sensitivity analysis below has been determined based on the exposure to interest rates for non-derivative financial instruments as at 31 December 2024. The analysis is prepared assuming the amount of liabilities outstanding at the reporting date was outstanding for the whole year.

The interest rate profile of the Group’s interest-bearing financial instruments as reported to the management of the Group is as follows:

	31 December 2024	31 December 2023
Fixed rate instruments
Financial assets	120,257,164	74,544,664
Financial liabilities	120,257,164	74,544,664
Variable rate instruments
Financial assets	307,608,760	172,465,150
Financial liabilities	(425,199,721)	(125,363,803)
	(117,590,961)	47,101,347

The table below summarizes the maturity profile of the Group’s financial liabilities. The contractual maturities of the financial liabilities have been determined on the basis of the remaining period at reporting date to the contractual maturity date. The maturity profile of these liabilities at the reporting date based on contractual repayment arrangements are shown in the table below:

31 December 2024

	Contractual Cashflows	Carrying amount	Total	Less than 1 year	1-2 years	2-5 years
Financial liabilities
Payables	(85,015,114)	(85,015,114)	(85,015,114)	-	-	-
Retention payable	(9,630,047)	(9,630,047)	(4,811,952)	(2,073,458)	(2,744,637)	-
Bank borrowings	(238,992,448)	(205,493,025)	(29,928,407)	(100,970,564)	(108,093,477)	-
Development property liabilities	(286,879,647)	(254,747,426)	(153,611,264)	(49,534,163)	(83,734,220)	-
Lease liabilities	(4,551,866)	(4,114,862)	(3,094,790)	(1,015,448)	(441,628)	-
Due to related party	(268,318,639)	(222,567,717)	(17,694,776)	(43,936,842)	(206,687,021)	-
	(893,387,761)	(781,568,191)	(294,156,303)	(197,530,475)	(401,700,983)	-

31 December 2023

	Contractual Cashflows	Carrying amount	Total	Less than 1 year	1-2 years	2-5 years
Financial liabilities
Payables	(25,713,890)	(25,713,890)	(25,713,890)	-	-	-
Retention payable	(6,849,069)	(6,849,069)	(2,956,238)	(3,184,957)	(707,874)	-
Bank borrowings	(154,130,558)	(125,363,803)	(28,517,099)	(41,101,308)	(84,512,151)	-
Development property liability	(92,579,986)	(78,631,324)	-	-	(92,579,986)	-
Lease liabilities	(6,390,540)	(5,944,562)	(2,792,437)	(2,280,731)	(1,317,372)	-
Due to related party	(1,248,415)	(1,248,415)	(1,248,415)	-	-	-
	(286,912,458)	(243,751,063)	(61,228,079)	(46,566,996)	(179,117,383)	-

A 50-basis point increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in interest rates. If interest rates had been 50 basis points higher/lower and all other variables were held constant, the change in Group’s profit for the year ended 31 December 2024 would be USD 587,955 (2023: USD 235,507). This is mainly attributable to the Group’s exposure to variable rate financial instruments.

d) Credit risk management

Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group has adopted a policy of only dealing with creditworthy counterparties. The Group’s exposures are continuously monitored and their credit exposure is reviewed by the management regularly. The credit risk on liquid funds is limited because the counterparties are banks with high credit-ratings assigned by international credit-rating agencies.

The carrying amounts of the financial assets recorded in the consolidated financial statements, which is net of impairment losses, represents the Group’s maximum exposure to credit risks. The Group considers that the risk of loss related to unbilled receivables and trade receivables is remote due to collateral held against such amounts due, being residential property developed by the Group.

32. Capital risk management

The capital structure of the Group consists of cash and cash equivalents, debt, which includes bank borrowings (refer to note 18) as disclosed in note 18 and equity as disclosed in the consolidated financial statements. The Group manages its capital to ensure that it will be able to continue as a going concern while maximizing the return to stakeholders through the optimization of the equity balance. The Group’s overall strategy remains unchanged from prior year. The Group is not subject to any externally imposed capital requirements.

The Group monitors capital using ‘debt’ to ‘equity’. Debt is calculated as bank borrowings (as shown in the statement of financial position). Equity comprises all components of equity as disclosed in note 21. The Group’s overall strategy is to keep the ratio below 1.2. The Group’s net debt to equity ratio at 31 December was as follows.

