Deyaar Development PJSC — Annual Report 2025

Feb 11, 2026

Consolidated Financial Statements

For the year ended 31 December 2025

Consolidated financial statements for the year ended 31 December 2025

	Pages
Director's report	1
Independent auditor's report on consolidated financial statements	2 - 9
Consolidated statement of financial position	10
Consolidated statement of profit or loss	11
Consolidated statement of comprehensive income	12
Consolidated statement of changes in equity	13
Consolidated statement of cash flows	14
Notes to the consolidated financial statements	15 – 71

Mr. Abdulla Ali Obaid Al Hamli	Chairman
Mr. Hamad Buamim	Vice Chairman
Mr. Rashid Hasan Al Dabboos	Director
Mr. Mohamed Saeed Ahmed A. Al Sharif	Director
Dr. Adnan Abdus Shakoor Chilwan	Director
Ms. Maryam Mohammad Abdulla Abdulrahman Bin Faris	Director
Mr. Mohammed Rashid Al Ketbi from 16 April 2025	Director
Mr. Obaid Nasser Ahmad Lootah till 16 April 2025	Director
Mr. Mohamed Abdulla Amer Al Nahdi till 16 April 2025	Director
Mr. Yasser Abdulrahman Bin Zayed Al Falasi till 16 April 2025	Director

ERNST & YOUNG MIDDLE EAST (DUBAI BRANCH) P.O. Box 9267 ICD Brookfield Place, Ground Floor Al-Mustaqbal Street Dubai International Financial Centre Emirate of Dubai, United Arab Emirates Tel: +971 4 701 0100 +971 4 332 4000 Fax: +971 4 332 4004 dubai@ae.ey.com https://www.ey.com

P.L. No. 108937

INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDERS OF DEYAAR DEVELOPMENT (P.J.S.C)

Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the consolidated financial statements of Deyaar Development (P.J.S.C) (the "Company") and its subsidiaries (collectively referred to as the "Group"), which comprise the consolidated statement of financial position as at 31 December 2025, and the consolidated statement of profit or loss, consolidated statement of comprehensive income, consolidated statement of changes in equity, consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including material accounting policy information.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at 31 December 2025, and its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (IASB).

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing ("ISAs"). Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the International Ethics Standards Board for Accountants' International Code of Ethics for Professional Accountants (including International Independence Standards) (the "IESBA Code"), as applicable to audits of consolidated financial statements of public interest entities, together with the ethical requirements that are relevant to our audit of the consolidated financial statements in United Arab Emirates, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in the audit of the consolidated financial statements for the year ended 31 December 2025. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the consolidated financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying consolidated financial statements.

Report on the Audit of the Consolidated Financial Statements (continued)

Key Audit Matters (continued)

Key audit matter How our audit addressed the key audit matter

Valuation of properties held for development and sale

The Group holds properties for development and sale of AED 1,089 million, which comprises completed residential and commercial properties (AED 107 million), land held for mixed-use development and sale (AED 377 million) and properties under development (AED 605 million) (Note 9).

Properties held for development and sale are stated at the lower of their costs and their net realisable values.

The Group applies significant estimates in determining the recoverable amount of properties held for development and sale. Changes in these estimates could have a significant impact on the determination of the recoverable amount of these assets. Key inputs used by management in their valuation exercise include future projected cash flows and comparable property transactions, which are influenced by prevailing market conditions and the specific characteristics of each property in the portfolio.

• We assessed the design and implementation of controls in this area over the process involved in the determination of the valuation of properties held for development and sale;
• We considered if there were any properties which had not been considered for an assessment of the recoverable amount by management;
• Obtained the valuation assessment prepared by the internal/external valuers;
• Evaluated the valuers' qualifications, experience and expertise and considered their objectivity, independence and scope of work;
• With the assistance of our internal valuation specialist, we considered and assessed the reasonableness of valuation methodologies and assumptions used, such as estimated selling prices, in the valuation for selected properties;
• Assessed the reasonableness of the Group's estimated selling prices, by comparing them to recently transacted prices and prices of comparable properties;
• On sample basis, we tested the inputs, provided to the external valuers/used by management;"
• We performed sensitivity analyses on the significant assumptions to evaluate the extent of their impact on the determination of the recoverable amount.
• On sample basis, tested the net realisable value by comparing property cost to the estimated selling prices and assessed the appropriateness of the carrying value of such properties and any resultant write-down; and
• We assessed the disclosures made in the consolidated financial statements in accordance with the requirements of IFRSs.

Report on the Audit of the Consolidated Financial Statements (continued)

Key Audit Matters (continued)

Key audit matter How our audit addressed the key audit matter

Valuation of investment properties

The Group's investment properties portfolio is carried at AED 963 million (2024: AED 883 million) in the consolidated statement of financial position. Net fair value gain recorded in the consolidated statement of profit or loss amounted to AED 50 million (2024: loss of AED 1 million) (Note 7)

The determination of the fair value of these investment properties is based on internal and external valuations using discounted cash flows over the Group's estimated holding period, income capitalisation method and the sales comparable approach for the respective assets.

The valuation process involves significant judgements in determining and estimating the underlying assumptions to be applied, The valuations are highly sensitive to key assumptions applied in deriving at the significant unobservable inputs and a small change in the assumptions can have a significant impact to the valuation.

• We assessed the design and implementation of controls in this area over the process involved in the determination of the valuation of investment properties;
• We considered if there were any properties which had not been considered for fair valuation by management;
• Obtained the valuation assessment prepared by the internal/external valuers;
• Evaluated the valuers' qualifications, experience and expertise and considered their objectivity, independence and scope of work;
• With the assistance of our internal valuation specialist, we considered and assessed the reasonableness of valuation methodologies and assumptions used, such as estimated selling prices, in the valuation for selected properties;
• We performed sensitivity analyses on the significant assumptions to evaluate the extent of their impact on the determination of fair values.
• On sample basis, we tested the inputs, provided to the external valuers/used by management; and
• We assessed the disclosures made in the consolidated financial statements in accordance with the requirements of IFRSs.

Report on the Audit of the Consolidated Financial Statements (continued)

Key Audit Matters (continued)

Key audit matter How our audit addressed the key audit matter

Valuation of hotel properties classified under property and equipment

The Group has a portfolio of hotels classified as property and equipment. The carrying value of the portfolio of hotels, amounting to AED 506 million (2024: AED 516 million), is included in the total carrying value of the Group's property and equipment.

The Group determines whether each hotel exhibits indicators of impairment and if so, compares the recoverable amount of these hotels to their carrying amount.

The Group applies significant estimates in determining the recoverable amount of its three hotel properties. Changes in these estimates could have a significant impact on the determination of the recoverable amount of these assets.

Key inputs used by management in their valuation exercise include future projected cash flows derived from future average daily room rate, occupancy and revenue per available room..

• We assessed the design and implementation of controls in this area over the process involved in the determination of the valuation of hotel properties classified under property and equipment;
• We considered if there were any hotel properties which had not been considered for fair valuation by management;
• We assessed the valuers' competence and capabilities and read their terms of engagement with the Group to determine that the scope of their work was sufficient;
• We tested the data used by the valuer, on a sample basis;
• With the assistance of our internal valuation specialist, we considered and assessed the reasonableness of valuation methodologies and assumptions used, was performed in accordance with the requirements of IFRSs relating to valuation and impairment;
• We performed sensitivity analyses on the significant assumptions to evaluate the extent of their impact on the determination of the recoverable amount; and
• We assessed the disclosures made in the consolidated financial statements in accordance with the requirements of IFRSs.

Report on the Audit of the Consolidated Financial Statements (continued)

Key Audit Matters (continued)

Key audit matter How our audit addressed the key audit matter

Revenue recognition from sale of properties

Revenue recognition from sale of properties require significant judgements to be applied and estimates to be made.

The Group assesses for each of its contracts with customers, whether to recognise revenue over a period of time or at a point in time based on the consideration of whether the Group has created an asset with no alternative use and whether the Group has an enforceable right for payment related to the satisfaction of performance obligations during the term of the contract.

Where revenue is recognised over time, the Group estimates total development and infrastructure costs required to satisfy the performance obligations under the contract and recognises proportionate revenue to the extent of satisfaction of performance obligations as at the end of each reporting period.

Revenue recognition on sale of properties was assessed as a key audit matter due to the significance of the assessment of satisfaction of performance obligations and judgements made in assessing the timing of revenue recognition.

• We obtained a detailed understanding of the process implemented by the Group for revenue recognition and measurement in respect of sale of properties;
• We have performed test of design and implementation of relevant controls;
• We inspected a sample of contracts with customers for sale of properties and assessed management's identification of performance obligations and their determination of whether revenue should be recognised over a period of time or at a point in time in accordance with the requirements of the IFRS 15 Revenue from Contracts with Customers by making reference to the terms and conditions specified in the contracts.
• For the projects where it was determined by the Group's management to recognise revenue over a period of time, we assessed the contractual arrangements with the customers and the reasonableness of the costs estimated to complete the underlying project development; and
• We assessed the disclosures made in the consolidated financial statements in accordance with the requirements of IFRSs.

Report on the Audit of the Consolidated Financial Statements (continued)

Other Information

Other information consists of the information included in the Group's Annual Report other than the consolidated financial statements and our auditor's report thereon. We obtained Directors' report, prior to the date of our auditor's report, and we expect to obtain other sections of the Annual Report after the date of our auditor's report. The Board of Directors is responsible for the other information.

Our opinion on the consolidated financial statements does not cover the other information and we do not and will not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed on the other information obtained prior to the date of the auditor's report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and the Board of Directors for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRS Accounting Standards and in compliance with the applicable provisions of the Company's Articles of Association and UAE Federal Law No. 32 of 2021 as amended, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group'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 management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are responsible for overseeing the Group's financial reporting process.

Auditor's Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

Report on the Audit of the Consolidated Financial Statements (continued)

Auditor's Responsibilities for the Audit of the Consolidated Financial Statements (continued)

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

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

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

We also provide the Board of Directors with a statement that we have complied with relevant ethical requirements regarding independence and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguard applied.

From the matters communicated with the Board of Directors, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current year and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

Further, as required by the UAE Federal Decree Law No. (32) of 2021 as amended, we report that for the year ended 31 December 2025:

• i. the Group has maintained proper books of account;
• ii. we have obtained all the information we considered necessary for the purposes of our audit;
• iii. the consolidated financial statements have been prepared and comply, in all material respects, with the applicable provisions of the Company's Articles and the UAE Federal Decree Law No. (32) of 2021 as amended;
• iv. the financial information included in the Directors' report is consistent with the books of account of the Group;
• v. investments in shares and stocks during the year ended 31 December 2025 are disclosed in note 36 to the consolidated financial statements;
• vi. note 11 reflects material related party transactions and the terms under which they were conducted;
• vii. based on the information that has been made available to us, nothing has come to our attention which causes us to believe that the Group has contravened during the financial year ended 31 December 2025, any of the applicable provisions of the UAE Federal Decree Law No. (32) of 2021as amended or of its Articles of Association which would have a material impact on its activities or its consolidated financial position as at 31 December 2025; and
• viii. note 26 reflects the social contributions made during the year.

Ernst & Young Middle East (Dubai Branch)

Wardah Ebrahim Registration No.:1258

11 February 2026

Dubai, United Arab Emirates

	Notes	2025	2024
		AED'000	AED'000
ASSETS
Non-current assets
Property and equipment	5	547,219	553,808
Right of use assets	6	9,557	1,708
Investment properties	$\overline{7}$	963,092	883,393
Investments in a joint venture and an associate	8	1,487,966	1,378,864
Trade, contract and other receivables	10	463,465	224,926
Deferred tax asset	37	6,597	609
Equity instrument at fair value through other comprehensive income	13	13,957	9,978
		3,491,853	3,053,286
Current assets
Properties held for development and sale	9	1,089,084	956,082
Inventories		2,010	4,473
Trade, contract and other receivables	10	1,222,493	980,957
Advance for purchase of property			90,000
Due from related parties	11(c)	10,532	4,045
Cash and bank balances	12	2,211,582	1,744,075
Total assets		4,535,701 8,027,554	3,779,632 6,832,918
EQUITY
Share capital	14	4,375,838	4,375,838
Legal reserve	16	166,651	105,897
Equity instruments fair valuation reserve		(6,270)	(9,357)
Retained earnings		1,093,238	765,243
		5,629,457	5,237,621
Non-controlling interest	15	41,190	27,376
Total equity		5,670,647	5,264,997
LIABILITIES
Non-current liabilities
Borrowings	17	343,841	415,296
Trade and other payables	19	1,585	3,169
Retentions payable	20	47,127	28,019
Lease liabilities	21	10,011	523
Deferred tax liability	37	10,064
Provision for employees' end of service benefits	22	17,667	17,522
		430,295	464,529
Current liabilities Borrowings	17	60,000	60,000
Advances from customers	18	792,757	427,865
Trade and other payables	19	944,627	540,616
Income tax payable	37 & 38	57,886	32,107
Retentions payable	20	43,376	33,407
Lease liabilities	21	21,014	4.964
Provision for claims	28	4,136	4,136
Due to related parties	11(d)	2,816	297
		1,926,612	1,103,392
Total liabilities		2,356,907	1,567,921
TOTAL EQUITY AND LIABILITIES		8,027,554	6,832,918

Consolidated statement of profit or loss For the year ended 31 December 2025

	Notes	2025 AED'000	2024 AED'000
Revenue	23	1,972,114	1,512,794
Direct costs	24	(1,303,678)	(1,072,848)
General administrative and selling expenses	26	(326,709)	(187,629)
Other operating income	25	48,467	102,782
Finance cost	29	(57,765)	(42,976)
Finance income	29	37,525	36,534
Share of results from a joint venture and an associate	8	199,102	157,888
Profit before impairment & fair value adjustments		569,056	506,545
Reversal of impairment on properties held for development and sale	9	14,465	-
Reversal of impairment on property and equipment	5(c)	4,306	-
Gain/(loss) on fair valuation of investment properties	7	50,035	(1,129)
Profit for the year before tax expense		637,862	505,416
Income tax expense	37 & 38	(35,657)	(31,498)
Profit for the year		602,205	473,918
Profit attributable to:
Equity holders of the Parent		607,541	474,022
Non-controlling interest	15	(5,336)	(104)
		602,205	473,918
Earnings per share attributable to the equity holders of the Parent during
the year - basic and diluted	30	Fils 13.88	Fils 10.83

