Home REIT PLC

Annual Report • Oct 11, 2024

Home REIT plc

Home REIT plc

Annual Report — For the year ended 31 August 2022

Annual Report — For the year ended 31 August 2022

Contents

Overview

• 1 Introduction and highlights
• 2 Financial overview
• 3 Portfolio and operating overview

Strategic report

• 7 Chair's statement
• 15 Management report
• 25 ESG report
• 28 Key performance indicators
• 29 Strategic overview
• 34 Principal risks and uncertainties
• 42 Going concern and viability statement

Governance

45 The Board

• 47 Directors' report
• 51 Corporate governance statement
• 56 Report of the Audit Committee
• 67 Report of the Management
• Engagement Committee
• 69 Report of the Nomination Committee
• 72 Directors' remuneration report
• 76 Statement of Directors' responsibilities 77 Independent Auditor's report

Financial statements

• 97 Consolidated Statement of Comprehensive Income 98 Consolidated Statement of Financial Position
• 99 Consolidated Statement of Changes
• in Shareholders' Equity
• 100 Consolidated Statement of Cash Flow
• 101 Notes to the Consolidated Financial Statements 134 Company Statement of Financial Position
• 135 Company Statement of Changes
• in Shareholders' Equity 136 Notes to the Company Financial Statements

Additional information

• 146 Appendix 1 Key Regulatory News Services Announcements 1 September
• 2021 to 10 October 2024 152 Appendix 2 – Governance and Internal Control
• 155 Glossary
• 160 Company information

Home REIT plc ("the Company") and its subsidiaries (together the "Group")

The board of non-executive directors of Home REIT plc (ticker: HOME) (the "Board" or the "Directors") reports its annual results for the year ended 31 August 2022 ("FY22").

The Group had the investment objective in the period to seek to contribute responsibly to the alleviation of homelessness in the UK, deliver tangible social impact. This was to be achieved through targeting inflation-protected income and capital returns, by funding the acquisition and creation of a diversified portfolio of high-quality, well-located accommodation across the UK. On 21 August 2023, the Amended Investment Policy (defined as the investment policy approved by shareholders on 21 August 2023) was approved by shareholder resolution, which is summarised on page 12. On 16 September 2024, shareholders approved the New Investment Policy for the Managed Wind-Down of the Group.

The Group, a real estate investment trust ("REIT"), is listed on the Official List of the Financial Conduct Authority and was admitted to trading on the premium segment of the main market of the London Stock Exchange on 12 October 2020. As the Group did not publish its annual financial report within four months of the end of its financial year (as required by the Financial Conduct Authority's Disclosure Guidance and Transparency Rule 4.1.3) the listing of the Company's ordinary shares (each a "Share" and together, the "Shares") was suspended on 3 January 2023.

As non-executive directors, the Board relies upon information reported to it by the investment adviser, alternative investment fund manager ("AIFM") and other external parties including information regarding the quality of the Group's assets and tenants. Subsequent to the period end, material information has come to light which is in contradiction to the reporting provided to the Board during the period. The Directors have provided as much detail as they are able to within this Annual Report in order to provide a true and fair view of the financial statements, however in preparing the financial statements a number of judgements/assumptions have had to be made by the Directors, the details of which are included in Note 3 to the Group's consolidated financial statements (the "Consolidated Financial Statements").

The Company intends to bring legal proceedings against those parties it considers are responsible for wrongdoing. The Company has issued a pre-action letter of claim to Alvarium Home REIT Advisors Limited ("AHRA") (in liquidation), its former Investment Adviser. Shortly before issuance of the pre-action letter of claim, the Company was made aware that AHRA had appointed joint liquidators for the purpose of winding up the company. Notwithstanding this event, it remains important that all means of potential financial recovery are fully considered and that any wrongdoing is thoroughly investigated. The Company has also issued pre-action letters of claim to Alvarium Fund Managers (UK) Limited (its former AIFM) ("Alvarium FM") and AlTi RE Limited ("AlTi RE"), AHRA's former principal by virtue of an Authorised Representative Agreement. The Board cannot comment any further at this stage, as to do so may prejudice the Company's position in any potential proceedings. Any relevant announcements in this regard will be made to the market at the appropriate time.

Introduction and Highlights

This Annual Report covers the results forthe year ended 31 August 2022 ("FY22") and the background thatis relevantfor shareholders to review since the end of FY22. The Group is due to publish its results forthe year ended 31 August 2023 ("FY23") during the fourth quarter 2024.

The FY22 audited accounts had initially been delayed, following the publication of a report and allegations from third parties,to allow the Group's auditor, BDO LLP ("BDO"),to undertake an enhanced set of audit procedures in respect of FY22, and forthe Board to instruct Alvarez & Marsal Disputes and Investigations LLP ("A&M")to conduct an investigation into allegations of wrongdoing. Without waiver of legal privilege,the key findings ofthis report, including the arrangements forrefurbishment of properties, settlement ofrent arrears and arrangements with tenants which had not been broughtto the Board's attention by AHRA, (in addition to challenges raised by BDO) caused the Board to review the accounting treatmentfor acquisitions and revenue recognition and determine that revised accounting policies were required to appropriately accountforthe substance of historical acquisitions and lease contracts (referto Notes 2, 3 and 4 to the Consolidated Financial Statements).