	31 December 2024	31 December 2023
Debt	205,493,025	125,363,803
Total Equity	478,453,489	465,411,551
Debt to equity ratio	0.43	0.27

33. Contingent liabilities

	As at 31 December 2024	As at 31 December 2023
Letters of guarantee (refer to note (a) below)	12,337,530	3,866,575
Others	-	339,547
	12,337,530	4,206,122

(a) This primarily involves letters of guarantee provided to the Dubai Land Department for the Group’s projects in Dubai, UAE. The Group holds margin deposits with the bank issuing these letters of guarantee, which are refundable upon project completion.

Except for the above and ongoing business obligations which are under normal course of business, there has been no other known contingent liability on Group’s consolidated financial statements as of reporting date.

34. Commitments

	As at 31 December 2024	As at 31 December 2023
Contracted commitments for development properties (refer to note 8)	433,882,782	102,250,823

A significant portion of the Group’s commitment is towards land plots acquired, amounting to USD 260,274,987. All other commitments mentioned above are related to ongoing construction projects and business obligations, which are part of the normal course of business. There are no other known commitments reflected in the Group’s consolidated financial statements as of the reporting date. These commitments will be funded through the Group’s existing funds or undrawn loan and borrowing facilities.

35.

The acquisition by the Company is a common control transaction under IFRS 3 and has been accounted as continuing group using the book value accounting. In the statement of financial position, the acquiree’s identifiable assets, liabilities are recognised at their book values at legal acquisition date. For the year ended 31 December 2023, ADGM accounted for entire revenue and profit of the Group. Management estimates that if the acquisition had occurred on 1 January 2023, there would be no material change in consolidated revenue or profit. The total net identifiable total assets amounted to USD 296,783,783.

EUR	GBP	BAM	CNY
31 December 2024
Cash and cash equivalents	6,855,578	1,862,411	96,265
Other financial assets	13,577	2,467,218	-
Financial liabilities	(617,325)	(234,768,633)	(81,242)
	6,251,830	(230,439,004)	15,023
31 December 2023
Cash and cash equivalents	5,910,324	1,885,534	30,734
Other financial assets	892,563	3,991,989	-
Financial liabilities	(359,745)	(1,337,715)	(82,953)
	6,443,142	4,539,808	(52,219)

	31 December 2024	31 December 2023
The average number of employees employed by the Group	258	207

The payroll cost for these employees is as follows:

	31 December 2024	31 December 2023
Wages and salaries	22,665,169	19,040,312

36. Auditors Remuneration

	31 December 2024	31 December 2023
Audit of these consolidated financial statements	326,690	394,630
Audit of condensed consolidated interim financial statements	113,823	133,665
Audit of financial statements of subsidiaries of the company	149,724	153,142
Filing – Section 92F	-	25,140
	590,237	706,577

37. Events after the reporting date

Subsequent to 31 December 2024, there have been no events that require disclosure or adjustment to these consolidated financial statements.

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024
124

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024
125

(IN UNITED STATES DOLLAR)

Alternative performance measures (unaudited)

The Group uses a number of alternative performance measures (APM) which are not defined within IFRS. The Directors use the APMs, along with IFRS measures to assess the operational performance of the Group. Definitions and reconciliations of the financial APMs used compared to IFRS measures, are included below:

Adjusted performance metrics

Adjusted performance metrics reconciled to statutory reported measures are shown below. The Directors consider these performance metrics provide additional information regarding the Group’s core operations and business performance.

(In US$)

Particulars	1 January 2023 to 31 December 2023	1 January 2024 to 31 December 2024
Revenue	360,575,755	240,330,393
Gross Profit	146,444,372	87,383,740
Gross Profit %	41%	36%
Profit for the year before tax	81,245,430	14,109,487
Profit for the year % of revenue	23%	6%

FINANCIAL STATEMENTS
1DARGLOLBR.GRCDGU
1DARDGLOB.AGCUAD

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024
126

COMPANY STATEMENT OF FINANCIAL POSITION

for the year ended 31 december 2024

(IN UNITED STATES DOLLAR)