Consolidated statement of comprehensive income For the year ended 31 December 2025

	Notes	2025 AED'000	2024 AED'000
Profit for the year		602,205	473,918
Other comprehensive income
Other comprehensive income that will not be subsequently reclassified to profit or loss (net of tax):
Equity instrument at fair value through other comprehensive income - net change in fair value		3,087	5,938
Other comprehensive income for the year		3,087	5,938
Total comprehensive income for the year		605,292	479,856
Attributable to:
Equity holders of the Parent		610,628	479,960
Non-controlling interest	15	(5,336)	(104)
TOTAL COMPREHENSIVE INCOME FOR THE YEAR		605,292	479,856

Consolidated statement of changes in equity For the year ended 31 December 2025

			Equity instruments fair		Attributable to equity holders of	Non
	Share capital AED'000	Legal Reserve AED'000	valuation reserve AED'000	Retained earnings AED'000	the parent AED'000	controlling interest AED'000	Total equity AED'000
Balance at 1 January 2024	4,375,838	58,495	(15,295)	519,207	4,938,245	-	4,938,245
Total comprehensive income for the year
Profit for the year	-	-	-	474,022	474,022	(104)	473,918
Other comprehensive income for the year	-	-	5,938	-	5,938	-	5,938
Total comprehensive income for the year	-	-	5,938	474,022	479,960	(104)	479,856
Capital contribution during the year [(Note 15(a)]	-	-	-	-	-	27,480	27,480
Transfer to legal reserve	-	47,402	-	(47,402)	-	-	-
Board of Directors' remuneration [(Note 11(b)]	-	-	-	(5,550)	(5,550)	-	(5,550)
Dividend payment to shareholders (Note 14)	-	-	-	(175,034)	(175,034)	-	(175,034)
Balance at 31 December 2024	4,375,838	105,897	(9,357)	765,243	5,237,621	27,376	5,264,997
Total comprehensive income for the year
Profit for the year	-	-	-	607,541	607,541	(5,336)	602,205
Other comprehensive income for the year	-	-	3,087	-	3,087	-	3,087
Total comprehensive income for the year	-	-	3,087	607,541	610,628	(5,336)	605,292
Capital contribution during the year [(Note 15(b)]	-	-	-	-	-	19,150	19,150
Transfer to legal reserve	-	60,754	-	(60,754)	-	-	-
Dividend payment to shareholders (Note 14)	-	-	-	(218,792)	(218,792)	-	(218,792)
Balance at 31 December 2025	4,375,838	166,651	(6,270)	1,093,238	5,629,457	41,190	5,670,647

Consolidated statement of cash flows For the year ended 31 December 2025

		2025	2024
	Notes	AED'000	AED'000
Profit for the year before tax		637,862	505,416
Adjustments for:
Depreciation on property and equipment	5(d)	19,705	18,877
Depreciation on right of use assets	6	5,444	1,983
Provision for employees' end of service benefits Reversal of impairment on properties held for development and sale	22	4,844 (14,465)	3,686 (6,204)
Impairment against trade contract and other receivables and
due from related parties		81,017	6,511
Reversal of impairment on property and equipment	5	(4,306)	-
Loss on disposal of property and equipment	5	4	398
Finance income	29	(37,525)	(36,534)
Finance cost	29	57,765	42,976
Share of results from an associate and a joint venture	8	(199,102)	(157,888)
Dividend income from equity instrument at fair value through OCI		(911)	-
(Gain) / loss on fair valuation of investment properties	7	(50,035)	1,129
Operating cash flows before changes in working capital		500,297	380,350
Changes in working capital:
Properties held for development and sale Retention payable	20	(5,989) 29,077	123,153 25,420
Trade, contract and other receivables		(559,790)	(161,945)
Advances from customers		364,892	53,271
Inventories		2,463	1,437
Due from related parties		1,533	255,221
Trade and other payables		403,290	71,443
Due to related parties		2,519	(123)
Operating cash flows after changes in working capital		738,292	748,227
Payment of employees' end of service benefits	22	(4,699)	(1,767)
Payment of income tax		(6,694)	-
Net cash generated from operating activities		726,899	746,460
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to property and equipment		(10,207)	(9,456)
Additions to investment properties		(924)	(8,595)
Repayment of capital contribution from a joint venture and an associate Dividend from joint venture	8	2,000 80,000	92,234 55,266
Net movement in term deposits with an original maturity of
more than three months and restricted bank balances		122,897	154,805
Dividend received from equity instrument at fair value through OCI		911	-
Finance income received		36,203	34,871
Net cash generated from investing activities		230,880	319,125
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of lease liabilities Repayment of borrowings		(20,711) (95,774)	(6,004) (172,317)
Drawdown of borrowings		24,319	3,296
Finance cost paid		(56,417)	(45,384)
Dividends paid		(218,792)	(175,034)
Net cash used in financing activities		(367,375)	(395,443)
NET INCREASE IN CASH AND CASH EQUIVALENTS		590,404	670,142
Cash and cash equivalents, beginning of the year		1,506,142	836,000
CASH AND CASH EQUIVALENTS, END OF THE YEAR	12	2,096,546	1,506,142

Notes to the consolidated financial statements For the year ended 31 December 2025

1. Legal status and activities

Deyaar Development (P.J.S.C) (the "Company") was incorporated and registered as a Public Joint Stock Company in the Emirate of Dubai, UAE on 10 July 2007. The registered address of the Company is P. O. Box 30833, Dubai, United Arab Emirates ("UAE"). The Company is listed on Dubai Financial market, Dubai, UAE (Ticker: DEYAAR).

The ultimate majority shareholder of the Group is Dubai Islamic Bank (the "Ultimate Controlling Party").

The principal activities of the Company and its subsidiaries (together, the "Group") are property investment and development, leasing, facilities, property management services and hospitality related activities.

2. New standards, interpretations and amendments adopted by the Group

(a) New and revised IFRSs and interpretations that are effective for the current year

One amendment applies for the first time in 2025, but does not have an impact on the Group's consolidated financial statements.

Lack of Exchangeability – Amendments to IAS 21

(b) New and amended IFRSs in issue but not yet effective and not early adopted

The Group has not early adopted the following new and amended standards that have been issued but are not yet effective, as at 31 December 2025 are disclosed below:

New and revised IFRSs	Effective for annual periods beginning on or after
Amendments to classification and Measurement of Financial Instruments Amendments to IFRS 9 and IFRS 7	1 January 2026
Contracts Referencing Nature-dependent Electricity- Amendments to IFRS 9 and IFRS 7	1 January 2026
Annual Improvements to IFRS Accounting Standards – Volume 11	1 January 2026
IFRS 18 Presentation and Disclosures in Finance Statements IFRS 19 Subsidiaries without Public Accountability: Disclosures	1 January 2027 1 January 2027

The Group anticipates that these new standards, interpretations and amendments will be adopted in the Group's consolidated financial statements as and when they are applicable and adoption of these new standards, interpretations and amendments may have no material impact on the Group's consolidated financial statements.

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies

Statement of compliance

These consolidated financial statements have been prepared in accordance with IFRS Accounting Standards issued by the International Accounting Standards Board (IASB) and in compliance with the applicable provisions of the Company's Articles of Association and the UAE Federal Decree-Law No. 32 of 2021 as amended.

The principal accounting policies adopted in the preparation of the Group consolidated financial statements are set out below. These policies have been consistently applied to all years presented, unless otherwise stated.

Basis of preparation

Management has made an assessment of the Group's ability to continue as a going concern and is satisfied that the Group has the resources to continue in business for the foreseeable future. Furthermore, management is not aware of any material uncertainties that may cast significant doubt upon the Group's ability to continue as a going concern. Therefore, the consolidated financial statements continue to be prepared on the going concern basis.

The consolidated financial statements have been prepared on the historical cost basis except for investment properties and certain financial instruments that are measured at fair values at the end of each reporting period, as explained in the accounting policies below.

Historical cost is generally based on the fair value of the consideration given in exchange for goods and services.

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, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Group takes into account characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date.

In addition, for financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, described as follows:

• Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date;
• Level 2 inputs are inputs, other than quoted market prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and
• Level 3 inputs are unobservable inputs for the asset or liability.

The consolidated financial statements of the Group are presented in thousands of United Arab Emirates Dirhams ("AED'000") which is the Group's functional and presentation currency.

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

The principal accounting policies are set out below:

Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company and its subsidiaries. Control is achieved when the Company:

• has power over the investee;
• is exposed, or has rights, to variable returns from its involvement with the investee; and
• has the ability to use its powers to affect its returns.

The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above.

When the Company has less than a majority of the voting rights of an investee, it has power over the investee when the voting rights are sufficient to give it the practical ability to direct the relevant activities of the investee unilaterally. The Company considers all relevant facts and circumstances in assessing whether or not the Company's voting rights in an investee are sufficient to give it power, including:

• the size of the Company's holding of voting rights relative to the size and dispersion of holdings of the other vote holders;
• potential voting rights held by the Company, other vote holders or other parties;
• rights arising from other contractual arrangements; and
• any additional facts and circumstances that indicate that the Company has, or does not have, the current ability to direct the relevant activities at the time that decisions need to be made, including voting patterns at previous shareholders' meetings.

Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the Company loses control of the subsidiary. Specifically, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated statement of profit or loss from the date the Company gains control until the date when the Company ceases to control the subsidiary. A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction. If the Group loses control over a subsidiary, it derecognises the related assets (including goodwill), liabilities, non-controlling interest and other components of equity, while any resultant gain or loss is recognised in profit or loss. Any investment retained is recognised at fair value.

Profit or loss and each component of other comprehensive income are attributed to the equity holders of the Parent and to the non-controlling interests. Total profit or loss and other comprehensive income of subsidiaries is attributed to the equity holders of the Parent and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

When necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies into line with the Group's accounting policies.

All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation.

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

Basis of consolidation (continued)

The consolidated financial statements include the assets, liabilities and results from the operations of the Group's subsidiaries:

	Effective ownership Country of
Name of entities subsidiaries	incorporation	2025	2024	Principle activities
Deyaar Facilities Management LLC	UAE	100%	100%	Facility management services
				Brokerage and other related
Nationwide Realtors LLC *	UAE	100%	100%	services
Deyaar Hospitality LLC	UAE	100%	100%	Property investment and development
Deyaar International LLC *	UAE	100%	100%	Real estate company Property investment and
Deyaar Ventures LLC *	UAE	100%	100%	development
				Property investment and
Flamingo Creek LLC **	UAE	100%	100%	development
				Property investment and
Beirut Bay Sal ** Deyaar West Asia Cooperatief U.A.	Lebanon	100%	100%	development
***	Netherlands	-	100%	Investment holding company
Deyaar AL Tawassol Lil Tatweer				Property investment and
Aleqare Co.***	KSA	-	100%	development
Deyaar Community Management LLC	UAE	100%	100%	Owners association management
Deyaar Property Management LLC	UAE	100%	100%	Property management
				Buying, selling and real estate
Montrose L.L.C *	UAE	100%	100%	development
The Atria L.L.C	UAE	100%	100%	Hotel management
				Investment in
Deyaar Holding One Person LLC*	UAE	100%	100%	commercial/industrial enterprise & management
Bella Rose Real Estate Development				Buying, selling and real estate
L.L.C	UAE	100%	100%	development
Nationwide Management Services LLC	UAE	100%	100%	District cooling services
Al Barsha LLC	UAE	100%	100%	Hotel & hotel apartments rental
Mont Rose FZ-LLC (also holds
registration as Millenium Montrose
Hotel apartments LLC issued by Dubai
economic Department)	UAE	100%	100%	Hotels & leisure services
Deyaar Bay Real Estate Development	UAE	100%	100%	Buying, selling and real estate development
				Property investment and
Rivage Property Development LLC	UAE	52%	52%	development
Deyaar Umm Al Quwain Waterfront				Property investment and
LLC	UAE	50%	-	development
Joint Venture
Arady Developments LLC	UAE	50%	50%	Property investment and development
Associate
				Property investment and
SI Al Zorah Equity Investments Inc.	UAE	22.72%	22.72%	development

* These entities did not carry out any commercial activities during the year.

** These entities are under liquidation and did not carry out any commercial activities during the year. *** These entities were liquidated during the year.

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

Investments in a joint venture and an associate

An associate is an entity over which the Group has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies.

A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the joint arrangement. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control.

The results and assets and liabilities of the associates and joint ventures are incorporated in these consolidated financial statements using the equity method of accounting, except when the investment, or a portion thereof, is classified as held for sale, in which case it is accounted for in accordance with IFRS 5 Non-current Assets Held for Sale and Discontinued Operations. Under the equity method, an investment in an associate or a joint venture is initially recognised in the consolidated statement of financial position at cost and adjusted thereafter to recognise the Group's share of the profit or loss and other comprehensive income of the associate or joint venture. When the Group's share of losses of an associate or a joint venture exceeds the Group's interest in that associate or joint venture (which includes any long-term interests that, in substance, form part of the Group's net investment in the associate or joint venture), the Group discontinues recognising its share of further losses. Additional losses are recognised only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate or joint venture.

An investment in an associate or a joint venture is accounted for using the equity method from the date on which the investee becomes an associate or a joint venture. On acquisition of the investment in an associate and joint venture, any excess of the cost of the investment over the Group's share of the net fair value of the identifiable assets and liabilities of the investee is recognised as goodwill, which is included within the carrying amount of the investment. Any excess of the Group's share of the net fair value of the identifiable assets and liabilities over the cost of the investment, after reassessment, is recognised immediately in consolidated statement of profit or loss in the period in which the investment is acquired.