The Board determined it was necessary to apply the revised accounting policies back to inception,review all historical acquisition and lease documentation; instructthird parties to undertake an internal inspection programme to determine the condition ofthe properties; and appoint Jones Lang LaSalle Limited ("JLL")to undertake valuations ofthe Group's entire property portfolio, on the basis offair value as at 31 August 2022. The application ofrevised accounting policies back to inception has resulted in the restatement ofthe 2021 comparatives (forthe period 19August 2020 to 31 August 2021) "FY21" in these accounts. Further details are provided in Note 4 to theConsolidated Financial Statements.

A summary of key events from Regulatory News Services ("RNS") announcements is included in Appendix 1. There is a Glossary of Defined Terms on pages 155 to 159.

Since the year end,there has been a change to the investment management ofthe Group:

• During the FY21 and FY22 period, AHRA was the appointed Investment Adviser and Alvarium FM was the appointed AIFM.
• AEW UK Investment Management LLP ("AEW" orthe "Investment Manager") was subsequently appointed Investment Manager and AIFM on 21 August 2023 and as such was notresponsible for managing the performance ofthe Group in line with the investment policy in place from IPO until 21 August 2023 (the "Original Investment Policy") during FY22.

Financial overview

• The Group acquired 1,528 investment properties for £597.4 million (including purchase costs) during the year(2021: 711 for £312.8 million), increasing the Group's portfolio to 2,239 properties in total.
• The portfolio was independently valued at £414.3 million as at 31 August 2022 (2021: £327.9 million). The properties have been valued on an individual basis. No portfolio premium has been applied.
• Decrease in fair value of properties of £452.9 million, representing 49.8% ofthe historical acquisition costs of £910.2 million (including purchase costs) (2021: increase of £14.0 million, 4.5% ofthe historical acquisition costs of £312.8 million).
• 39.1% ofthe portfolio (by number of properties, 46.3% by value) was valued on a vacant possession basis ("MV-VP"). JLL valued properties on a MV-VP basis when the property condition was judged to be very poor or worse or when a tenant was judged to be in poor financial condition or worse.
• The Group raised gross proceeds of £350 million in an oversubscribed follow-on equity issue in September 2021, followed by further gross proceeds of £263 million in an oversubscribed follow-on equity issue in May 2022.
• In addition to the Group's long term 12-year debt facility of £120 million, a further 15-year debtfacility of £130 million was secured with Scottish Widows Limited ("Scottish Widows" orthe "Lender") at an all-in fixed rate of 2.53% per annum forthe term in December 2021.
• The Loan-to-Value ratio ("LTV") at 31 August 2022 was 60.3% (excluding cash held in escrow pending delivery of security acceptable to the Lender) compared to the Group's borrowing policy cap of 35% and loan covenants of 50%.
• The Group held unrestricted cash balances totalling £74.5 million atthe year end (2021: £6.2 million).
• Loss before tax forthe year of £474.8 million (forthe period ended 31 August 2021: profit before tax of £16.1 million).
• Dividends paid in respect ofthe yeartotalling 5.50 pence per Share (2021: 2.5 pence per Share).
• 57.5% decrease in net asset value ("NAV") per Share to 43.76 pence as at 31 August 2022 (2021: 103.03 pence), primarily resulting from the decrease in the fair value of investment property reflecting the condition ofthe assets and the re-assessment of tenant covenant strength.
• The NAV totalreturn forthe year of -52.7% since 31 August 2021 (2021: 4.7%).

Portfolio and operating overview

• 2,239 properties as at 31 August 2022 (31 August 2021: 711 properties).
• The condition ofthe properties held as at 31 August 2022 have been assessed by JLL or by other parties engaged by the Group such as Vibrant Energy Matters Ltd ("Vibrant") whose reports were made available to JLL. Ofthe 2,239 properties 82.3% were internally inspected (from August 2023 to May 2024) and these have been assessed as 0.1% very good, 9.0% good, 64.0% fair, 20.0% poor and 6.9% very poor. Ofthose properties notinspected, 68% have been sold subsequentto 31 August 2022.
• 7.7% of properties were deemed unhabitable as at 31 August 2022 (31 August 2021: 7.3%) which includes the properties deemed as very poor by third party inspections as well as information provided by tenants and AEW's asset managementteam.
• The Group's portfolio was letto 29 different registered charities, community interest companies and otherregulated organisations. As at 31 August 2022,the Directors consider that 17 ofthese tenants are considered to be of weak covenant strength, with one tenantin administration.
• 100% ofthe income was index-linked and subjectto an annual collar and cap of 1% and 4%,respectively.
• The majority ofthe trade debtors outstanding at 31 August 2022 were subsequently settled, some in a non-traditional manner which is described more fully in Notes 3, 5 and 11 ofthe Consolidated Financial Statements. The remaining £1.9 million was fully provided as at 31 August 2022.

Post year end events

Investment Adviser and AIFM

On 4 January 2023,the Company announced that Alvarium RE Limited (now called AlTi RE Limited) had sold its wholly-owned subsidiary, AHRA,to AHRA's managementin exchange for a promissory note which was effective on 30 December 2022.

On 15 March 2023,the Company agreed with AHRA to terminate the Investment Advisory Agreement dated 22 September 2020 (the "IAA") (which governed the relationship between the Company and AHRA) with effectfrom 30 June 2023. On 22 May 2023,the Company appointed AEW to provide property advisory services and announced its intentto engage AEW as Investment Manager and AIFM afterreceipt of Financial Conduct Authority ("FCA") and shareholder approval for an amended investment policy.