Note	31 December 2023	31 December 2024
Assets
3 Cash and cash equivalents	1,316,794	1,234,178
4 Advances, deposits and other receivables	1,756,628	1,522,430
5 Investment in Subsidiaries	370,547,062	379,464,441
6 Due from related parties	1,170,872	8,502,807
- Loan to subsidiaries	11,745,796	218,494,065
7 Deferred tax assets	-	812,889
Total assets	386,537,152	610,030,810
Liabilities and equity
Liabilities
8 Accruals and other payables	935,332	524,306
- Loan from major shareholder	219,706,697	-
6 Due to related parties	47,483	5,799,258
Total liabilities	220,689,512	6,323,564
Equity
9 Share capital	1,800,216	1,800,216
10 Share premium	88,781,078	88,781,078
Retained earnings	294,973,043	293,419,255
Total equity	385,554,337	384,000,549
Total liabilities and equity	386,537,152	610,030,810

The accompanying notes from 1 to 11 form an integral part of these consolidated financial statements.

These financial statements were approved by the Board of Directors on 12 March 2025 and signed on its behalf by:

David Weinreb Ziad El Chaar
Chairman Chief Executive Officer

FINANCIAL STATEMENTS
1DARGLOLBR.GRCDGU
1DARDGLOB.AGCUAD

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024
127

COMPANY STATEMENT OF CHANGES IN EQUITY

for the year ended 31 december 2024

(IN UNITED STATES DOLLAR)

	Total equity	Share premium	Retained earnings	Share Capital
At 30 September 2022 (date of incorporation)	(5,634,359)	-	(5,634,359)	-
Loss for the period	(5,634,359)	-	(5,634,359)	-
Other comprehensive income/(loss)	-	-	-	-
Total comprehensive loss for the period	(5,634,359)	-	(5,634,359)	-
Transactions with owners of the company
Issue of ordinary shares	22,395,109	22,395,109	-	-
Issue of shares related to acquisition of subsidiary	283,328,780	279,662,114	3,666,666	-
Issue of ordinary shares	71,999,804	71,783,588	216,216	-
Reduction of share capital	-(262,664,624)	287,142,399	(24,477,775)	-
Other reserves (note 6)	13,465,003	-	13,465,003	-
Total transactions with owners of the Company	391,188,696	88,781,078	300,607,402	1,800,216
Balance as at 31 December 2023	385,554,337	88,781,078	294,973,043	1,800,216
At 1 January 2024	385,554,337	88,781,078	294,973,043	1,800,216
Loss for the year	(1,553,788)	-	(1,553,788)	-
Other comprehensive income/(loss)	-	-	-	-
Total comprehensive loss for the year	(1,553,788)	-	(1,553,788)	-
Balance as at 31 December 2024	384,000,549	88,781,078	293,419,255	1,800,216

The accompanying notes from 1 to 11 form an integral part of these financial statements.

FINANCIAL STATEMENTS
1DARGLOLBR.GRCDGU
1DARDGLOB.AGCUAD

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024
128

NOTES TO THE COMPANY FINANCIAL STATEMENTS

for the year ended 31 december 2024

1. Corporate information

1.1 Dar Global PLC- (“The Company”) was incorporated on 30 September 2022 as a private limited company by shares, under a company Number 14388348 issued by the registrar of the companies for England and Wales. The majority of shares of the Company are held by Dar Al Arkan Global Investment LLC (“Major shareholder”) in United Arab Emirates (“UAE”) and the ultimate parent company of Major shareholder is Dar Al Arkan Real Estate Development Company, Kingdom of Saudi Arabia (“KSA”).

1.2 The registered address of the Company is located at 6th floor, 65 Gresham Street, London, United Kingdom (“UK”), EC2V 7NQ.

1.3 The principal activity is property development holding company.

2. Material accounting policies

2.1 Basis of preparation

These financial statements were prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (“FRS 101”). In preparing these financial statements, the Company applies the recognition, measurement and disclosure requirements of international accounting standards in conformity with the requirements of the Companies Act 2006 (“Adopted IFRSs”) but makes amendments where necessary in order to comply with Companies Act 2006 and has set out below where advantage of the FRS 101 disclosure exemptions has been taken.