The financial statements of the associate or joint venture are prepared for the same reporting period as the Group. When necessary, adjustments are made to bring the accounting policies in line with those of the Group.

The requirements of IAS 36 are applied to determine whether it is necessary to recognise any impairment loss with respect to the Group's investment in an associate. When necessary, the entire carrying amount of the investment (including goodwill) is tested for impairment in accordance with IAS 36 as a single asset by comparing its recoverable amount (higher of value in use and fair value less costs of disposal) with its carrying amount. Any impairment loss recognised is not allocated to any asset, including goodwill that forms part of the carrying amount of the investment. Any reversal of that impairment loss is recognised in accordance with IAS 36 to the extent that the recoverable amount of the investment subsequently increases.

When a Group entity transacts with an associate of the Group, profits and losses resulting from the transactions with the associate are recognised in the Group's consolidated financial statements only to the extent of interests in the associate that are not related to the Group.

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

IFRS 9 Financial instruments

IFRS 9 sets out requirements for recognising and measuring financial assets, financial liabilities and some contracts to buy or sell non-financial items.

a) Classification and measurement of financial assets and financial liabilities

Under IFRS 9, on initial recognition, a financial asset is classified as measured at: amortised cost; fair value through other comprehensive income ("FVOCI") – debt investment; FVOCI – equity investment; or fair value through profit or loss ("FVTPL"). The classification of financial assets under IFRS 9 is generally based on the business model in which a financial asset is managed and its contractual cash flow characteristics. Derivatives embedded in contracts where the host is a financial asset in the scope of the standard are never separated. Instead, the hybrid financial instrument as a whole is assessed for classification.

Financial assets that meet the following conditions are subsequently measured at amortised cost less impairment loss and deferred income, if any (except for those assets that are designated as at fair value through other comprehensive income on initial recognition):

• 1. the asset is held within a business model whose objective is to hold assets in order to collect contractual cash flows; and
• 1. the contractual terms of the instrument give rise to cash flows on specified dates that are solely payments of principal and profit on the principal amount outstanding.

All other financial assets are subsequently measured at fair value.

On initial recognition of an equity investment that is not held for trading, the Group may irrevocably elect to present subsequent changes in the investment's fair value in other comprehensive income ("OCI"). This election is made on an investment-by-investment basis.

All financial assets not classified as measured at amortised cost or FVOCI as described above are measured at FVTPL. This includes all derivative financial assets. On initial recognition, the Group may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortised cost or at FVOCI as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

A financial asset (unless it is a trade receivable without a significant financing component that is initially measured at the transaction price) is initially measured at fair value plus, for an item not at FVTPL, transaction costs that are directly attributable to its acquisition.

The following accounting policies apply to the subsequent measurement of financial assets.

Financial assets at FVTPL

These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognised in profit or loss.

Financial assets at amortised cost

These assets are subsequently measured at amortised cost using the effective interest method. The amortised cost is reduced by impairment losses (see (b) below). Interest income, foreign exchange gains and losses and impairment are recognised in profit or loss. Any gain or loss on derecognition is recognised in profit or loss.

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

IFRS 9 Financial instruments (continued)

a) Classification and measurement of financial assets and financial liabilities (continued)

Debt investments at FVOCI

These assets are subsequently measured at fair value. Interest income calculated using the effective interest method, foreign exchange gains and losses and impairment are recognised in profit or loss. Other net gains and losses are recognised in OCI. On derecognition, gains and losses accumulated in OCI are reclassified to profit or loss.

Equity investments at FVOCI

These assets are subsequently measured at fair value. Dividends are recognised as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognised in OCI and are never reclassified to profit or loss.

b) Impairment

The financial assets at amortised cost consist of trade and other receivables, contract assets, due from related parties, cash at banks, and fixed deposits.

Under IFRS 9, loss allowances are measured on either of the following bases:

• 12-month ECLs: these are ECLs that result from possible default events within the 12 months after the reporting date; and
• lifetime ECLs: these are ECLs that result from all possible default events over the expected life of a financial instrument.

The Group measures loss allowances at an amount equal to lifetime ECLs, except for the following, which are measured as 12-month ECLs:

• bank balances, long term fixed deposits and certain related parties for which credit risk (i.e., the risk of default occurring over the expected life of the financial instrument) has not increased significantly since initial recognition.

Loss allowances for trade receivables, contract assets and due from a related party are always measured at an amount equal to lifetime ECLs.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECLs, the Group considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Group's historical experience and informed credit assessment and including forward-looking information.

The Group assumes that the credit risk on a financial asset has increased significantly if it is more than 30 days past due.

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

IFRS 9 Financial instruments (continued)

b) Impairment (continued)

The Group considers a financial asset to be in default when:

• the borrower is unlikely to pay its credit obligations to the Group in full, without recourse by the Group to actions such as realising security (if any is held); or
• the financial asset is more than 90 days past due.

The maximum period considered when estimating ECLs is the maximum contractual period over which the Group is exposed to credit risk.

Significant increase in credit risk

ECL are measured as an allowance equal to 12-month ECL for stage 1 assets, or lifetime ECL for stage 2 or stage 3 assets. An asset moves to stage 2 when its credit risk has increased significantly since initial recognition. IFRS 9 does not define what constitutes a significant increase in credit risk. In assessing whether the credit risk of an asset has significantly increased, the Group takes into account qualitative and quantitative reasonable and supportable forward-looking information.

Definition of default

The Group considers the following as constituting an event of default for internal credit risk management purposes as historical experience indicates that financial assets that meet either of the following criteria are generally not recoverable:

• When there is a breach of financial covenants by the debtor;
• Information developed internally or obtained from external sources indicates that the debtor is unlikely to pay its creditors, including the Group, in full (without taking into account any collateral held by the Group). Irrespective of the above analysis, the Group considers that default has occurred when a financial asset is more than 90 days past due unless the Group has reasonable and supportable information to demonstrate that a more lagging default criterion is more appropriate.

Write off policy

The Group writes off a financial asset when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery, e.g. when the debtor has been placed under liquidation or has entered into bankruptcy proceedings, or in the case of trade receivables, when the amounts are over two years past due, whichever occurs sooner. Financial assets written off may still be subject to enforcement activities under the Group's recovery procedures, taking into account legal advice where appropriate. Any recoveries made are recognised in consolidated profit or loss.

Measurement of ECLs

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e., the difference between the cash flows due to the Group in accordance with the contract and the cash flows that the Group expects to receive). ECLs are discounted at the effective interest rate of the financial asset.

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

IFRS 9 Financial instruments (continued)

b) Impairment (continued)

Credit-impaired financial assets

At each reporting date, the Group assesses whether financial assets carried at amortised cost and debt securities at FVOCI are credit-impaired. A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimated future cash flows of that financial asset have occurred. Evidence that a financial asset is credit-impaired includes observable data about the following events:

• Significant financial difficulty of the issuer or the borrower
• A breach of contract, such as a default or past due event (see definition of default above)
• The lender(s) of the borrower, for economic or contractual reasons relating to the borrower's financial difficulty, having granted to the borrower a concession(s) that the lender(s) would not otherwise consider
• It is becoming probable that the borrower will enter bankruptcy or other financial reorganization.

Presentation of impairment

Loss allowances for financial assets measured at amortised cost are deducted from the gross carrying amount of the assets. For debt securities carried at FVOCI, the loss allowance is recognised in OCI, instead of reducing the carrying amount of the asset.

c) Derecognition

Financial assets

The Group derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Group neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

The Group enters into transactions whereby it transfers assets recognised in its consolidated statement of financial position, but retains either all or substantially all of the risks and rewards of the transferred assets. In these cases, the transferred assets are not derecognised.

Financial liabilities

All financial liabilities are measured subsequently at amortised cost using the effective interest method or at FVTPL. The Group's financial liabilities includes bank borrowings, trade and other payables, retention payable.

Financial liabilities at FVTPL

Financial liabilities at FVTPL are stated at fair value, with any gains or losses arising on changes in fair value recognised in the consolidated statement of profit or loss to the extent that they are not part of a designated hedging relationship. The net gain or loss recognised in the consolidated statement profit or loss incorporates any interest paid on the financial liability.

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

IFRS 9 Financial instruments (continued)

c) Derecognition (continued)

Financial liabilities (continued)

However, for financial liabilities that are designated as at FVTPL, the amount of change in the fair value of the financial liability that is attributable to changes in the credit risk of that liability is recognised in consolidated statement of comprehensive income, unless the recognition of the effects of changes in the liability's credit risk in other comprehensive income would create or enlarge an accounting mismatch consolidated statement of in profit or loss. The remaining amount of change in the fair value of liability is recognised in consolidated statement of profit or loss. Changes in fair value attributable to a financial liability's credit risk that are recognized in consolidated statement of comprehensive income are not subsequently reclassified to consolidated statement of profit or loss; instead, they are transferred to retained earnings upon derecognition of the financial liability.

Gains or losses on financial guarantee contracts issued by the Group that are designated by the Group as at FVTPL are recognised in profit or loss.

Financial liabilities measured subsequently at amortised cost

Financial liabilities that are not designated as FVTPL, are measured subsequently at amortised cost using the effective interest method.

The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability, or (where appropriate) a shorter period, to the amortised cost of a financial liability.

Derecognition of financial liabilities

The Group derecognises financial liabilities when, and only when, the Group's obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable is recognised in profit or loss.

Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors that makes strategic decisions.

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

Foreign currency translation

(a) Functional and presentation currency

Items included in the financial statements of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates ("the functional currency"). The consolidated financial statements are presented in United Arab Emirates Dirham ("AED"), which is the Company's functional and the Group's presentation currency.

(b) Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are re-measured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the consolidated statement of profit or loss.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the consolidated statement of profit or loss within "finance income or cost". All other foreign exchange gains and losses are presented in the consolidated statement of profit or loss within "other operating income or expense".

Group entities

The results and financial position of all the Group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

• (i) Assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of the statement of financial position;
• (ii) Income and expenses for each statement of profit or loss are translated at average exchange rates; and
• (iii) All resulting exchange differences are recognised as a separate component of equity.

On consolidation, exchange differences arising from the translation of the net investment in foreign operations, and of borrowings are taken to equity.

On the disposal of a foreign operation, all of the exchange differences accumulated in equity in respect of that operation attributable to the equity holders of the Parent are reclassified to consolidated statement of profit or loss.

In the case of a partial disposal that does not result in the Group losing control over a subsidiary that includes a foreign operation, the proportionate share of accumulated exchange differences are re-attributed to noncontrolling interests and are not recognised in consolidated statement of profit or loss.

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

Property and equipment

Property and equipment are stated at historical cost less accumulated depreciation and accumulated impairment losses, if any. The cost of property and equipment is its purchase cost together with any incidental costs of acquisition. Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably.

All other repairs and maintenance costs are charged to the consolidated statement of profit or loss during the financial year in which they are incurred.

Land is not depreciated. Depreciation on other assets is calculated using the straight-line method, at rates calculated to reduce the cost of assets to their estimated residual value over their expected useful lives, as follows:

Type of assets	Years
Buildings	50
Leasehold improvements	6
Furniture, fixtures and equipment	5 - 15
Motor vehicles	6

The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period. An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount.

Gains and losses on disposals are determined by comparing proceeds with the asset's carrying amount. These are recognised within "other income or expense" in the consolidated statement of profit or loss.

Capital work-in-progress is stated at cost and includes property that is being developed for future use. When commissioned, capital work-in-progress is transferred to the respective category and depreciated in accordance with the Group's policy.

Leases

The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

Group as a lessee

The Group applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Group recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

Right-of-use assets

The Group recognises right-of-use assets at the commencement date of the lease (i.e. the date the underlying asset is available for use). Subsequent to initial recognition, right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any re-measurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received.

Right-of-use assets are depreciated on a straight-line basis as follows:

Vehicles	3 years
Building	2-3 years

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

Investment properties

Recognition

Land and buildings owned by the Group for the purposes of generating rental income or capital appreciation or both are classified as investment properties. Properties that are being constructed or developed for future use as investment properties are also classified as investment properties.

When the Group begins to redevelop an existing investment property for continued future use as an investment property, the property remains as an investment property, which is measured based on fair value model and is not reclassified as development property during the redevelopment.

Measurement

Investment properties are initially measured at cost, including related transaction costs. Subsequent to initial recognition, investment properties are accounted for using the fair value model under International Accounting Standard No. 40 "Investment Property". Any gain or loss arising from a change in fair value is recognised in consolidated statement of profit or loss.

Where the fair value of an investment property under development is not reliably determinable, such property is measured at cost until the earlier of the date construction is completed and the date at which fair value becomes reliably measurable.

Transfer from investment properties to owner-occupied property

If an investment property becomes owner-occupied property, it is reclassified as property and equipment. Its fair value at the date of reclassification becomes its cost for subsequent accounting purposes.

Transfer from investment properties to properties held for sale

Properties are transferred from investment properties to properties held for development and sale when there is a change in use of the property. Such transfers are made at the fair value of the properties at the date of transfer and gain arising on transfer is recognised in consolidated statement of profit or loss. Fair value at the date of reclassification becomes the cost of properties transferred for subsequent accounting purposes. Subsequent to the transfer, such properties are valued at cost in accordance with the measurement policy for properties held for development and sale.

Transfer from owner-occupied property to investment properties

When the use of a property changes from owner-occupied to investment property, the property is remeasured to fair value and reclassified accordingly. Any gain arising on this remeasurement is recognised in profit or loss to the extent that it reverses a previous impairment loss on the specific property, with any remaining gain recognised in other comprehensive income and presented in the revaluation reserve. Any loss is recognised in consolidated statement of profit or loss.

Sale of investment properties

Certain investment properties are sold in the ordinary course of business. No revenue and direct costs are recognised for sale of investment properties. Any gain or loss on disposal of sale of investment properties (calculated as the difference between the net proceeds from disposal and carrying amount) is recognised in the consolidated statement of profit or loss.