On 21 August 2023,the Company terminated the Investment Management Agreement(the "IMA") (which governed the relationship between the Company

and Alvarium FM) and Alvarium FM ceased to act as AIFM following shareholder approval ofthe Amended Investment Policy. The same day the Company formally appointed AEW as Investment Manager and AIFM.

Director Changes

On 18 January 2024,the Company announced the appointment of Michael O'Donnell as an independent non-executive director succeeding Lynne Fennah as independent non-executive chair with immediate effect.

On 2 April 2024,the Company announced the appointment of Peter Williams as seniorindependent non-executive director with immediate effect and Management Engagement Committee Chair elect.

On 7 June 2024,the Company announced the appointment of Rod Day as an independent nonexecutive director with immediate effect and Audit Committee Chair elect.

Dividends

On 12 December 2022,the Company declared an interim dividend of 1.38 pence per share in respect of the period from 1 June 2022 to 31 August 2022, which was paid on 20 January 2023 to shareholders on the register as at 22 December 2022. This dividend was paid as a property income distribution ("PID").

On 16 February 2023,the Board announced that except for any distributions that would be required to maintain REIT status,thatit has ceased paying any further dividends until further notice.

Acquisitions and disposals

From 1 September 2022 to 30 November 2022,the Group acquired 232 new assets totalling £104.1 million (including purchase costs) of which £5.9 million related to certain works due to be completed by the vendor ("Seller's Works").

From 4 August 2023 to 10 October 2024,the Group exchanged on the sale of 1,491 properties for gross sales proceeds of £216.5 million, of which 1,228 properties had completed with gross sales proceeds of £169.7 million. Investment properties which were valued at £220.1 million in the 31 August 2022 Consolidated Statement of Financial Position were exchanged for £195.2 million. Ofthe proceeds received on completions, £120.1 million was applied againstthe outstanding loan balances. As of 10 October 2024, 263 properties have exchanged but not completed with a total gross sales value of £46.8 million.

Property Valuation

The investment properties held at 31 August 2023 have been valued as at 31 August 2023 by JLL with a fair value of £412.7 million.

Portfolio and operating overview — continued

Restricted cash

Ofthe cash held in lockbox accounts as at 31 August 2022, £34.2 million of cash was released to the Group after Home Holdings 2 Limited (a subsidiary ofthe Company) provided approved security to the Lender. The balance of £38.9 million was never released (appropriate collateral was never provided) with £30.0 million applied againstthe outstanding borrowings in April 2023 and the remaining balance of £8.9 million applied against outstanding borrowings in December 2023.

Cash held by solicitors as at 31 August 2022 of £18.3 million was used to fund a portion ofthe purchase price ofthe assets acquired as discussed above.

Ofthe retentions held by solicitors, £5.2 million has been released to the Company since 31 August 2022.

Viceroy Research Report and Subsequent Appointment of A&M

On 23 November 2022,the Company acknowledged that Viceroy Research LLP ("Viceroy Research") had issued a short-sellerreport dated 23 November 2022 (the "Viceroy Research Report"). On 30 November 2022, the Company published a detailed rebuttal, which was supported by a full verification process conducted by Stephenson Harwood LLP,the Company's primary legal advisers atthe time, based on formal representations from AHRA and Alvarium FM. Also on 30 November 2022, Viceroy Research issued a response to the rebuttal.

In late December 2022,the Board received information which resulted in the Board considering it appropriate to instruct A&M to conduct an investigation into allegations of wrongdoing, including matters raised in the Viceroy Research Report and the response thereto issued by the Company. On 5 May 2023, A&M delivered to the Company a detailed report. Without waiver of privilege,the key findings ofthe report were:

• arrangements with the Group's corporate tenants and vendors relating to the cost ofrefurbishment of properties were not broughtto the attention of the Board by AHRA, so thatthe Board was unable to consider whether a release of a vendor's liabilities forrefurbishment of properties was appropriate. These arrangements included a representative of AHRA, withoutthe knowledge or authority of the Board, entering into a settlement agreement on 8 December 2022 between the Group and various property vendors (the "Aggregators") whereby the Company would pay £0.7 million and purportedly waive any refurbishment claims against the Aggregators in relation to 488 properties held by the Group.

• the Board had not approved or been provided with information regarding alternative arrangements to settle outstanding rent arrears (as discussed in Notes 3, 5 and 11 to the Consolidated Financial Statements).
• there was limited evidence of detailed ongoing monitoring oftenants being undertaken by AHRA;
• AHRA provided inaccurate information about occupancy rates to The Good Economy Partnership Limited ("The Good Economy"), who had been commissioned by the Company to produce an independentreport on the Group's performance and social impact on an annual basis;
• certain connections between tenants existed that were not disclosed to the Board; and
• there existed certain undisclosed potential outside business interests and undeclared potential conflicts of interest between certain persons associated with AHRA and third parties.

Tenant matters and lease amendments

On 29 September 2022, AHRA entered into deeds of variation on behalf ofthe Group with N-Trust Homes CIC and Select Social Housing CIC (without Board knowledge) such that all leases with both tenants received a rent-free period with retroactive effect from 1 March 2022 and extending eighteen months to 31 August 2023 in exchange for changing the lease extension agreementfrom five years to ten years.