In these financial statements, the Company has applied the exemptions available under FRS 101 in respect of the following disclosures:

Cash Flow Statement and related notes;
Certain disclosures regarding revenue;
Disclosures in respect of transactions with wholly owned subsidiaries;
Disclosures in respect of capital management;
The effects of new but not yet effective IFRSs;

As the consolidated financial statements include the equivalent disclosures, the Company has also taken the exemptions under FRS 101 available in respect of the following disclosures:

Certain disclosures required by IFRS 3 Business Combinations in respect of business combinations undertaken by the Company in the current and prior periods; and
Certain disclosures required by IFRS 13 Fair Value Measurement and the disclosures required by IFRS 7 Financial Instrument Disclosures.
Certain disclosures required by IAS 36 Impairment of Assets

Under section 408 of the Companies Act 2006 the Company is exempt from the requirement to present its own profit and loss account.

2.2 Going Concern

The Company’s forecasts and projections based on the current trends in sales and development and after taking account of the funds currently held, show that the Company and the Group will be able to operate within the level of cash reserves. The directors have, at the time of approving the Company financial statements, made a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the financial statements.

2.3 Financial Instruments

Financial assets and financial liabilities are recognized when the Company becomes a party to the contractual provisions of the instrument.

Foreign exchange gains and losses

The carrying amount of financial assets that are denominated in a foreign currency is determined in that foreign currency and translated at the spot rate at the end of each reporting period. Financial assets measured at amortized cost, exchange differences are recognized in the statement of profit or loss.

2.4 Financial Assets Classification

The Company classifies its financial assets at amortized cost.

Measurement

At initial recognition, the company measures a financial asset at its fair value plus transaction costs that are directly attributable to the acquisition of the financial asset. Financial assets comprise of cash and cash equivalents, advances deposits and other receivables, loan to subsidiary and due from related parties.

Cash and cash equivalents

Cash and cash equivalents consist of bank balances.

FINANCIAL STATEMENTS
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DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024
129

2. Material accounting policies (continued)

2.4 Financial Assets (continued)

Other receivables (including due from related parties and loan to subsidiary)

Receivable balances that are held to collect are subsequently measured at the lower of amortized cost or the present value of estimated future cash flows. The present value of estimated future cash flows is determined through the use of value adjustments for uncollectible amounts. The Company assesses on a forward-looking basis the expected credit losses associated with its receivables and adjusts the value to the expected collectible amounts. Receivables are written off when they are deemed uncollectible because of bankruptcy or other forms of receivership of the debtors. The assessment of expected credit losses on receivables takes into account credit-risk concentration, collective debt risk based on average historical losses, specific circumstances such as serious adverse economic conditions in a specific country or region and other forward-looking information.

Impairment of financial assets

The loss allowances for financial assets are based on assumptions about risk of default and expected loss rates. The Company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on the Company’s past history, existing market conditions as well as forward looking estimates at the end of each reporting period.# 2. Material accounting policies (continued)

2.4 Financial Assets and Liabilities (continued)

Derecognition of financial liabilities

The Company derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire; or it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If the Company neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Company recognizes its retained interest in the asset and an associated liability for the amounts, it may have to pay. If the Company retains substantially all the risks and rewards of ownership of a transferred financial asset, the Company continues to recognize the financial asset.

2.5 Financial liabilities

Financial liabilities are classified according to the substance of the contractual arrangements entered into and the definitions of a financial liability. All financial liabilities are recognized initially at fair value and, in the case of loans, borrowings and payables, net of directly attributable transaction costs. Financial liabilities are subsequently measured at amortised cost. The Company’s financial liabilities include accounts payable and provisions, loan from major shareholder and amounts due to related parties.

Accounts and other payables

Accounts payable are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. These are due for payment within one year or less (or in the normal operating cycle of the business if longer). Accounts and other payables are recognized initially at fair value and subsequently are measured at amortised cost using effective interest method.

Derecognition of financial liabilities

The Company derecognises financial liabilities when, and only when, the Company’s obligations are discharged, cancelled or they expire. When an existing financial liability is replaced by another, from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the statement of profit or loss.