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

Impairment of non-financial assets

At each reporting date, the Group reviews the carrying amounts of its non-financial assets, other than investment property, to determine whether there is any indication of impairment. If any such indication exists, then the asset's recoverable amount is estimated.

A cash generating unit ("CGU") is the smallest identifiable asset group that generates cash flows that are largely independent from other assets and groups. For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs.

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pretax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or CGU.

An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. Impairment losses, if any, are recognised in consolidated profit or loss.

Properties held for development and sale

Land and buildings identified as held for sale, including buildings under construction, are classified as such and are stated at the lower of cost and estimated net realisable value. The cost of work-in-progress comprises construction costs and other related direct costs. Net realisable value is the estimated selling price in the ordinary course of business, less cost of completion and selling expenses.

The amount of any write down of properties under development for sale is recognised as an expense in the period the write down or loss occurs. The amount of any reversal of any write down arising from an increase in net realisable value is recognised in consolidated statement of profit or loss in the period in which the increase occurs but only to the extent that the carrying value does not exceed the actual cost.

Cash and cash equivalents

Cash and cash equivalents includes cash in hand and at bank and deposits held at call with banks with original maturities of three months or less, net of bank overdrafts. In the consolidated statement of financial position, bank overdrafts are shown within borrowings in current liabilities.

Advances from customers

Instalments received from buyers, for properties sold or services performed, prior to meeting the revenue recognition criteria, are recognised as advances from customers. If their settlement, through revenue recognition or refund, is expected in one year or less, they are classified as current liabilities. If not, they are presented as non-current liabilities.

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

Employee benefits

(a) End of service benefits to non-UAE nationals

The provision for staff terminal benefits is based on the liability that would arise if the employment of all staff were terminated at the reporting date and is calculated in accordance with the provisions of UAE Federal Labour Law and the relevant local laws applicable to overseas subsidiaries. Management considers these as long-term obligations and accordingly they are classified as long-term liabilities.

(b) Pension and social security policy within the U.A.E

The Group is a member of the pension scheme operated by the Federal Pension General and Social Security Authority. Contributions for eligible UAE National employees are made and charged to the consolidated statement of profit or loss, in accordance with the provisions of Federal Law No. 7 of 1999 and Federal Law No. 57 of 2023 relating to Pension and Social Security Law.

Borrowings costs

General and specific 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. All other borrowing costs are recognised in profit or loss in the period in which they are incurred.

Lease liabilities

At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Group and payments of penalties for terminating a lease, if the lease term reflects the Group exercising the option to terminate. Variable lease payments that do not depend on an index or a rate are recognised as expense in the period in which the event or condition that triggers the payment occurs.

In calculating the present value of lease payments, the Group uses the incremental borrowing rate, as applicable, at the lease commencement date since the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is re-measured if there is a modification, a change in the lease term, a change in the in-substance fixed lease payments or a change in the assessment to purchase the underlying asset.

Short-term leases and low-value assets

The Group applies the short-term lease recognition exemption to its short-term leases (i.e. those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease of low-value assets recognition exemption to leases of equipment that are considered of low value. Payments on short-term leases and leases of low-value assets are recognised as an expense on a straight-line basis over the lease term.

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

Income tax

Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities.

Current income tax relating to items recognised directly in equity is recognised in equity and not in the consolidated statement of comprehensive income. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Deferred tax

Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date. Deferred tax liabilities are recognised for all taxable temporary differences, except:

• When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss
• In respect of taxable temporary differences associated with investments in subsidiaries, associate, and interests in joint arrangements, when the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.

Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised, except:

• When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss
• In respect of deductible temporary differences associated with investments in subsidiaries, associates and interests in joint arrangements, deferred tax assets are recognised only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilized.

The carrying amount 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. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.

Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity.

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

Deferred tax (continued)

Tax benefits acquired as part of a business combination, but not satisfying the criteria for separate recognition at that date, are recognised subsequently if new information about facts and circumstances change. The adjustment is either treated as a reduction in goodwill (as long as it does not exceed goodwill) if it was incurred during the measurement period or recognised in profit or loss.

The Group offsets deferred tax assets and deferred tax liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

Provisions

Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation; and the amount has been reliably estimated. Provisions are not recognised for future operating losses.

Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small.

Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a rate that reflects current market assessments of the time value of money and risks specific to the obligation. Increases in provisions due to the passage of time are recognised as interest expense.

Revenue recognition

Revenue is measured based on the consideration specified in a contract with a customer. Revenue is recognised when the Group transfers control over a product or service to a customer.

The Group recognises revenue based on a five step model as set out in IFRS 15:

• 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.
• 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.
• 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 transferring promised goods or service to a customer, excluding amounts collected on behalf of third parties.
• Step 4 Allocate the transaction price to the performance obligations in the contract: For a contract that has more than one performance obligation, the Group will allocate the transaction price to each performance obligation in an amount that depicts the amount of consideration to which the Group expects to be entitled in exchange for satisfying each performance obligation.
• Step 5 Recognise revenue when (or as) the entity satisfies a performance obligation.

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

Revenue recognition (continued)

The Group satisfies a performance obligation and recognises 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
• 1. The Group's performance creates or enhances an asset that the customer controls as the asset is created or enhanced; or
• 1. The Group's performance does not create an asset with an alternative use to the Group and the Group has an enforceable right to payment for performance completed to date.

For performance obligations where one of the above conditions are not met, revenue is recognised at the point in time at which performance obligation is satisfied.

The Group allocates the transaction price to the performance obligations in a contract based on the input method which requires revenue recognition on the basis of the Group's efforts or inputs to the satisfaction of the performance obligations. The Group estimates the total costs to complete the projects in order to determine the amount of revenue to be recognised.

When the Group satisfies a performance obligation by delivering the promised goods and 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 recognised, this gives rise to a contract liability.

Revenue is measured at the fair value of consideration received or receivable, taking into account the contractually agreed terms of payment excluding taxes and duties. The Group assesses its revenue arrangements against specific criteria to determine if it is acting as principal or an agent and has concluded that it is acting as a principal in all of its revenue arrangements.

Revenue is recognised in the consolidated statement of profit or loss to the extent that it is probable that the economic benefits will flow to the Group and the revenue and costs, if and when applicable, can be measured reliably.

Forfeiture income

Forfeiture income is recognised in the consolidated statement of profit or loss when, in the case of properties sold and not yet recognised as revenue, a customer does not fulfil the contractual payment terms. This is deemed to take place when, despite rigorous follow-up with the defaulted customer, as per the procedures set out by the Dubai Real Estate Regulatory Authority, the customer continues to default on the contractual terms.

Service revenue

Revenue from services such as property management and facilities management related activities is recognised in the accounting period in which the services are rendered.

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

Revenue recognition (continued)

Leasing income

Leasing income from operating leases is recognised on a straight-line basis over the lease term. When the Group provides operating lease incentives to its customers, the aggregate cost of incentives are recognised as a reduction of rental income over the lease term on a straight-line basis.

Hospitality income

Rooms

Room revenue is recognised over a period of time (net of discounts and municipality fees where applicable) as and when the rooms are occupied and services are rendered to the guests.

Food and beverage

Food and beverage revenue (net of discounts and municipality fees where applicable) is recognised when orders are sold or served.

Other operating revenue

Revenue from other operating departments which are service revenue such as telephone, transportation, laundry, etc. is recognised upon rendering of service or as contracted.

Finance income

Finance income is recognised in the consolidated statement of profit or loss on a time-proportion basis using the effective yield method.

Dividend income

Dividend income is recognised when the right to receive the dividend is established.

Dividend distribution

Dividend distribution to the Company's shareholders is recognised as a liability in the Group's consolidated financial statements in the period in which the dividends are approved by the Company's shareholders.

Offsetting financial instruments

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

Notes to the consolidated financial statements For the year ended 31 December 2025

3. Material accounting policies (continued)

Directors' remuneration

Pursuant to Article 171 of the UAE Federal Law No. (32) of 2021 as amended and in accordance with article of association of the Company, the Directors shall be entitled for remuneration, which shall not exceed 10% of the profit after deducting depreciation and the reserves.

Trade payable and accruals

Liabilities are recognised for amounts to be paid in the future for goods, assets or services received, whether billed by the supplier or not. The financial liabilities are subsequently measured at amortised cost using the (Effective Interest Rate) EIR method.

Events after reporting date

The consolidated financial statements are adjusted to reflect events that occurred between the reporting date and the date when the consolidated financial statements are authorised for issue, provided they give evidence of conditions that existed at the reporting date. Any post year-end events that are non-adjusting are disclosed on the consolidated financial statements when material.

Current and non-current classification

The Group presents assets and liabilities based on current/non-current classification.

An asset is current when:

• It is expected to be realised or intended to sold or consumed in normal operating cycle;
• It is held primarily for the purpose of trading;
• It is expected to be realised within twelve months after the reporting period (or receivable on demand); or
• It is cash or a cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

A liability is current when:

• It is expected to be settled in normal operating cycle;
• It is held primarily for the purpose of trading;
• It is due to be settled within twelve months after the reporting period (or payable on demand); or
• There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.

All other assets and liabilities are classified as non-current.

Notes to the consolidated financial statements For the year ended 31 December 2025

4. Critical accounting estimates and judgements

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions 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.

(a) Valuation of investment properties

The Group follows the fair value model under IAS 40 where investment property owned for the purpose of generating rental income or capital appreciation, or both, are fair valued based on valuation carried out by an independent registered valuer or the internal valuation performed by the Group's finance department.

The fair values have been determined by taking into consideration market comparable and/or the discounted cash flows/income approach where the Group has on-going lease arrangements and operations. In this regard, the Group's current lease arrangements, which are entered into on an arm's length basis and which are comparable to those for similar properties in the same location, have been taken into account.

In case where the Group does not have any on-going lease arrangements, fair values have been determined, where relevant, having regard to recent market transactions for similar properties in the same location as the Group's investment properties. These values are adjusted for differences in key attributes such as property size.

The key assumptions on which management has based its cash flow projections when determining the fair value of the assets are as follows:

• Discount rate based on the Group's weighted average cost of capital with a risk premium reflecting the relative risks in the markets in which the businesses operate.
• Growth rate based on long-term rate of growth.

Management of the Group has reviewed the assumption and methodology used by the independent registered valuer and Group's finance department and in their opinion these assumptions and methodology seems reasonable as at the reporting date considering the current economic and real estate outlook in UAE.

(b) Recoverability of investment in a joint venture and an associate ("equity accounted investees")

Recoverability of investment in equity accounted investees is an area involving significant management judgement, and requires an assessment as to whether the carrying value of the investment in equity accounted investees can be supported by the carrying value of the assets held by equity accounted investees.

For property portfolio held by equity accounted investees, management performs an internal valuation to determine the fair value using a valuation technique based on a discounted cash flow model and, when deemed necessary, also engages professionally qualified external valuers to determine the fair value of property portfolio of equity accounted investees.

Notes to the consolidated financial statements For the year ended 31 December 2025

4. Critical accounting estimates and judgements (continued)

(b) Recoverability of investment in a joint venture and an associate ("equity accounted investees") (continued)

In calculating the net present value of the future cash flows of properties portfolio of equity accounted investees, certain assumptions are required to be made in respect of the impairment reviews. The key assumptions on which management has based its cash flow projections when determining the recoverable amount of the assets are as follows:

• Discount rate based on the equity accounted investee's weighted average cost of capital with a risk premium reflecting the relative risks in the markets in which the businesses operate.
• Growth rate based on long-term rate of growth.

Management assesses the impairment for property portfolio held by equity accounted investees whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Factors that are considered important, which could trigger an impairment review include evidence that no profits or cash flows will be generated from the related asset.

(c) IFRS 15 Revenue from contracts with customers

The application of revenue recognition policy in accordance with IFRS 15 requires management to make the following judgements:

Satisfaction of performance obligation

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 recognising revenue. The Group has assessed that based on the sale and purchase agreements entered into with customers and the provisions of relevant laws and regulations, where contracts are entered into to provide real estate assets to customer, the Group does not create an asset with an alternative use to the Group and usually has an enforceable right to payment for performance completed to date. In these circumstances the Group recognises revenue over time and in other cases, revenue is recognised at a point in time.

Determination of transaction prices

The Group is required to determine the transaction prices in respect of each of its contracts with customers. In making such judgement the Group assesses the impact of any variable consideration in the contract, due to discounts or penalties, the existence of any significant financing component in the contract and any noncash consideration in the contract.

Transfer of control in contracts with customers

In cases where the Group determines that performance obligations are satisfied at a point in time, revenue is recognised when control over the asset that is subject of the contract is transferred to the customer. In the case of contracts to sell under construction projects, this is over the period of construction. In case of completed projects this is when the unit has been handed over to the customer.

Allocation of transaction price to performance obligation in contracts with customers

The Group has elected to apply the input method in allocating the transaction price to performance obligations where revenue is recognised over time. The Group considers that the use of 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 recognised.

Notes to the consolidated financial statements For the year ended 31 December 2025

4. Critical accounting estimates and judgements (continued)

(d) Cost to complete the projects

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

(e) Valuation of properties held for development and sale

The Group reviews the properties held for development and sale to assess write down, if there is an indication of write down. The Group uses valuations carried out by an external/internal valuer based on the market sales data to ascertain the recoverable amount.

(f) Useful lives of property and equipment

The costs of items of property and equipment are depreciated on a systematic basis over the estimated useful lives of the assets. During the year, management has revisited the estimated useful lives of each asset and/ or category of assets based on the following factors:

• Expected usage of the assets,
• Expected physical wear and tear, which depends on operational and environmental factors; and
• Legal or similar limits on the use of the assets.

The change in useful lives of the asset class (building) has resulted in a reduced depreciation charge during the year which has immaterial impact.

Management has not made estimates of residual values for any items of property and equipment at the end of their useful lives.