On 4 October 2022, AHRA entered into a deed of variation on behalf ofthe Group with ICDE Homes CIC (without Board knowledge) such that all leases with ICDE Homes CIC received a rent-free period with retroactive effectfrom 1 March 2022 and extending eighteen months to 31 August 2023 in exchange for changing the lease extension agreementfrom five years to ten years.

Since 31 August 2022, a number oftenants have surrendered leases or gone into creditors voluntary liquidation. Of leases associated with the tenants in place on the 2,239 properties owned by the Group on 31 August 2022, as atthe date ofthese accounts, 369 are still in in place, 452 properties have been turned overto a property managerresulting in the Group having directleases with the occupants, 349 are retenanted, and 1,069 have been sold.

Other Adviser Updates

On 29 October 2022,the Company appointed Jefferies International Limited as joint broker. The agreement with Jefferies International Limited was terminated on 1 February 2023. As described more fully in Note 19

Portfolio and operating overview — continued

to the Consolidated Financial Statements, Alvarium Securities resigned on 8 February 2023.

On 5 July 2023,the Company appointed Liberum Capital Limited ("Liberum") (now Panmure Liberum Capital Limited) as Capital Markets Adviser during the period in which the Company's shares are suspended from trading and will act as the Corporate Broker to the Company commencing on the date at which the Company's Shares are re-admitted to listing on the premium listing segment ofthe Official List and to trading on the main market ofthe London Stock Exchange.

On 13 February 2023,the Company appointed Smith Square Partners LLP ("SSP") as financial adviser and the relationship was terminated on 24 August 2023 with effectfrom 24 November 2023.

On 18 January 2023,the Company announced that AHRA had engaged sector specialist, Simpact Group, to perform a detailed review ofthe Group's portfolio and to monitor and assist with managing the Group's tenants, including rent collection and recovery of arrears. The contract was subsequently assigned to the Company from 1 July 2023 and the engagement was terminated with effectfrom 31 October 2023.

Lender Discussions

As a result ofthe property sales discussed above and application of lockbox amounts against the loan balance, as ofthe latest payment on 25 September 2024,the outstanding loan balances totalled £72.0 million.

On 19 June 2023 Scottish Widows imposed a Deferred Fee of 0.5% ofthe aggregate amounts outstanding on the two loans at each of 31 August 2023 and 30 November 2023, payable on the full and final repayment ofthe loan. On 4 December 2023 Scottish Widows imposed a further Deferred Fee effective from 30 November 2023 being the equivalent of 5.0% per annum on the aggregate amounts outstanding on the two loans as computed on a daily basis, payable atthe earlier of 28 June 2024 orthe full and finalrepayment ofthe loans. On 2 July 2024,the Deferred Fee was increased from 5% to 7% with effectfrom 1 July 2024 untilthe fullrepayment ofthe loan. The Lender expects the two loans and all contractual interest and Deferred Fees (which are estimated to be £9.1 million in December 2024)to be fully repaid no laterthan 31 December 2024.

Potential Litigation/FCA Investigation

A pre-action letter of claim has been sentto the Company by Harcus Parker Limited ("Harcus Parker") on behalf of certain shareholders ofthe Company. On 5 March 2024,the Company announced thatit

intends to bring legal proceedings againstthose parties it considers are responsible for wrongdoing. On 12 April 2024,the Company issued pre-action letters of claim to Alvarium FM and AlTi RE. On 29 May 2024,the Company issued a pre-action letter of claim to AHRA.

On 13 February 2024,the Company announced thatit had been notified by the FCA of its commencement of an investigation into the Company covering the period from 22 September 2020 to 3 January 2023.

Alternative performance measures

The Group presented various European Public Real Estate Association ("EPRA") Performance Measures and other Key Performance Indicators in the Management Reportforthe period ended 31 August 2021. Given the significant number and quantum of non-recurring adjustments recorded in these 2022 financial statements,the Board does not considerthat such performance measurements will benefitthe user ofthese financial statements and accordingly, we are not presenting any EPRA Performance Measures in these Report and Accounts. The Board will, however, continue to keep the presentation of EPRA measurements underreview.

Strategic report

• Chair's statement
• Managementreport
• ESG report
• Key performance indicators
• Strategic overview
• Principalrisks and uncertainties
• Going concern and viability statement

6 Home REIT plc | Annual Report | Forthe year ended 31 August 2022

Chair's statement

Dear shareholder,

As previously announced,the Group has faced unprecedented challenges including:

• investigations into allegations of wrongdoing;
• substantialtenant arrears;
• tenantliquidations;
• the termination of AHRA as the Investment Adviser and Alvarium FM as the AIFM;
• suspension of its shares;
• a potential group action againstthe Company and the directors atthe time thatthe shares were suspended;
• appointment of a new valuer;
• a comprehensive inspection programme;
• the commencement of an FCA investigation into the Company;
• a demand by the Group's Lender, Scottish Widows, forthe repayment of its loans; and
• substantial delays to the publication ofthe Group's Annual Report.

There has been a substantial loss and decrease in NAV forthe period,the principal causes of which are outlined in the post balance sheet activities and findings impacting reporting period results section below. I have set out below statements of fact, without waiver of legal privilege, and although this provides a true and fair view ofthe state ofthe Company and Group, I am unable to elaborate with further details as to do so may prejudice the Company's position in any potential proceedings.