2.6 Taxation

Current tax assets and liabilities arising in current and past periods are measured at the amount expected to be recovered from or paid to the tax authorities. The tax rates and tax laws used to compute the tax balances are those that are enacted or substantively enacted by the reporting date. Deferred tax is provided on temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying values for financial reporting purposes. Deferred tax is determined using the tax rate and laws that have been enacted or substantially enacted by the reporting date and are expected to apply when the related tax asset is realised or the tax liability is settled. Deferred tax is not recognised for temporary differences related to investments in subsidiaries to the extent that the Company is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future. Deferred tax assets are recognised only when it is probable that future taxable profits will be available against which these temporary differences can be utilised. The carrying value of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised.

2.7 Reserves

Share capital, share premium and retained earnings. An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Incremental costs that are directly attributable to the issue of an equity instrument are deducted from the initial measurement of the equity instruments. Share premium represents the excess consideration received over the par value of shares issued, and it is not distributable. Retained earnings represent distributable reserves.

2.8 Investment in subsidiaries

Classification

The Company accounts for investment in subsidiaries at cost less impairment.

2.9 Significant accounting judgements, estimates and assumptions

In applying the Company’s accounting policies, which are described in policy notes, management are required to make judgements, estimates and assumptions about the carrying amounts 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 recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

3. Cash and cash equivalents

	As at 31 December 2023	As at 31 December 2024
Cash at bank - Current accounts	1,316,794	1,234,178
	1,316,794	1,234,178

4. Advances, deposits and other receivables

	As at 31 December 2023	As at 31 December 2024
Margin deposit	1,353,302	1,418,655
Other receivables	35,355	80,163
VAT receivable	367,971	23,612
	1,756,628	1,522,430

5. Investment in subsidiaries

	As at 31 December 2023	As at 31 December 2024
Dar Al Arkan Property Development SPC, Oman	647,478	647,478
Dar Al Arkan Spain SL, Spain	30,199,813	30,199,813
Dar Global UK Holdings LTD, UK	8,266,790	8,266,790
Dar Global Holdings Limited (ADGM), UAE*	331,432,981	340,350,360
	370,547,062	379,464,441

All investments are owned 100% and related to property development activity.
* During the year, the Company made an additional capital contribution of USD 8,917,379 towards its investment in the subsidiary. The management believes that the carrying value of the investments is supported by the underlying net assets of the subsidiaries and the review of the budget forecasts for the respective subsidiaries projects.

6. Related party transactions

Related parties transactions comprise of transactions with entities under common ownership and/or common management and control; their partners and key management personnel. Management decides on the terms and conditions of the transactions and services received/rendered from/to related parties as well as other charges, if applicable.

	As at 31 December 2023	As at 31 December 2024
Dar Global Holdings Limited (ADGM), UAE (refer to (i) below)	-	218,494,065
Dar Global UK No. 2 Ltd, UK	1,745,796	-
Dar Global UK No. 1 Ltd, UK	10,000,000	-
	11,745,796	218,494,065

a) Loan to subsidiaries

(i) On 1 June 2024, the Company has given financing facility of USD 325,000,000 to its subsidiary. This facility is unsecured and carries interest at EIBOR plus 5.18% per annum and is repayable by May 2029. Of this total facility, the committed facility is USD 258,103,133, from which the Company has given USD 218,494,065. The amount of undrawn facility as at 31 December 2024 stands at USD 39,609,068. As at 31 December 2024, management has assessed the subsidiary’s ability to repay and concluded that the loan is recoverable, considering its financial position and expected cash flows.

	As at 31 December 2024
Subsidiaries
Dar Global UK Holdings LTD, UK	251,641
Dar Al Arkan Properties LLC, UAE	1,055,437
Dar Al Arkan Property Development SPC, Oman	1,369,177
Dar DG Global Property Development LLC, UAE	318,392
Dar Global UK No. 1 Ltd, UK	245,312
Dar Global UK No. 2 Ltd, UK	149,516
Dar Al Arkan Spain SL, Spain	161,316
Dar Al Arkan For Real Estate Development WLL, Qatar	27,282
Dar Global Services Limited, UK	101
Dar Global USA LLC, USA	657,093
Dar Global Holdings Limited (ADGM), UAE	2,955,392
Dar Global Real Estate Development LLC OPC, UAE	1,173,497
Dar Behanavis SL, Spain	138,651
	8,502,807

b) Due from related parties

	As at 31 December 2023	As at 31 December 2024
Subsidiaries
Dar Global UK Holdings LTD, UK	62,532	2,170,385
Dar Al Arkan Global Investment LLC, UAE	449,377	3,628,873
	511,909	5,799,258
(i) The above balances are unsecured, interest free and repayable on demand.

c) Loan from related party

On 1 September 2024, the Company secured a financing facility of USD 325,000,000 from its Major shareholder. This facility is unsecured and carries interest at EIBOR/SOFR plus 2.95% per annum and is repayable by January 2028. Of this total facility, the committed facility is USD 258,103,133, from which the Company has drawn USD 226,576,921. The amount of undrawn facility as at 31 December 2024 stands at USD 31,526,212.