(g) Impairment of property and equipment

The Group determines whether there any indicators of impairment for property and equipment at each reporting date. Property and equipment are tested for impairment when there are indicators that the carrying amount may not be recoverable. The recoverable amount is higher of property and equipment fair value less cost of disposal and its value in use. When value in use calculations are undertaken, management estimates the expected future cash flows from the asset or cash generating unit and determines a suitable discount rate in order to calculate the present value of those cash flows.

(h) Classification of properties

In the process of classifying the properties, management has made various judgements. Judgement is required in determining whether a property qualifies as an investment property, property and equipment or development property. The Group develops criteria so that it can exercise the judgement consistently in accordance with the definitions of investment property, property and equipment or development property. In making its judgement, management considered detail criteria and related guidance for the classification of properties as set out in IAS 2, IAS 16 and IAS 40, in particular, the intended use of property as determined by the management.

Notes to the consolidated financial statements For the year ended 31 December 2025

4. Critical accounting estimates and judgements (continued)

(i) Impairment of all financial assets

The Group reviews all its financial assets to assess adequacy of the impairment provisions at least on a quarterly basis. In determining whether the impairment provisions should be recognised in the consolidated statement of profit or loss, the Group uses an allowance matrix to measure the ECLs of due from a related party and trade, contract and other receivables from individual customers, which comprise a very large number of small balances. Loss rates are based on historical actual credit loss experience. These rates are multiplied by scalar factors to reflect differences between economic conditions during the period over which the historical data has been collected, current conditions and the Group's view of economic conditions over the expected lives of the receivables. Scalar factors are based on actual and forecast Brent oil price.

(j) Leases - Estimating the incremental borrowing rate

The Group cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the Group would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment. The IBR therefore reflects what the Group 'would have to pay', which requires estimation when no observable rates are available or when they need to be adjusted to reflect the terms and conditions of the lease.

The Group estimates the IBR using observable inputs (such as market interest rates) when available and is required to make certain entity-specific estimates (such as the subsidiary's stand-alone credit rating).

Notes to the consolidated financial statements For the year ended 31 December 2025

5. Property and equipment

	Land and buildings AED'000	Leasehold improvements AED'000	Furniture, fixtures and equipment AED'000	Motor vehicles AED'000	Capital work in progress AED'000	Total AED'000
Cost
As at 1 January 2024	562,584	4,809	122,152	623	4,527	694,695
Additions	-	108	6,032	-	3,316	9,456
Disposal	-	-	-	(211)	(398)	(609)
Transfer to properties held for development and sale (Note 9)	(1,644)	-	(143)	-	-	(1,787)
Transfers	1,846	-	640	-	(2,486)	-
As at 31 December 2024	562,786	4,917	128,681	412	4,959	701,755
Additions	-	1,171	6,669	-	2,367	10,207
Disposal	-	-	(1,888)	-	-	(1,888)
Transfer to properties held for development and sale (Note 9)	(1,314)	-	(341)	-	-	(1,655)
Transfers	-	-	1,152	-	(1,152)	-
As at 31 December 2025	561,472	6,088	134,273	412	6,174	708,419
Accumulated depreciation and impairment loss
As at 1 January 2024	54,239	4,432	70,389	403	-	129,463
Charge for the year [Note 5 (d)]	7,568	151	11,084	74	-	18,877
Disposal	-	-	-	(211)	-	(211)
Transfer to properties held for development and sale (Note 9)	(167)	-	(15)	-	-	(182)
As at 31 December 2024	61,640	4,583	81,458	266	-	147,947
Charge for the year [Note 5 (d)]	7,561	118	11,959	67	-	19,705
Disposal	-	-	(1,884)	-	-	(1,884)
Reversal of impairment	(4,306)	-	-	-	-	(4,306)
Transfer to properties held for development and sale (Note 9)	(140)	-	(122)	-	-	(262)
As at 31 December 2025	64,755	4,701	91,411	333	-	161,200
Carrying amount
As at 31 December 2024	501,146	334	47,223	146	4,959	553,808
As at 31 December 2025	496,717	1,387	42,862	79	6,174	547,219

Notes to the consolidated financial statements For the year ended 31 December 2025

5. Property and equipment (continued)

• a) Land and Buildings with a carrying value of AED 254.6 million (2024: AED 468.7 million) are mortgaged under Islamic finance obligations (Note 17).
• b) During the year, the Group has reclassified a unit of AED 1.4 million (2024: AED 1.6 million) to property held for development and sale based on change in use of the unit (Note 9).
• c) The Group has a portfolio of hospitality assets included in property and equipment amounting to AED 505.6 million (2024: AED 515.5 million) against which reversal of impairment loss of AED 4.3 million (2024: Nil) has been recognised during the year. The recoverable amount of hotel assets has been determined using the indicative fair values of the property as at 31 December as valued by the management. The team has used income approach to determine the fair values of these hotels.

Management has concluded the recoverable value is equivalent to its value in use. In determining the value in use, management has estimated expected future cash flows and determined a suitable discount rate in order to calculate the present value of those cash flows. The estimate of value in use was determined using a discount rate of 9.50%-9.75% (2024: 9.75%) and a terminal value growth rate of 2.5%-3.0% (2024: 3.0%).

d) The depreciation charge has been allocated in the consolidated statement of profit or loss as follows:

	2025 AED'000	2024 AED'000
Direct costs [Note 24 (i) & (ii)]	16,675	16,602
General administrative and selling expenses (Note 26)	3,030	2,275
	19,705	18,877

6. Right-of-use assets

The Group has lease contracts for various vehicles and building used in its operations.

Right-of-use assets are depreciated on a straight-line basis as follows:

Vehicles	3 years
Building	3 years

Notes to the consolidated financial statements For the year ended 31 December 2025

6. Right-of-use assets (continued)

Below are the carrying amounts of right-of-use assets recognised and the movements during the year:

	Buildings AED'000	Vehicles AED'000	Total AED'000
Cost
At 1 January 2024	-	-	-
Additions during the year	- ────────	3,692 ────────	3,692 ────────
At 31 December 2024	-	3,692	3,692
Additions during the year	12,842 ────────	451 ────────	13,293 ────────
At 31 December 2025	12,842	4,143	16,985
Accumulated depreciation	────────	────────	────────
At 1 January 2024	-	-	-
Charge for the year (Note 21)	- ────────	1,984 ────────	1,984 ────────
At 31 December 2024	-	1,984	1,984
Charge for the year (Note 21)	4,293	1,151	5,444
At 31 December 2025	──────── 4,293 ────────	──────── 3,135 ────────	──────── 7,428 ────────
Carrying amount
At 31 December 2025	8,549	1,008	9,557
At 31 December 2024	════════ -	════════ 1,708	════════ 1,708
	════════	════════	════════

7. Investment properties

	UAE	UAE	UAE	UAE
	Parking	Stores	Retail	Service	UAE	2025	2024
	spaces	units	units	Apartments	Others *	Total	Total
	AED'000	AED'000	AED'000	AED'000	AED'000	AED'000	AED'000
Fair value hierarchy	3	3	3	3	3
As at 1 January	74,198	13,898	289,590	309,595	196,112	883,393	871,367
Additions	-	-	212	-	31,457	31,669	8,595
Transfer (to)/from properties held for development and sale - net (Note 9)	-	(145)	-	(1,860)	-	(2,005)	4,560
Net gain / (loss) on fair valuation of investment
properties	(5,946)	1,027	50,467	3,308	1,179	50,035	(1,129)
As at 31 December	68,252	14,780	340,269	311,043	228,748	963,092	883,393

* Includes mix use building, lease building, residential apartments and right-of-use assets.

Notes to the consolidated financial statements For the year ended 31 December 2025

7. Investment properties (continued)

Investment properties are recognised at fair value and categorised within the level of the fair value hierarchy based on the lowest level input that is significant to fair value measurement in their entirety. The different levels have been defined as follows:

• Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1);
• Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices) (level 2); and
• Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3).

The Group's policy is to recognise transfers into and out of fair value hierarchy levels as of the date of the event or change in circumstances that caused the transfer.

Investment properties with carrying value of AED 404.7 million (2024: AED 487.8 million) are mortgaged against bank borrowings (Note 17).

During the year, the Group has reclassified a unit and certain stores amounting to AED 2 million to properties held for development and sale based on change in use of the units (2024: Nil). During the year, the Group has not reclassified any unit from properties held for development and sale (2024: AED 4.6 million) (Note 9).

Valuation processes

Retail units, parking spaces and store units included in the Group's investment properties are valued by independent professionally qualified valuers who hold a recognised relevant professional qualification and have experience in the locations and segments of the investment properties valued. For all investment properties, their current use equates to the highest and best use. Valuation of UAE mix use office building and service apartments buildings are valued by the Groups' finance department. The Group's finance department includes a team that also reviews the valuations performed by the independent valuers for financial reporting purposes. Discussion of valuation processes and results are held between management and the independent valuers on a regular basis.

At each financial year end, the finance department:

• verifies all major inputs to the independent valuation report;
• assesses property valuation movements when compared to the prior year valuation report; and
• holds discussions with the independent valuers.

Notes to the consolidated financial statements For the year ended 31 December 2025

7. Investment properties (continued)

Valuation processes (continued)

Information about fair value measurements using significant unobservable and observable inputs are presented in the table below. A change of 100 basis points in management's estimate at the reporting date would have increased/(decreased) equity and profit or loss by the amounts shown below:

						Sensitivity of
						management estimates
Country	Segment	Valuation	Estimate	Range of inputs	Impact lower AED'000	Impact higher AED'000
		Income capitalisation	Yield rate	5% - 8%	33,035	(23,205)
UAE	Mix use buildings	Sales comparable method	Estimated market value	AED 1,578 to AED 4,100 per sqft	(321)	321
UAE	Parking spaces	Sales comparable method	Estimated market value	AED 30,000 to AED 50,000 per parking space	(683)	683
UAE	Store units	Sales comparable method	Estimated market value	AED 139 to AED 317 per sqft	(148)	148
	Retail units	Sales comparable method	Estimated market value	AED 1,118 to AED 4,141 per sqft	(3,222)	3,222
UAE		Income capitalisation	Yield rate	8%	2,475	(1,935)
UAE	Service apartment buildings	Discounted Cash Flow	Discount rate	9.5% - 9.75%	8,530	(5,261)

Valuation techniques underlying management's estimation of fair value

For mix use buildings and certain retail units, the valuation was determined using the income capitalisation method based on following significant unobservable inputs:

Yield rate Reflecting current market assessments of the uncertainty in the amount and timing of cash flows.

For certain retail units, certain mix use building, parking spaces and store units, the valuation was determined using the indicative fair values of these investment properties as at 31 December 2025 provided by an independent professionally qualified valuer. The valuer has used the sales comparison method to determine the fair values of these assets.

For service apartment buildings, the valuation was determined using the discount cash flow method based on following significant unobservable inputs:

Cash flow discount rate Reflecting current market assessments of the uncertainty in the amount and timing of cash flows.

Notes to the consolidated financial statements For the year ended 31 December 2025

	Joint Venture		Associate		Total
	2025	2024	2025	2024	2025	2024
	AED'000	AED'000	AED'000	AED'000	AED'000	AED'000
At 1 January	962,743	973,064	416,121	395,412	1,378,864	1,368,476
Share of profit Repayment of capital	106,482	137,179	92,620	20,709	199,102	157,888
contribution Dividend	- (80,000)	(92,234) (55,266)	(10,000) -	- -	(10,000) (80,000)	(92,234) (55,266)
At 31 December	989,225	962,743	498,741	416,121	1,487,966	1,378,864

8. Investments in a joint venture and an associate

Investment in an associate

The Group has a 22.72% interest in Solidere International Al Zorah Equity Investments Inc ("Al Zorah"), a company registered in Dubai international Financial Center (DIFC), Dubai, UAE. The associate is a holding company investing in companies engaged in property development.

The table below reconciles the summarised financial information relating to the carrying amount of the Group's interest in the associate:

	2025	2024
	AED'000	AED'000
Percentage ownership interest	22.72%	22.72%
Non-current assets	940,193	940,193
Current assets	2	-
Current liabilities	(1,248)	(1,146)
Net assets (100%)	938,947	939,047
Group's share of net assets (22.72%)	213,329	213,351
Adjustments (refer note (i) below)	285,412	202,770
Carrying amount of interest in an associate	498,741	416,121
Profit and total comprehensive income (100%)	43,916	(184)
Profit and total comprehensive income (22.72%)	9,978	(42)
Adjustment relating to accounting policy (refer note (i) below)	82,642	20,751
Group share of total profit and comprehensive income	92,620	20,709

(i) This includes premium paid by the Group at the time of its original investment and adjustments relating to alignment of associate's accounting policies to the Group's accounting policies.

Notes to the consolidated financial statements For the year ended 31 December 2025

8. Investments in joint ventures and an associate (continued)

Investment in a joint venture

The Group has a 50% interest in Arady Developments LLC, a Company registered in United Arab Emirates. The joint venture is engaged in property development and leasing activities. The following amounts represent assets, liabilities, revenue and results of the joint venture.

The table reconciles the summarised financial information relating to the carrying amount of the Group's interest in the joint venture is as follows:

	2025	2024
	AED'000	AED'000
Percentage ownership interest	50%	50%
Non-current assets	1,150,320	1,177,883
Current assets	106,737	84,686
Non-current liabilities	-	-
Current liabilities	(69,722)	(66,983)
Net assets (100%)	1,187,335	1,195,586
Group's share of net assets (50%)	593,668	597,793
Adjustments (refer note (i) below)	395,557	364,950
Carrying amount of interest in a joint venture	989,225	962,743
	2025	2024
	AED'000	AED'000
Revenue	198,809	209,522
Interest income	1,238	2,327
Depreciation and amortisation	27,841	27,970
Profit and total comprehensive income (100%)	151,749	129,230
Profit and total comprehensive income (50%)	75,875	64,6615
Adjustments relating to accounting policies (refer note (i) below)	30,607	72,564
Group share of total profit and comprehensive income	106,482	137,179

(i) This includes premium paid by the Group at the time of its original investment and adjustments relating to alignment of joint venture's accounting policies to the Group's accounting policies.