Legal privilege includes confidential documents and communications between lawyers, clients, and/orthird parties, which come into existence forthe dominant purpose of being used in connection with actual or pending litigation orforthe dominant purpose of seeking legal advice. Legal privilege creates an absolute rightto protect and withhold inspection of such documents and communications.

Corporate Governance

The Company is an externally managed REIT and has no employees and only non-executive directors. The non-executive Board is responsible forleading and controlling the Group and has overall authority for the management and conduct ofthe Group's business, strategy and development. In orderto fulfilthese obligations,the Board appointed Alvarium FM and AHRA to provide (amongst otherthings) investment management and advisory services.

The Board has substantialreal estate, financial and commercial experience and has established appropriate committees (including Audit Committee and Management Engagement Committee), which meet on a regular basis. Further detail on the Group's governance is provided in the Corporate Governance Statement on page 51 and in Appendix 2.

The AIFM and the Investment Adviser

Alvarium FM was the appointed AIFM during the period, by way ofthe IMA. Alvarium FM was responsible, inter alia, for managing the assets ofthe Group in accordance with the Original Investment Policy and for ensuring thatthe Company complied with its Original Investment Policy. The Company and Alvarium FM appointed the Investment Adviser, AHRA, by way of the IAA to provide certain services in relation to the Group, including sourcing and advising on investments for acquisition, due diligence in relation to proposed investments and on-going tenant and property monitoring.

In January 2023,the Board instructed A&M to conduct an investigation into allegations of wrongdoing, including matters raised in the Viceroy Research Report. On 5 May 2023, A&M delivered to the Company a detailed report. Without waiver of privilege,the key findings ofthis report were:

• arrangements with the Group's corporate tenants and vendors relating to the cost ofrefurbishment of properties were not broughtto the attention of the Board by AHRA, so thatthe Board was unable to consider whether a release of a vendor's liabilities forrefurbishment of properties was appropriate. This included a representative of AHRA, without the knowledge or authority ofthe Board, entering into a settlement agreement on 8 December 2022 between the Group and the Aggregators whereby the Group would pay £0.7 million and purportedly waive any refurbishment claims againstthe Aggregators in relation to 488 properties.
• the Board had not approved, or been provided with information regarding alternative arrangements to settle outstanding rent arrears;
• there was limited evidence of detailed ongoing monitoring oftenants being undertaken by AHRA;
• AHRA provided inaccurate information about occupancy rates to The Good Economy;
• certain connections between tenants existed that were not disclosed to the Board; and
• undisclosed potential outside business interests, and undeclared potential conflicts of interest as between certain persons associated with AHRA and third parties.

Due to information that came to light which was in contradiction to reporting previously provided to the Board by AHRA and Alvarium FM during the period, together with low rent collection and further evidence of material information being withheld from the Board, on 15 March 2023,the Board agreed with AHRA by way of letter of agreementthatthe Company was entitled to terminate the IAA on or before 30 June 2023. On 30 June 2023,the IAA was terminated. On 25 May 2023, the Company and Alvarium FM agreed by way of variation agreement, as further varied on 18 July 2023, thatthe IMA would be varied to allow fortermination immediately upon the Company giving notice in writing to Alvarium FM, provided such notice was given by notlaterthan 31 August 2023, or upon either party giving notless than six months' notice in writing. On 21 August 2023,the Company terminated the IMA.

Contrary to AHRA's reporting to the Board, post period end investigations by AEW have determined the following:

• most ofthe properties acquired were not highquality accommodation and most were acquired subjectto Seller's Works obligations. Post period end, JLL, based on its own inspections and the work of Vibrant and others, has assessed the condition of 90.9% of properties as fair or worse (ofthose properties which were internally inspected);
• no reliable data existed for monitoring underlying occupancy. As atthe date of inspection by Vibrant (from August 2023 onwards), ofthe 2,239 properties owned at 31 August 2022, 50.6% were considered occupied, 13.3% were considered unoccupied, 36.1% were inspected by a firm otherthan Vibrant (who made no comment on occupation) and 17.7% remain uninspected (of which 68.2% have been sold subsequentto year-end).
• no data existed for determining the monitoring of accommodation backed by exemptrentfrom local authorities; and
• the majority oftenants were poorly capitalised and lacked long-term operating track records, orthe benefit of local authority support. In some instances, for example, single family homes,the rent burden underthe original lease was considered unsustainable based on the location, lay-out, use and condition ofthe property.

The Company has now issued a pre-action letter of claim to its formerInvestment Adviser, AHRA. Shortly before issuance ofthe pre-action letter of claim,the Company was made aware that AHRA had appointed jointliquidators forthe purpose of winding up the company. Notwithstanding this event, itremains importantthat all means of potential financialrecovery are fully considered and that any wrongdoing is thoroughly investigated. The Company has also issued pre-action letters of claim to Alvarium FM (its former AIFM) and AlTi RE. The Board cannot comment any further atthis stage, as to do so may prejudice the Company's position in any potential proceedings.

Post Balance Sheet Activities and Findings Impacting Reporting Period Results

The following is a high-level summary of significant matters impacting financialresults with further detail provided in the Management Report.