	As at 31 December 2023	Movement for the year:	As at 31 December 2024
Major shareholder
Dar Al Arkan Global Investment LLC, UAE	47,483	Opening	219,706,697
	47,483	Add: Drawdown during the year	226,576,921
		Less: Repayments during the year	-
		Total Borrowings	226,576,921
		Less:- Unamortised cost	(6,870,224)
			219,706,697

d) Due to related parties

	As at 31 December 2023	As at 31 December 2024
Subsidiaries
Dar Global UK Holdings LTD, UK	47,483	2,170,385
Dar Al Arkan Global Investment LLC, UAE	-	3,628,873
	47,483	5,799,258
(i) The above balances are unsecured, interest free and repayable on demand.

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NOTES TO THE COMPANY FINANCIAL STATEMENTS continued for the year ended 31 december 2024

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024 132

6. Related party transactions (continued)

e) Transactions with key management personnel

As at 31 December 2023		As at 31 December 2024
Board of directors’ fees	637,685	927,373

f) Other related party transactions

	As at 31 December 2023	As at 31 December 2024
Income - Management service to subsidiaries
Dar Al Arkan Properties LLC, UAE	606,059	771,372
Dar DG Global Property Development LLC, UAE	308,969	400,388
Dar Al Arkan Property Development SPC, Oman	1,375,496	745,488
Dar Global UK Holdings LTD, UK	219,262	117,523
Dar Al Arkan Spain SL, Spain	222,600	76,601
Dar Global Real Estate Development LLC OPC, UAE	1,173,497	-
Dar Behanavis SL, Spain	138,652	-
Dar Global UK No. 2 Ltd, UK	61,790	-
Dar Al Arkan For Real Estate Development WLL, Qatar	27,282	-
Dar Global Holdings Limited (ADGM), UAE	251,640	-
Expense - Management service from a subsidiary
Dar Global UK Holdings LTD, UK	(391,400)	(1,832,815)
Income - Interest on loan to subsidiaries
Dar Al Arkan Properties LLC, UAE	771,372	2,736,152
Dar Global UK No. 1 Ltd, UK	400,388	(32,400)
Dar Global UK No. 2 Ltd, UK	745,488	(2,578,875)
Dar Global Holdings Limited (ADGM), UAE	117,523	-
Expense - Interest on loan from subsidiary
Dar Global Holdings Limited (ADGM), UAE	76,601	-
Expense – Interest on loan from Major shareholder	-	8,917,379
Major shareholder Issuance and redemption of preference shares	-	(7,798,634)
Major shareholder Issuance of shares for acquisition of subsidiary	-	657,093
Major shareholder Other reserves	-	180,174
Capital contribution by the Major shareholder	-	54,433
Investment in subsidiary	-	5,369
Capital contribution in subsidiary	-	-
Unamortised cost related to loan Major shareholder	-	61,900
Other transactions
Payment to suppliers on behalf of Dar Global USA LLC, USA	-	283,328,780

7. Income taxes

Tax expense represents the sum of current income tax and deferred tax. Current income tax is measured at the amount expected to be paid to the taxation authorities. The Company recognizes deferred tax assets only to the extent that it is probable that future taxable profit will be available against which the carried forward tax losses and the deductible temporary differences can be utilised. Deferred tax assets and liabilities are measured on an undiscounted basis at the tax rates that are expected to apply when the asset is realised or the liability is settled, based on tax rates and tax laws enacted or substantively enacted at the balance sheet date.

The total tax expense for the year are as follows:

	As at 31 December 2023	As at 31 December 2024
Current tax expense	-	-
Deferred tax expense/ (credit)	-	(812,889)
Total expense for the year	-	(812,889)

Deferred tax

The Company recognises deferred tax assets and liabilities for future tax impacts.