Notes to the consolidated financial statements For the year ended 31 December 2025

9. Properties held for development and sale

	Properties held for sale AED'000	Properties under development AED'000	Land held for future development and sale AED'000	Total AED'000
As at 1 January 2024	244,586	303,107	471,043	1,018,736
Additions	16,889	668,609	173,163	858,661
Transfers	-	95,368	(95,368)	-
Transfer to investment properties (Note 7) Transfer from property and equipment	(4,560)	-	-	(4,560)
(Note 5)	1,605	-	-	1,605
Sale of properties (Note 24)	(112,975)	(805,385)	-	(918,360)
As at 31 December 2024	145,545	261,699	548,838	956,082
As at 1 January 2025	145,545	261,699	548,838	956,082
Additions	8,845	979,131	264,009	1,251,985
Transfers	-	436,077	(436,077)	-
Transfer from investment properties
(Note 7)	2,005	-	-	2,005
Transfer from property and equipment
(Note 5)	1,393	-	-	1,393
Reversal of impairment	14,465	-	-	14,465
Sale of properties (Note 24)	(65,117)	(1,071,729)	-	(1,136,846)
As at 31 December 2025	107,136	605,178	376,770	1,089,084

Net realisable value has been determined on the basis of committed sale price if the remaining receivable amount is lower than the current market value of the units booked by customers. For units not yet booked by customers, net realisable value takes into consideration the expected market prices.

During the year, the Group has reclassified a unit amounting to AED 1.4 million (2024: AED 1.6 million) from property and equipment based on change in use of the unit (Note 5b).

During the year, the Group has reclassified a unit and certain stores amounting to AED 2 million from investment properties (2024: Nil). The Group has not reclassified any unit during the year to investment properties (2024: AED 4.6 million) (Note 7).

Plots of land including under development projects with total carrying value of AED 413.6 million (2024: AED 444 million) and completed properties with total carrying value of AED 44.4 million (31 December 2024: AED 35.2 million) are mortgaged under Islamic finance obligations (Note 17).

In the current year, the Group has recognised an amount of AED 1,136.8 million (2024: AED 918.4 million) included in the consolidated statement of profit or loss under "direct costs" against revenue recognised of AED 1,605.9 million (2024: AED 1,193.9 million) (Note 24 and Note 23, respectively).

For plots of land held for future development and use amounting to AED 376.8 million as at the reporting date (31 December 2024: AED 548.8 million), management is currently evaluating feasibility of the projects and considering alternative viable profitable options as well as various offers from potential buyers.

Notes to the consolidated financial statements For the year ended 31 December 2025

10. Trade, contract and other receivables

	2025	2024
	AED'000	AED'000
Trade and unbilled receivables (refer (i) below)	1,355,656	812,093
Other receivables (refer (ii) below)	330,302	393,790
	1,685,958	1,205,883
Current	1,222,493	980,957
Non-current	463,465	224,926
Total	1,685,958	1,205,883
i. Trade and unbilled receivables
	2025	2024
	AED'000	AED'000

Trade receivables Trade receivables within 12 months	169,060	165,271
Contract assets
Unbilled receivables within 12 months	723,131	421,896
Unbilled receivables after 12 months	463,465	224,926
Total trade and unbilled receivables	1,355,656	812,093

The above trade receivables are net of allowance for expected credit losses amounting to AED 107.8 million (2024: AED 125.7 million) relating to trade receivables which are past due. All other trade receivables are considered recoverable.

As at 31 December 2025, trade receivables of AED 1,230.8 million (2024: AED 703.8 million) were receivable from sale of properties, and trade receivables of AED 124.8 million (2024: AED 108.2 million) were receivable from other streams of revenue.

Notes to the consolidated financial statements For the year ended 31 December 2025

10. Trade, contract and other receivables (continued)

i. Trade and unbilled receivables (continued)

The ageing analysis of these trade and unbilled receivables is as follows:

31-December-2025	Gross receivables AED'000	Allowance for expected credit losses AED'000	Net receivables AED'000	Expected credit loss rate
Contract assets Upto 3 months Over 3 months Fully provided	1,189,145 108,062 91,526 74,666 1,463,399	(2,549) (11,786) (18,742) (74,666) (107,743)	1,186,596 96,276 72,784 - 1,355,656	0.21% 10.91% 20.48% 100.00%
31-December-2024	Gross receivables AED'000	Allowance for expected credit losses AED'000	Net receivables AED'000	Expected credit loss rate
Contract assets	649,462	(1,771)	647,691	0.27%
Upto 3 months	76,097	(6,411)	69,686	8.42%
Over 3 months	100,986	(6,270)	94,716	6.21%
Fully provided	111,233	(111,233)	-	100.00%

The maximum exposure to credit risk at the reporting date is the carrying value of each class of receivable. The Group holds title deeds of the assets sold or post-dated cheques as security.

937,778 (125,685) 812,093

ii. Other receivables

	2025 AED'000	2024 AED'000
Advances to contractors	87,085	132,399
Advances to suppliers	19,264	12,432
Deferred cost	188,919	150,962
Prepayments	9,043	9,503
Others	98,371	97,540
	402,682	402,836
Less: allowance for expected credit losses	(72,380)	(9,046)
	330,302	393,790

Notes to the consolidated financial statements For the year ended 31 December 2025

11. Related party transactions and balances

The Group enters into transactions with companies and 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, and key management personnel.

(a) Related party transactions

During the year, the Group entered into the following significant transactions with related parties in the normal course of business and at prices and terms agreed by the Group's management.

	2025	2024
	AED'000	AED'000
Ultimate Controlling Party
Other operating income/finance income	15,475	17,369
Finance cost	(29,812)	(23,960)
Borrowings drawdown	24,219	3,296
Borrowings repayments	(60,773)	(60,000)
	2025	2024
	AED'000	AED'000
Joint venture Other operating income	1,532	4,057
Dividend income	80,000	55,266
Repayment of capital contribution	-	92,234
	2025	2024
	AED'000	AED'000
Associate
Repayment of capital	10,000	-
(b) Remuneration of key management personnel
	2025	2024
	AED'000	AED'000
Salaries and other short term employee benefits	12,128	13,869
Termination and post-employment benefits	428	476
Board of Directors' sitting fees	235	400
Board of Directors' remuneration *	6,350	5,550
	19,141	20,295

* During the year, the management started to recognise the Board of Directors remuneration in the consolidated statement of profit or loss, whereas in the prior years, the management used to recognise this remuneration directly in the consolidated statement of changes in equity.

During the year, an additional provision for the Board of Directors' remuneration amounting to AED 0.9 million was recognised in the consolidated statement of profit or loss pertaining to the previous year based on the final approval of the shareholders in the Annual General Meeting dated 16 April 2025 (2024: AED 1 million in the consolidated statement of changes in equity).

Notes to the consolidated financial statements For the year ended 31 December 2025

11. Related party transactions and balances (continued)

(c) Due from related parties comprises:

	2025	2024
	AED'000	AED'000
Current
Due from a joint venture	1,148	2,673
Due from an associate	8,000	-
Due from other related parties	1,402	2,756
	10,550	5,429
Less: allowance for expected credit losses	(18)	(1,384)
	10,532	4,045

Certain properties were under dispute with UAE based developer (a related party) against which in 2019, the Group received a favourable judgment by the Court of Cassation which upheld a ruling made by the Court of Appeal confirming Dubai Court of First Instance's judgement to terminate all sale and purchase agreements of lands under dispute and had also ordered counterparty to return all amounts paid, to the tune of AED 412 million plus pay a compensation of AED 61 million as well as 9% legal interest accruing from the date of filing the case.

In 2022, the Group signed a Conditional Settlement Agreement ("the Agreement") with the related party for an amount of AED 500 million. The Group received AED 200 million upon execution of the Agreement and the remaining amount of AED 300 million is to be received within 18 months from date of the signed Agreement. In 2023, management reversed the allowance for expected credit losses amounting to AED 32.2 million and also recognized income of AED 11.8 million based on discussions with the related party. In 2024, the Group received the remaining amount of AED 300 million and accordingly, recognized other operating income of AED 44.2 million (Note 25).

Cash and bank balances include amounts held with the Ultimate Controlling party of the Group, bank account balances of AED 575.8 million (2024: AED 159.5 million) and fixed deposits of AED 160 million (2024: AED 565 million), at market prevailing profit rates.

Allowance for expected credit losses

To determine the allowance for expected credit losses, management applied certain key assumptions and judgments in accordance with IFRS 9 - Financial Instruments in order to determine the expected credit loss which includes the use of various forward-looking information that could impact the timing and/or amount of recoveries.

(d) Due to related parties comprises:

	2025	2024
	AED'000	AED'000
Current
Due to Ultimate Controlling party	2,813	196
Due to other related parties	3	101
	2,816	297

At 31 December 2025, the Group had bank borrowings from the Ultimate Controlling party of AED 388.2 million (2024: AED 424.8 million) at market prevailing profit rates (Note 17).

Notes to the consolidated financial statements For the year ended 31 December 2025

12. Cash and bank balances

	2025	2024
	AED'000	AED'000
Cash and bank balances including call deposits	1,982,860	939,267
Fixed deposits	229,000	805,881
Cash in hand	437	493
	2,212,297	1,745,641
Less: Allowance for expected credit losses	(715)	(1,566)
Cash and bank balances	2,211,582	1,744,075
Less: deposits with original maturity more than three months	(105,000)	(181,000)
Less: restricted balances	(10,036)	(56,933)
Cash and cash equivalents	2,096,546	1,506,142

Bank balances include balance of AED 1,866.5 million (31 December 2024: AED 844.4 million) and fixed deposits include balance of Nil (31 December 2024: AED 278 million) at market prevailing profit rates held in escrow accounts.

Bank balances include balance of AED 1.3 million (2024: AED 1.8 million) and fixed deposits include balance of AED 8.8 million (2024: AED 55.1 million) restricted through lien/block against bank facilities.

Bank accounts balance excludes balance of AED 150.4 million (2024: AED 114.6 million), held in a fiduciary capacity in escrow accounts on behalf and for the beneficial interest of third parties. These Escrow accounts also include Community Management Escrow accounts of various properties where service charges are collected from owners and are available for payments for management and maintenance of the properties.

13. Equity instrument at fair value through other comprehensive income

Investment in a real estate investment trust (REIT) – quoted	2025 AED'000	2024 AED'000
1 January	9,978	4,040
Change in fair value	3,979	5,938
31 December	13,957	9,978

14. Share capital

At 31 December 2025 share capital comprised of 4,375,837,645 shares (31 December 2024: 4,375,837,645 shares) of AED 1 each. All shares are authorised, issued and fully paid up.

The shareholders have approved in the Annual General Meeting dated 16 April 2025 dividends on ordinary shares amounting to AED 218.8 million [AED 5 fils per share] and the same has been paid during the year (2024: AED 175.04 million [AED 4 fils per share]).

Notes to the consolidated financial statements For the year ended 31 December 2025

15. Non-controlling interest

Non-controlling interest represents the minority shareholders' proportionate share in aggregate value of the net assets of two subsidiaries and the results of the two subsidiaries operations.

a. Proportion of equity interest held by non-controlling interests:

Name	Country of Incorporation	2025	2024
Rivage property development LLC	UAE	48%	48%
The table below presents movement in non-controlling interest:		2025 AED'000	2024 AED'000
1 January Capital contribution during the year		27,376 -	- 27,480
Share of loss		(2,409)	(104)
31 December		24,967	27,376

The summarised financial information of the subsidiary is provided below.

Summarised statement of profit or loss

		2025	2024
	Notes	AED'000	AED'000
General administrative and selling expenses		(6,536)	(586)
Other operating income		1,591	14
Finance cost		(2,501)	(253)
Finance income		2,590	-
Loss for the year before tax		(4,856)	(825)
Income tax (expense)/benefit	37	(163)	609
Loss for the year after tax		(5,019)	(216)
Total comprehensive loss		(5,019)	(216)
Loss attributable to non-controlling interest		(2,409)	(104)
Summarised statement of financial position
	Notes	2025	2024
		AED'000	AED'000
Properties held for development and sale (current)		65,861	60,498
Trade, contract and other receivables (current)		44,359	323
Deferred tax asset (non-current)		536	609
Cash and bank balances (current)		182,762	57,868
Property and equipment (non-current)		43	-
Advances from customers (current)		(179,801)	(57,402)
Trade and other payables (current)		(3,570)	(919)
Due to related party -net (current)		(57,945)	(3,944)
Retention payable (non-current)		(230)	-
Total Equity		52,015	57,033
Attributable to:
Equity holders of Parent		27,048	29,657
Non-controlling interest		24,967	27,376
		52,015	57,033

Notes to the consolidated financial statements For the year ended 31 December 2025

15. Non-controlling interest (continued)

a. Proportion of equity interest held by non-controlling interests (continued):

Summarised cash flow information

	2025	2024
	AED'000	AED'000
Operating	123,371	58,121
Investing	2,217	-
Financing	(694)	(253)
Net increase in cash and cash equivalents	124,894	57,868

b. Proportion of equity interest held by non-controlling interests:

Name	Country of Incorporation	2025	2024
Deyaar Umm Al Quwain Waterfront LLC	UAE	50%	-
The table below presents movement in non-controlling interest:		2025 AED'000	2024 AED'000
1 January		-	-
Capital contribution during the year		19,150	-
Share of loss during the year		(2,927)	-
31 December		16,223	-

The summarised financial information of the subsidiary is provided below.