Accounting treatment and prior year adjustments

As a consequence of information that came to light post year end,the Board has revised its accounting treatmentin respect ofthe treatment of acquisition of investment properties,rental property income and lease inducements. The revised accounting treatmentis as a result of a review of all historical acquisition agreements (each an "SPA"), assessment of acquisition surveyorreports, verification againstthe current property inspection programme and review ofthe relationships between vendor and tenants. The revisions to the accounting policies are detailed in Note 2 to the Consolidated Financial Statements with Note 3 to the Consolidated Financial Statements providing further detail on the significant accounting judgements based on information available to the Group.

The revisions of accounting policies have resulted in prior period adjustments totalling £4.8 million in additional losses and reduction in NAV as detailed in Note 4 to the Consolidated Financial Statements with furtherinformation provided in the Management Report beginning on page 15.

Quality of assets

Although the Board was notrequired, and indeed was not asked,to approve the proposed acquisitions, prospective property acquisitions were presented to the Board (and to valuers and insurers) as being high-quality properties suitable for homeless accommodation in line with the Original Investment Policy. After detailed reviews ofthe SPAs by AEW,the Board now understands that most properties were acquired subjectto a vendor obligation to complete Seller's Works. Acquiring properties requiring significantimprovements/redevelopmentrequired Board approval as a variation from the Original Investment Policy, which was neverrequested and therefore never granted. Underthe standard SPA,the vendor had a contractualrequirementto make the necessary improvements within a specified period oftime. The contracts, however, generally provided limited recourse ifthe vendor did not complete the necessary improvements post-acquisition. Many vendors did not complete the works which resulted in the Company overpaying for properties due to their condition.

JLL has assessed the condition ofthe portfolio post period end, based on its external inspections and the findings ofthe comprehensive inspection programme carried out between August 2023 and May 2024. The

condition of properties were classified as either very good, good, fair, poor or very poor(see Note 3 to the Consolidated Financial Statements). Ofthe 2,239 properties owned at 31 August 2022, 82.3% have been internally inspected with 90.9% ofthese having been assessed as fair or worse. This re-assessment ofthe quality ofthe assets has contributed to the reduction in valuation ofthe properties as at 31 August 2022.

Quality oftenants

In line with the Original Investment Policy,the Group had intended to acquire assets let or pre-letto tenants with robust financials and a proven long-term operating track record operating across a diverse range of homeless sub sectors and locations. Following furtherinvestigation by the Board and AEW, it has been determined thatthe majority oftenants lacked longterm operating track records and were not financially robust. They were operating assets, many of which were of a condition which meantthey could not achieve approvalto obtain exemptrents, and this made paying rent very difficult without support. The Company and the Directors were not aware, and indeed had not been informed, ofthis atthe relevanttime. The Board understood atthe time that AHRA had close links to the local authorities and it has since become apparentthat this was notthe case.

As at 31 August 2022, one tenantrepresenting less than 3% ofthe annualrent ofthe Group was in voluntary administration, and the leases were subsequently assigned to anothertenant post year end. Whilst all but £1.9 million ofthe £7.8 million arrears at 31 August 2022 were recovered post year end (see Note 11 to the Consolidated Financial Statements), 17 of the 29 tenants are considered to be of weak covenant strength representing 68.3% of properties and 66.6% of annual contracted rent as at 31 August 2022. One tenant had entered administration as at 31 August 2022 and a further 11 tenants entered into voluntary administration post period end,representing 53.9% of properties and 62.1% of annual contracted rent as at 31 August 2022. The poor financial condition of certain tenants also contributed to the reduction in the value ofthe property valuation (see further commentary below).

Portfolio Valuation

JLL has independently valued the Group's portfolio in accordance with the RICS Valuation – Professional Standards. As at 31 August 2022,the Group's portfolio had a market value of £414.3 million,representing 45.5% ofthe historical acquisition costs of £910.2 million (including purchase costs). The reduction in the property valuation is principally a result of a re‐assessment ofthe quality ofthe assets and the covenant strength ofthe tenants. The assessment ofthe condition ofthe properties and the covenant

strength oftenants as at 31 August 2022 resulted in 39.1% (by number of properties, 46.3% by value) ofthe portfolio being valued on a vacant possession basis forthe 31 August 2022 valuation. Where a valuation has continued to be prepared on an investment basis, limitations on the duration ofthe income streams have been applied to accountforthe covenant strengths ofthe tenants, and the high rentlevels demanded underthe leases, see further detail in Note 9 to the Consolidated Financial Statements.

The 2021 valuation prepared by Knight Frank LLP ("Knight Frank") valued each asset on the investment approach. Having retrospectively considered the substance ofthe transactions and considered the level of works required,the Directors now consider thatthe substance of some transactions was that of a forward funding arrangement. As described more fully in Note 9 to the Consolidated Financial Statements, the Directors have deducted the estimate of prepaid Seller's Works from the fair value ofthe Knight Frank valuation. Additionally, as discussed in Notes 3 and 4 to the Consolidated Financial Statements, the Directors also considerthatthe substance of entering into simultaneous acquisition and leasing transactions resulted in the indirect payment of lease inducements and the accounting should be corrected accordingly. These amounts have also been deducted from the value ofthe Knight Frank valuation, including adjustmentfor associated amortisation. The Directors have also considered whetherthe 31 August 2021 Knight Frank valuation required additional adjustments and concluded that no further adjustments were required.