	As at 31 December 2023	As at 31 December 2024
Deferred tax asset
Tax losses carried forward	812,035	-
Other temporary differences	854	-
Total Deferred tax liability	812,889	(812,889)

The company intends to surrender losses to its group entities in exchange for a charge equivalent to the tax savings realized in the future. Furthermore, the company anticipates generating sufficient taxable income in future periods to fully offset the carried-forward losses against future profits.

FINANCIAL STATEMENTS

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NOTES TO THE COMPANY FINANCIAL STATEMENTS continued for the year ended 31 december 2024

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024 133

8. Accruals and other payables

	As at 31 December 2023	As at 31 December 2024
Accruals	935,332	397,780
Other payables	126,526	524,306
	884,194	51,138

9. Share capital

	As at 31 December 2023	As at 31 December 2024
	Number	Amount
Called up and fully paid-up share capital
Opening	22,395,109	2,239,510,913
Issuance of shares for acquisition of subsidiary	3,666,666	366,666,594
Issuance of ordinary shares	216,216	21,621,612
Capital reduction	(24,477,775)	(2,447,777,507)
	1,800,216	180,021,612

Ordinary shares

10. Share premium

	As at 31 December 2023	As at 31 December 2024
Share premium	88,781,078	88,781,078

AI assistant

DAR Global PLC — Annual Report (ESEF) 2024

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

STRATEGIC REPORT

GOVERNANCE REPORT

FINANCIAL STATEMENTS

STRATEGIC REPORT

03. At a glance

10. Chairman’s Statement

11. Chief Executive Officer’s Statement

12. Financial Review

17. Market Overview

19. Our Strategy

22. Our Business Model

23. Portfolio Overview

40. Risk Management

45. Viability Statement and Going Concern

46. Section 172 Statement

49. Our People

50. Sustainability

53. Task Force on Climate-related Financial Disclosures

GOVERNANCE REPORT

68. Chairman’s Corporate Governance Introduction

69. Corporate Governance Framework

72. Board of Directors

74. Audit and Risk Committee Report

78. Nomination Committee Report

80. Directors’ Remuneration Report

85. Directors’ Report

87. Statement of Directors’ Responsibilities in respect of the Annual Report and the Financial Statements

FINANCIAL STATEMENTS

89. Independent Auditor’s Report to the Members of Dar Global PLC

94. Consolidated Statement of Financial Position

95. Consolidated Statement of Profit or Loss and Other Comprehensive Income

96. Consolidated Statement of Changes in Equity

97. Consolidated Statement of Cash Flows

98. Notes to the Consolidated Financial Statements

126. Company Statement of Financial Position

127. Company Statement of Changes in Equity

128. Notes to the Company Financial Statements

STRATEGIC REPORT

STRATEGIC REPORT

STRATEGIC REPORT

STRATEGIC REPORT

FINANCIAL STATEMENTS

OUR GLOBAL PRESENCE

STRATEGIC REPORT

STRATEGIC REPORT

GOVERNANCE REPORT

FINANCIAL STATEMENTS

MUSCAT, OMAN

GOVERNANCE REPORT

FINANCIAL STATEMENTS

STRATEGIC REPORT

OUR LEGACY

STRATEGIC REPORT

GOVERNANCE REPORT

FINANCIAL STATEMENTS

STRATEGIC REPORT

STRATEGIC REPORT

GOVERNANCE REPORT

FINANCIAL STATEMENTS

STRATEGIC REPORT

Building on Success, Expanding Our Horizons

Delivering Iconic Developments

Financial Highlights: Sustaining Growth Amid Expansion

Operational excellence to meet our strategic goals

GOVERNANCE REPORT

FINANCIAL STATEMENTS

DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024 11# DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2024

CEO’s STATEMENT

A Vision for Sustainable Luxury

Building the Future Together

STRATEGIC REPORT

A Diversified and Resilient business model

FINANCIAL REVIEW

Geographic Split of Revenue Year 2024

Geographic Split of Launched GDV

Summarised Consolidated Statement Of Profit Or Loss And Other Comprehensive Income

FINANCIAL REVIEW continued

DAR Global PLC Annual Report (ESEF) 2024