Summarised statement of profit or loss

		2025	2024
	Notes	AED'000	AED'000
General administrative and selling expenses		(6,752)	-
Other operating income		719	-
Finance income		83
Finance cost		(483)	-
Loss for the year before tax		(6,433)	-
Income tax benefit		579	-
Loss for the year after tax		(5,854)	-
Total comprehensive loss		(5,854)	-
Loss attributable to non-controlling interest		(2,927)	-

Notes to the consolidated financial statements For the year ended 31 December 2025

15. Non-controlling interest (continued)

b. Proportion of equity interest held by non-controlling interests (continued):

Summarised statement of financial position

	Notes	2025 AED'000	2024 AED'000
Properties held for development and sale (current)		43,194	-
Trade, contract and other receivables (current)		12,241	-
Deferred tax asset (non-current)	37	579	-
Cash and bank balances (current)		31,044	-
Advances from customers (current)		(34,604)	-
Trade and other payables (current)		(5,942)	-
Due to related party -net (current)		(13,888)	-
Retention payable (non-current)		(178)	-
Total Equity		32,446	-
Attributable to:
Equity holders of Parent		16,223	-
Non-controlling interest		16,223	-
		32,446	-
Summarised cash flow information
		2025 AED'000	2024 AED'000
Operating		31,268	-

Investing - - Financing (224) - Net increase in cash and cash equivalents 31,044 -

16. Legal reserve

In accordance with the UAE Federal Law No. 32 of 2021 as amended and the Company's Articles of Association, 10% of the profit for the year is transferred to a legal reserve, which is not distributable. Transfers to this reserve are required to be made until such time as it equals at least 50% of the paid up share capital.

Notes to the consolidated financial statements For the year ended 31 December 2025

17. Borrowings

	2025	2024
	AED'000	AED'000
Islamic finance obligations
Current	60,000	60,000
Non-current	343,841	415,296
Total borrowings	403,841	475,296
	2025	2024
	AED'000	AED'000
As at 1 January	475,296	644,317
Drawdown of borrowings	24,319	3,296
Repayment of borrowings	(95,774)	(172,317)
As at 31 December	403,841	475,296

Islamic finance obligations represent Ijarah and other Islamic facilities obtained from Dubai Islamic Bank PJSC (Ultimate Controlling Party) amounting to AED 388.2 million (2024: AED 424.8 million) [Note 11(d)], and balance from other local banks. The facilities were availed to finance the properties under construction and working capital requirements.

Islamic finance obligations with the Ultimate Controlling Party and other local banks carry market prevailing profit rates and are repayable in quarterly instalments over a period of two years to seven years from the reporting date (31 December 2024- audited: two years to eight years). These facilities have AED 484.4 million available for drawdown to the Group.

Islamic finance obligations are secured by mortgages over properties classified under properties held for development and sale amount to AED 458 million (2024: AED 479.2 million) (Note 9), property and equipment amount to AED 254.6 million (2024: AED 468.7 million) (Note 5a) and investment properties amount to AED 404.7 million (2024: AED 487.8 million) (Note 7).

18. Advances from customers

Advances from customers comprise of payments received from sale of properties. The revenues have not been recognised in the consolidated statements of profit or loss, in line with the revenue recognition policy of the Group consistent with the IFRS Accounting Standards.

Movement during the year is as follows:

2024
AED'000
374,594
485,604
(432,333)
427,865

Notes to the consolidated financial statements For the year ended 31 December 2025

19. Trade and other payables

	2025	2024
	AED'000	AED'000
Trade payables	149,167	96,839
Project cost accruals	494,308	226,058
Refundable deposits	66,322	62,673
Accrued Islamic facilities charges	3,347	4,210
Other payables and accrued expenses	233,068	154,005
	946,212	543,785
Current	944,627	540,616
Non-current	1,585	3,169
Total	946,212	543,785

20. Retentions payable

	2025 AED'000	2024 AED'000
Non-current portion*	47,127	28,019
Current portion	43,376	33,407
	90,503	61,426

* For undiscounted contractual cashflow, please refer to Note 34.

Retention payables represents amounts withheld in accordance with the terms of the contract progress payments are made to the contractors. Non-current retention are due to be paid to contractors within 1 to 3 years from the project completion date.

21. Lease liabilities

	Right of use asset AED'000	Investment property AED'000	31 December 2025 Total AED'000	31 December 2024 Total AED'000
At 1 January	1,733	3,754	5,487	-
Additions during the year Accretion of interest (Note 29)	13,293 622	30,745 1,589	44,038 2,211	11,345 146
Payments made during the year	(5,201)	(15,510)	(20,711)	(6,004)
Closing balance	10,447	20,578	31,025	5,487

Notes to the consolidated financial statements For the year ended 31 December 2025

21. Lease liabilities (continued)

	2025 AED'000	2024 AED'000
Current lease liabilities	21,014	4,964
Non-current lease liabilities*	10,011	523
Total	31,025	5,487

*For contractual cashflow, please refer to Note 34

The following are the amounts recognized in consolidated statement of profit or loss:

	2025	2024
	AED'000	AED'000
Depreciation of right-of-use asset (Note 6)	5,444	1,984
Loss on fair valuation of right-of use assets recorded under
investment property	12,801	1,129
Interest expense on lease liabilities (Note 29)	2,211	146
Expense relating to short term leases	16,598	6,655
	37,054	9,914

22. Provision for employees' end of service benefits

	2025	2024
	AED'000	AED'000
At 1 January	17,522	15,603
Charge for the year	4,844	3,686
Payments	(4,699)	(1,767)
At 31 December	17,667	17,522

The provision for employees' end of service benefits, disclosed as non-current liability, is calculated in accordance with the UAE Federal Labour Law.

Notes to the consolidated financial statements For the year ended 31 December 2025

23. Revenue

	2025 AED'000	2024 AED'000
Property development activities
Sale of properties	1,605,917	1,193,918
Leasing income	56,709	52,035
	1,662,626	1,245,953
Properties, facilities and association management
Facilities and association management	144,724	128,454
Property management	23,333	26,856
Leasing income	25,533	-
	193,590	155,310
Hospitality	115,898	111,531
	1,972,114	1,512,794
	2025	2024
	AED'000	AED'000
Timing of revenue recognition
Recognised at a point in time	136,755	168,104
Recognised over a period of time	1,835,359	1,344,690
	1,972,114	1,512,794

Revenue from property development activities, revenue from hospitality, properties and facilities management are recognised at a point in time as well as over time. All revenues were generated in United Arab Emirates.

Transaction price allocated to the remaining performance obligations

The following table includes revenue expected to be recognised in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the reporting date.

	2026	2027	2028	Total
	AED'000	AED'000	AED'000	AED'000
Sale of properties	646,082	456,948	127,441	1,230,471

The Group applies the practical expedient as per IFRS 15 and does not disclose information about remaining performance obligations that have original expected durations of one year or less.

Contract balances

	2025 AED'000	2024 AED'000
Trade and unbilled receivables – net (Note 10) Advance from customers (Note 18)	1,355,656 792,757 ═══════	812,093 427,865 ═══════

Notes to the consolidated financial statements For the year ended 31 December 2025

24. Direct costs

	2025	2024
	AED'000	AED'000
Cost of sale of properties (Note 9)	1,136,846	918,360
Direct cost of facility management (i)	118,446	105,534
Direct cost of hospitality (ii)	38,669	38,166
Direct cost of leasing properties	8,625	9,919
Others	1,092	869
	1,303,678	1,072,848

• (i) Facilities management costs include staff costs amounting to AED 45.8 million (2024: AED 47.8 million), depreciation charge relating to property and equipment amounting to AED 0.9 million (2024: AED 0.9 million) and depreciation charge relating to right of use asset amounting to AED 5.4 million (2024: 2 million).
• (ii) Hospitality costs include staff costs amounting to AED 8.4 million (2024: AED 8 million) and depreciation charge relating to property and equipment amounting to AED 15.8 million (2024: AED 15.7 million).

The Group expects the incremental cost incurred as a result of obtaining contracts to be recoverable and accordingly these costs are capitalised. The capitalised costs are amortised when the related revenues are recognised.

Applying the practical expedient as per IFRS 15, the Group recognises the incremental costs of obtaining contracts as an expense when incurred if the amortisation period of the assets that the Group otherwise would have recognised in one year or less.

25. Other operating income

	2025 AED'000	2024 AED'000
Write back of accruals and liabilities no longer payable	-	17,371
Income on partial settlement with a related party [Note 11 (c)]	-	44,170
Others	48,467	41,241
	48,467	102,782

Notes to the consolidated financial statements For the year ended 31 December 2025

26. General administrative and selling expenses

	2025	2024
	AED'000	AED'000
Staff costs (Note 27)	104,715	107,858
Marketing and selling expenses	32,441	14,374
Legal and professional charges	10,208	5,484
Depreciation on property and equipment [Note 5(d)]	3,030	2,275
Charge of allowance for expected credit losses against trade, contract and other receivables and due from related parties and
bank balances	80,442	6,628
Rent expenses	1,231	693
Social contributions	693	1,134
Others	93,949	49,183
	326,709	187,629

27. Staff costs

	2025 AED'000	2024 AED'000
Payroll cost	66,557	62,062
End of service benefits	3,315	2,716
Pension and social security contributions	718	716
Other benefits	34,125	42,364
	104,715	107,858

28. Provision against claims

This includes legal claim made by customers against the Group for refund of partial payments made to purchase certain property units. In accordance with Law No. 13 of 2008 as amended through Law No. 9 of 2009 and any subsequent amendments applicable in the Emirate of Dubai, the Group had earlier forfeited these amounts due to failure of customers to pay the outstanding balances as per the Sale and Purchase Agreement.

The Group has elected not to present the complete disclosures as required by IAS 37 "Provision and Contingent Liabilities and Contingent Assets" as management is of the view that since the legal claims are sub-judice, this information may be prejudicial to their position on these matters.

29. Finance cost -net

	2025 AED'000	2024 AED'000
Finance cost on bank borrowings Interest accretion of lease liabilities (Note 21) Finance income from bank accounts and fixed deposits	55,554 2,211 (37,525)	42,830 146 (36,534)
Finance cost – net	20,240	6,442

Notes to the consolidated financial statements For the year ended 31 December 2025

30. Earnings per share

Basic

Basic earnings per share is calculated by dividing the profit attributable to owners of the Company by the weighted average number of ordinary shares in issue during the year excluding ordinary shares purchased by the Company and held as treasury shares, if any.

	2025	2024
Profit attributable to equity holders of the Parent (AED'000)	607,541	474,022
Weighted average number of ordinary shares in issue (thousands)	4,375,838	4,375,838
Earnings per share (fils)	13.88	10.83

Diluted

The Company has not issued any instruments / owned any treasury shares which would have a dilutive impact on earnings per share when exercised.

31. Commitments

At 31 December 2025, the Group had total commitments of AED 1,284.9 million (2024: AED 795.4 million) with respect to project related contracts issued net of invoices received and accruals made at that date.

32. Contingencies

Contingent liabilities

At 31 December 2025, the Group has contingent liabilities in respect of performance bond and guarantees issued by banks, in the ordinary course of business, amounting to AED 653.6 million (2024: AED 517.5 million), which mainly includes performance guarantees of AED 637.8 million (2024: AED 500.1 million) issued to Real Estate Regulatory Authority (RERA) for the projects under development. Also, the Group has contingent liabilities, on behalf of a subsidiary (under liquidation), in respect to guarantees issued by a bank amounting to AED 3.4 million (2024: AED 3.4 million). The Group anticipates that no material liabilities will arise from these performance and other guarantees.

Certain other contingent liabilities may arise during the normal course of business, which based on the information presently available, either cannot be quantified at this stage or in the opinion of the management is without any merit. However, in the opinion of management, these contingent liabilities are not likely to result in any cash outflows for the Group.

Notes to the consolidated financial statements For the year ended 31 December 2025

33. Segmental information

Operating segment

The Board of Directors are the Group's chief operating decision maker. The Board considers the business of the Group as a whole for the purpose of decision making.

Management has determined the operating segments based on segments identified for the purpose of allocating resources and assessing performance. The Group is organised into three major operating segments: property development (includes sale of properties and leasing activities), properties and facilities management and hospitality related activities.

Management monitors the operating results of its operating segments for the purpose of making strategic decisions about performance assessment. Segment performance is evaluated based on operating profit or loss.

	Property	Properties and
	development activities	facilities management	Hospitality	Total
	AED'000	AED'000	AED'000	AED'000
31 December 2025
Segment revenues – external	1,662,626	193,590	115,898	1,972,114
Segment profit	535,865	20,272	46,068	602,205
Segment assets	6,690,384	461,945	875,225	8,027,554
Segment liabilities	2,098,674	236,917	21,316	2,356,907
31 December 2024
Segment revenues – external	1,245,953	155,310	111,531	1,512,794
Segment profit	420,842	19,080	33,996	473,918
Segment assets	5,557,860	387,156	887,902	6,832,918
Segment liabilities	1,357,560	184,919	25,442	1,567,921

Geographic information

The carrying amount of the total assets located outside the United Arab Emirates as at 31 December 2025 is Nil (2024: Nil).

34. Financial risk management

Financial risk factors

The Group's activities expose it to a variety of financial risks: market risk (including currency risk, cash flow and fair value interest rate risk and other price risk), credit risk and liquidity risk. The Group's overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Group's financial performance.

Risk management is carried out by the senior management under policies approved by the Board of Directors. Management evaluates financial risks in close co-ordination with the Group's operating units.

Notes to the consolidated financial statements For the year ended 31 December 2025

34. Financial risk management (continued)

Market risk

Currency risk

Foreign exchange risk arises from future commercial transactions, recognised assets and liabilities and net investments in foreign operations.

The Group does not have any significant exposure to foreign currency risk since the majority of transactions are denominated in AED, US Dollars or other currencies, whereby the AED or other currencies are pegged to the US Dollar.

Price risk

The Group is exposed to equity securities price risk through investments held by the Group and classified as equity instrument at fair value.

Cash flow and fair value interest rate risk

The Group has an insignificant interest rate risk arising from interest bearing bank deposits. Bank deposits are placed with banks at fixed rates. The Group's exposure to interest rate risk relates primarily to its borrowings with floating interest rates.