Equity Issues

The Group commenced business operations on 12 October 2020 when the Shares ofthe Company were admitted to trading on the premium segment ofthe main market ofthe London Stock Exchange, with gross proceeds of £240 million being raised in the Group's IPO, followed by equity issues in September 2021 raising gross proceeds of £350 million, and in May 2022 raising gross proceeds of £263 million from a broad range of investors. The total gross proceeds raised since IPO were £853 million.

Financial Results

Net asset value

The NAV has increased from £247.9 million (restated as at 31 August 2021)to £345.9 million as at 31 August 2022. Once the net proceeds from the share issuance during the period of £601.2 million are considered,this is a decrease in NAV of £503.2 million from the restated August 2021 NAV. This decline is principally due to:

• i. decrease in fair value ofinvestment property of £452.9 million (Note 9 to theConsolidated Financial Statements),reflecting the condition ofthe assets and the assessment oftenant covenant strength as detailed above;
• ii. write off of Seller's Works of £11.9 million in the period ended 31 August 2022;
• iii. an impairment charge on the value of lease inducements of £28.3 million;

The NAV per Share has decreased to 43.76 pence as at 31 August 2022, a decrease of 57.5% from the 103.03 pence as at 31 August 2021 (restated).

Earnings

The loss before tax ofthe Group forthe period to 31 August 2022 was £474.8 million (restated period to 31 August 2021: £16.1 million profit before tax).

Dividends

The Group paid its sixth dividend of 1.38 pence per Share on 9 September 2022. A furtherinterim dividend of 1.38 pence per Share was declared on 12 December 2022 and paid on 20 January 2023 in respect ofthe quarter ended 31 August 2022. Dividends declared in relation to the financial yearto 31 August 2022 equalled 5.50 pence per Share, in line with initialtargets.

The Board approved these distributions based on draft financial statements and forecasts provided by AHRA and to ensure it distributed Property Income, as defined, in orderto comply with REIT regulations. In addition,the Board considered thatit had the substantial Special Distributable Reserve (Note 17 to the Consolidated Financial Statements) which could cover any imprecision in AHRA's estimates.

The Board has since reviewed the decision to declare the interim dividend declared on 12 December 2022; had the Board been provided with all material information known by AHRA and Alvarium FM atthe time including the poorrent collection and the deteriorating financial position ofthe tenants,the Directors would not have declared this dividend.

Financing

On 1 December 2021,the Group entered into a 15-year, interest only, £130 million loan agreement with Scottish Widows at an all-in fixed rate of 2.53% per annum, expiring in December 2036. The loan was fully drawn down on 28 February 2022, butfull use was subjectto meeting conditions on assigning collateral.

Chair's statement — continued

Together with the 12-yearloan agreement with Scottish Widows entered into in December 2020 for £120 million at an all-in rate of 2.07% per annum forthe duration of the loan term, due forrepaymentin December 2032, these facility arrangements were intended to provide protection againstthe prevailing environment of increasing interestrates, given the long-term fixed rate of interest.

The Group has repaid post period end a total of £178.0 million as atthe date ofthese accounts comprising £159.0 million of cash and £19.0 million in Net Break Gains.

Certain financial penalties have been imposed by the Lenderin respect ofthe loan facilities to incentivise repayment ofthe loans as soon as possible. After reporting loan covenant breaches in January 2023, the Lender extended the initial waiverletter dated 29 January 2023 and has issued new waiverletters priorto the expiry of each previous waiver period. The current waiverletterrelates to matters including financial covenants, an adverse change in the position ofthe Company and its subsidiaries, a failure to deliver audited accounts and otherinformation,the suspension ofthe shares ofthe Company on the London Stock Exchange and the tax status ofthe Company. The current waiverletteris scheduled to expire 31 October 2024.

The Group is incurring Deferred Fees, which are estimated to total £9.1 million atrepaymentin December 2024, payable on full and finalrepayment of the loans of:

• 0.5% ofthe aggregate amounts outstanding on the two loans at each of, 31 August 2023 and 30 November 2023; and
• 5.0% per annum on the aggregate amounts outstanding on the two loans as computed on a daily basis from 30 November 2023 and increased to 7% from 1 July 2024 untilthe loan is fully repaid.

Scottish Widows has advised thatits objective is forrepayment ofthe loan balance priorto 31 December 2024.

Limitations of scope in audit opinion

The auditors were unable to express an opinion on the financial statements as a result ofthe limitations in scope arising from the challenges in assessing condition ofthe properties at acquisition,the treatment ofreceipts,the conditions being met around the release ofretentions and the completeness of related party transactions and disclosures. Detail on these limitations,the areas ofthe financial statements affected and how these have been considered by the Directors is included in the report ofthe Audit Committee beginning on page 59.

Post-balance sheet matters

The post balance sheet events are detailed in Note 26 to the Consolidated Financial Statements and further detail provided in the Management Report from page 21.

Investment Manager asset managementinitiatives

Following a rigorous selection process,the Board appointed AEW as Property Adviser on 22 May 2023 and as Investment Manager on 21 August 2023 following shareholder approval ofthe Amended Investment Policy.