At 31 December 2025, if profit rates on borrowings had been 1% higher/lower with all other variables held constant, profit for the year would have been AED 6 million lower/higher (2024: profit for the year would have been AED 5 million lower/higher), mainly as a result of higher/lower interest expense on floating rate borrowings.

Credit risk

The Group is exposed to credit risk in relation to its monetary assets, mainly trade, contract and other receivables (excluding advances, deferred cost and prepayments), due from related parties, cash at bank and bank deposits. Trade receivables are made to customers with an appropriate credit history. The Group has no other significant concentrations of credit risk. Bank deposits are limited to high-credit-quality financial institutions. The carrying amount of financial assets represents the maximum credit exposure at the reporting date. The maximum exposure to credit risk at the reporting date was:

	2025	2024
	AED'000	AED'000
Trade, contract and other receivables (excluding advances, deferred
cost and prepayments)	1,381,647	900,587
Due from related parties	10,532	4,045
Bank balances and fixed deposits	2,211,145	1,743,582
	3,603,324	2,648,214

Credit risk management

Credit risk refers to the risk that a 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 and obtaining sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults. Ongoing credit evaluation is performed on the financial condition of trade receivables.

Notes to the consolidated financial statements For the year ended 31 December 2025

34. Financial risk management (continued)

Credit risk management (continued)

The carrying amount of financial assets recorded in the consolidated financial statements, which is net of impairment losses, represents the Group's maximum exposure to credit risk.

The credit risk on liquid funds is limited as funds are placed with reputable banks registered in the U.A.E.

The table below shows the net balances with major banks (based on Moody's or equivalent rating) at the 31 December 2025.

2025	2024
AED'000	AED'000
1,089,424	604,380
1,005,237	872,145
-	75,102
116,441	191,791
43	164
2,211,145	1,743,582

The tables below detail the credit quality of the Group's financial assets, contract assets and financial guarantee contracts, as well as the Group's maximum exposure to credit risk by credit risk rating grades:

31 December 2025	Notes	Gross carrying amount AED'000	Credit loss allowance AED'000	Net carrying amount AED'000
Trade and unbilled receivables Other receivables (excluding advances,	10 (i)	1,463,399	(107,743)	1,355,656
deferred cost and prepayments)	10 (ii)	98,371	(72,380)	25,991
Due from related parties	11 (c)	10,550	(18)	10,532
		1,572,320	(180,141)	1,392,179
31 December 2024	Notes	Gross carrying amount AED'000	Credit loss allowance AED'000	Net carrying amount AED'000
Trade and unbilled receivables Other receivables (excluding advances,	10 (i)	937,778	(125,685)	812,093
deferred cost and prepayments)	10 (ii)	97,540	(9,046)	88,494
Due from related parties	11 (c)	5,429	(1,384)	4,045
		1,040,747	(136,115)	904,632

(i) For trade receivables, due from related parties and other receivables, the Group has applied the simplified approach in IFRS 9 to measure the loss allowance at lifetime ECL. The Group determines the expected credit losses on these items by using a provision matrix, estimated based on historical credit loss experience based on the past due status of the debtors, adjusted as appropriate to reflect current conditions and estimates of future economic conditions. Accordingly, the credit risk profile of these assets is presented based on their past due status in terms of the provision matrix.

Notes to the consolidated financial statements For the year ended 31 December 2025

34. Financial risk management (continued)

Liquidity risk

The Group monitors its risk of a possible shortage of funds using cash flow forecasts. These forecasts consider the maturity of both its financial investments and financial assets (e.g. trade receivable, other financial assets) and projected cash flows from operations.

The Group's objective is to maintain a balance between continuity of funding and flexibility through the use of bank facilities. The Group manages liquidity risk by maintaining adequate reserves and banking facilities, by continuously monitoring forecasted and actual cash flows and matching the maturity profiles of financial assets and liabilities. The table below analyses the Group's financial liabilities into relevant maturity groupings based on the remaining period at the consolidated statement of financial position to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.

Liquidity risk tables

The following tables detail the Group's remaining contractual maturity for its financial assets and liabilities. The tables below summarises the maturity profile of the Group's financial assets and liabilities based on undiscounted contractual collections and payments.

				------- Contractual cash flows -------
	Carrying amount AED'000	Contractual cash flows AED'000	Within 1 year AED'000	2 to 5 Years AED'000	More than 5 years AED'000
As at 31 December 2025
Borrowings	403,841	470,783	79,248	327,332	64,203
Trade and other payables	946,212	946,212	944,627	1,585	-
Retentions payable	90,503	94,869	43,375	51,494	-
Lease liabilities	31,025	32,589	21,014	11,575	-
Due to related parties	2,816	2,816	2,816	-	-
	1,474,397	1,547,269	1,091,080	391,986	64,203
As at 31 December 2024
Borrowings	475,296	577,312	84,020	362,523	130,769
Trade and other payables	543,785	543,785	540,616	3,169	-
Retentions payable	61,426	61,426	33,407	28,019	-
Lease liabilities	5,487	5,487	4,964	523	-
Due to related parties	297	297	297	-	-
	1,086,291	1,188,307	663,304	394,234	130,769

For changes in liabilities arising from financing activities refer note 17.

Notes to the consolidated financial statements For the year ended 31 December 2025

34. Financial risk management (continued)

Fair value estimation

The Group has an established control framework with respect to the measurement of fair values, and management has overall responsibility for overseeing all significant fair value measurements, including Level 3 fair values.

The management regularly reviews significant unobservable inputs and valuation adjustments. If third party information, such as broker quotes or pricing services, is used to measure fair values, then the management assesses the evidence obtained from the third parties to support the conclusion that such valuations meet the requirements of IFRS, including the level in the fair value hierarchy in which such valuations should be classified.

The following table presents the Group's financial assets that are measured at fair value:

	Level 1 AED'000	Level 2 AED'000	Level 3 AED'000	Total AED'000
As at 31 December 2025 Equity instrument at fair value through other
comprehensive income	13,957	-	-	13,957
As at 31 December 2024
Equity instrument at fair value through other
comprehensive income	9,978	-	-	9,978

The carrying value less allowance for expected credit losses of trade, contract and other receivables and due from related parties approximates their fair values keeping in view the period over which these are expected to be realised. Financial liabilities approximate their fair values.

Notes to the consolidated financial statements For the year ended 31 December 2025

34. Financial risk management (continued)

Fair value estimation (continued)

The accounting policies for financial instruments have been applied to the line items below:

	Amortised	Equity instrument at fair value through other comprehensive
	cost AED'000	income AED'000	Total AED'000
31 December 2025
Assets as per consolidated statement of financial position
Equity instrument at fair value other comprehensive income	-	13,957	13,957
Trade, contract and other receivables (excluding, deferred cost advances and prepayments)	1,377,261	-	1,377,261
Due from related parties	10,532	-	10,532
Cash and bank balances	2,211,582	-	2,211,582
	3,599,375	13,957	3,613,332
Liabilities as per consolidated statement of financial position
Trade and other payables	946,212	-	946,212
Retentions payable	90,503	-	90,503
Lease liabilities	31,025	-	31,025
Due to related parties	2,816	-	2,816
Borrowings	403,841	-	403,841
	1,474,397	-	1,474,397
	Amortised	Equity instrument at fair value through other comprehensive
	Cost	income	Total
	AED'000	AED'000	AED'000
31 December 2024
Assets as per consolidated statement of financial position
Equity instrument at fair value other
comprehensive income	-	9,978	9,978
Trade, contract and other receivables (excluding advances, deferred cost and prepayments)	900,587	-	900,587
Due from related parties	4,045	-	4,045
Cash and bank balances	1,744,075	-	1,744,075
	2,648,707	9,978	2,658,685
Liabilities as per consolidated statement of financial position
Trade and other payables	543,785	-	543,785
Retentions payable	61,426	-	61,426
Lease liabilities	5,487	-	5,487
Due to related parties	297	-	297
Borrowings	475,296	-	475,296
	1,086,291	-	1,086,291

Notes to the consolidated financial statements For the year ended 31 December 2025

35. Capital risk management

The Group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to maximise returns to shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

There were no changes in the Group's approach to capital management during the year. Except for complying with certain provisions of the UAE Federal Law No. 32 of 2021 as amended, the Group is not subject to any externally imposed capital requirements.

36. Investment in shares

During the year, the Group has not purchased or invested in any shares other than incorporation of a new Subsidiary (Note 3).

37. Corporate Income Tax

On 9 December 2022, the UAE Ministry of Finance released Federal Decree-Law No. 47 of 2022 on the Taxation of Corporations and Businesses (Corporate Tax Law or the Law) to enact a Federal corporate tax ("CT") regime in the UAE. The CT regime has become effective for accounting periods beginning on or after 1 June 2023. The Cabinet of Ministers Decision No. 116 of 2022 (widely accepted to be effective from 16 January 2023) specified the threshold of taxable income to which the 0% UAE CT rate would apply, and above which the 9% UAE CT rate would apply. It is widely considered that this would constitute 'substantive enactment' of the UAE CT Law for the purposes of IAS 12, the objective of which is to prescribe the basis for accounting for Income Taxes.

Amount recognised in the consolidated statement of profit or loss

The major components of income tax expense for the year ended 31 December 2025 and 2024 are:

	2025 AED'000	2024 AED'000
Current income tax expense	20,479	32,107
Deferred tax relating to origination of temporary differences	3,184	(609)
Reversal of previous year tax provision	(25,413)	-
Income tax (credit) / expense recognised in consolidated statement of profit or loss	(1,750)	31,498

Notes to the consolidated financial statements For the year ended 31 December 2025

37. Corporate Income Tax (continued)

Tax reconciliation:

	2025	2024
	AED'000	AED'000
Accounting profit before tax	637,862	505,416
Share of profit from an associate and a joint venture	(199,102)	(157,888)
Related party adjustments	4,607	-
Dividend income	(911)	-
Non-deductible losses from subsidiaries	-	1,091
Non-deductible expenses	2,213	1,730
Transitional relief under MD 120	(182,308)	-
Proportionate share of income from qualifying investments	933	-
Standard exemption	(375)	(375)
Net taxable profit	262,919	349,974
At United Arab Emirates' statutory income
tax rate of 9%	23,663	31,498
Deferred tax (expense) / benefit	(3,184)	609
Current tax expense reported in the consolidated
statement of profit or loss	20,479	32,107
Accounting profit before tax	637,862	505,416
Effective tax rate	3.21%	6.35%

Deferred tax asset

Deferred tax relates to the following:

	Consolidated statement of financial position		Consolidated statement of profit or
	2025	2024	2025	2024
	AED'000	AED'000	AED'000	AED'000
Losses available for offsetting against future taxable losses	1,115	609	(506)	(609)
Other temporary differences	5,482	-	(5,482)	-
Deferred tax benefit			(5,988)	(609)
Deferred tax asset	6,597	609

Notes to the consolidated financial statements For the year ended 31 December 2025

37. Corporate Income Tax (continued)

Deferred tax asset (continued)

The Group has taxable losses that arose in subsidiaries of AED 12.4 million (2024: AED 6.7 million) that are available indefinitely for offsetting against future taxable profits of the company in which the losses arose. Deferred tax asset have been recognized in respect of these losses as they may be used to offset taxable profits in the near future.

There are no income tax consequences attached to the distribution of dividends from a joint venture and an associate and payment of dividends by the Group to its shareholders for the years ended 31 December 2025 and 2024.

Deferred tax liability

	2025 AED'000	2024 AED'000
As at 1 January	-	-
Tax expense during the year recognised in profit or loss	9,172	-
Tax expense during the year recognised in OCI	892	-
As at 31 December	10,064	-

As at the reporting date, income tax payable recorded in consolidated statement of financial position amounts to AED 57.9 million (2024: AED 32.1 million) includes top up tax of AED 37.4 million (2024: Nil) (Note 38).

38. Top up Tax

On 23 May 2023, the International Accounting Standards Board (the Board) issued International Tax Reform – Pillar Two Model Rules – Amendments to IAS 12 which clarify that IAS 12 applies to income taxes arising from tax law enacted or substantively enacted to implement the Pillar Two model rules published by the Organisation for Economic Co-operation and Development ("OECD"), including tax law that implements Qualified Domestic Minimum Top-up Taxes. Furthermore, on 31 December 2024, Cabinet Decision No. (142) of 2024 was issued, introducing a Domestic Minimum Top-up Tax in the UAE. However, since the Pillar Two rules are applicable to the Ultimate Controlling Party, and the Group is consolidated within its financial statements, the rules are considered applicable to the Group. Accordingly, appropriate provision is made in the consolidated financial statements.

Amount recognised in the consolidated statement of profit or loss

	2025	2024
	AED'000	AED'000
Top up tax expense	37,407	-
Income tax expense recognised in consolidated statement of
profit or loss	37,407	-

Notes to the consolidated financial statements For the year ended 31 December 2025

39. Reclassifications

The following table summarises the changes in the comparative figures presented in the consolidated financial statements as a result of reclassifications made during the year. The reclassification does not have any material effect on the consolidated statement of financial position, consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows.

Consolidated statement of financial position

	As previously reported 31 December 2024 AED'000	Reclassification AED'000	As reclassified 31 December 2024 AED'000
Cash and Bank Balances (current)	1,858,643	(114,568)	1,744,075
Trade and other payables (current)	(654,997)	114,381	(540,616)
Lease liabilities (non-current)	(5,151)	187	(4,964)

Consolidated statement of profit or loss

	As previously reported 31 December 2024 AED'000	Reclassification AED'000	As reclassified 31 December 2024 AED'000
Direct costs	(1,007,357)	(65,491)	(1,072,848)
General administrative and selling expenses	(254,249)	66,620	(187,629)
Gain/(loss) on fair valuation of investment properties	-	(1,129)	(1,129)
Other operating income	100,754	2,028	102,782
Share of result from a joint venture and an associate	159,916	(2,028)	157,888