AEW as the Investment Manager continued its efforts to stabilise the financial position ofthe Group and rationalise the portfolio. Key initiatives are outlined below:

• As part ofthe stabilisation strategy AEW continues to undertake a comprehensive property condition review and data collection exercise ofthe property portfolio. Analysis ofthe underlying property condition is paramountto determine property suitability, capital expenditure requirements and income and capitalreturn prospects;
• AEW has engaged in tenant-by-tenantrestructuring negotiations to unlock access and information on the condition ofthe underlying properties. The primary focus has been on obtaining control of the portfolio with legal action being taken against selected non-performing tenants. The Company has progressed negotiations with a number of tenants to facilitate restructuring of leases and rationalisation ofthe portfolio;
• The inspection programme has been wound down with 82.3% ofthe portfolio internally inspected as at 31 May 2024 on the basis thatthe remaining properties have been difficultto access. Those properties may be inspected once they are back under control ofthe Group. Ofthose properties notinspected, 68.2% have been sold subsequent to 31 August 2022;
• The speed at which AEW can re-tenant properties had been hampered by the lack of information on the underlying properties and leases in place to non-performing tenants. As the inspection process is effectively completed, AEW expects the retenanting program can accelerate;
• AEW continues to engage, where possible, with providers of various forms of Social Use accommodation. Social Use includes real estate used to house vulnerable individuals including but notlimited to: homeless, ex-service men and women, individuals fleeing domestic abuse, vulnerable women, prison leavers, asylum seekers, refugees, foster care leavers, care leavers, anyone experiencing substance misuse, mental illness, or disability;
• Rent collected on operating leases including arrears represents an average of 11% ofthe rentinvoiced forthe period 1 September 2023 to 31 August 2024. AEW continues to work with selected tenants on payment plans. Itis anticipated thatrent collection will fluctuate month on month in the nearterm as AEW continues to work on stabilising the portfolio and pursues legal action where necessary;
• AEW continues engagement with the Company's shareholders, which includes quarterly retail shareholder webinar and monthly updates distributed by RNS;
• Since August 2023 to 10 October 2024,the Group has completed on the sale of 1,219 properties and exchanged on a further 273 properties. The gross proceeds from properties sold and exchanged totals £216.7 million, which in aggregate is in line with the August 2023 draft valuation.

FCA investigation/Potential litigation

The Company announced on 13 February 2024 the commencement of an investigation by the FCA into the Company. The Company and the Directors will cooperate fully with the FCA in its work.

A pre-action letter has been sentto the Company by Harcus Parker on behalf of certain shareholders ofthe Company. No legal proceedings have been issued atthis stage. The letter alleged thatthe Company, along with certain other parties, provided information to investors which was false, untrue and/or misleading. The Company has issued a comprehensive response to Harcus Parker and correspondence is continuing between the parties. The Company intends to vigorously defend itself in respect ofthe threatened litigation and has denied the allegations made againstit.

The Company intends to bring legal proceedings againstthose parties it considers are responsible for wrongdoing. To that end,the Company has itself issued pre-action letters of claim to Alvarium FM, AlTi RE and AHRA. The Company cannot commentfurther at this stage, as to do so may prejudice the Company's position in any potential proceedings.

Amended Investment Policy and Stabilisation Period

Shareholders approved the Amended Investment Policy on 21 August 2023. The Amended Investment Policy changes aimed to ensure the Group was able to continue to operate in the sector and preserve its longer-term social objective of helping to alleviate homelessness in the UK. The principal changes were:

• providing the flexibility to stabilise the Group's financial position, with a focus on maximising income and capitalreturns from the existing portfolio of assets;
• allowing the flexibility to explore demand for all residential uses in the Stabilisation Period (defined as the period perthe Amended Investment Policy, beginning from 21 August 2023 and ending on 21 August 2025, or such later date (not being later than 21 August 2026) approved by the Board, during which the Company will have the objective of stabilising the Group's financial condition through initiatives to maximise income and capitalreturns by investing in a portfolio of UK residentialreal estate and from other Social Use occupier groups; and
• aligning the Amended Investment Policy with the demands and needs ofthe underlying occupants together with Local Authorities, Charities, Registered Providers and Housing Associations, particularly in respect of lease terms.

Directors

I was appointed to the Board on 18 January 2024,to succeed Lynne Fennah as Independent Non-Executive Chair. Peter Williams was appointed on 2 April 2024 as SeniorIndependent Non-Executive Director and as Management Engagement Committee Chair designate replacing Simon Moore in this role. Rod Day was appointed as Independent Non-Executive Director on 7 June 2024 and is the Audit Committee Chair designate. The Company has previously announced the intention ofthe four Directors in office atIPO to step down on publication ofthe accounts forthe year ended 31 August 2022 and 31 August 2023.

Managed Wind-Down and New Investment Policy

On 5 February 2024,the Group announced thatit had commenced a re-financing process to consider alternative finance options forthe Company. On 17 June 2024,the Company announced thatit had been unable to secure a re-financing of its existing debtfacility on terms thatit could recommend to shareholders, despite extensive and advanced discussions with a potential lender. The re-financing ofthe debt was a key component ofthe continued advancement ofthe stabilisation strategy discussed above and as adopted in August 2023. As the refinancing had not been possible,the Company also announced thatit was considering a number of options both to re-pay the outstanding debt and provide an optimised resolution for shareholders, which may include a more extensive realisation strategy. The Board and AEW continued to engage with Scottish Widows which advised thatits objective is for repayment ofthe loan balance in the shortterm and no laterthan 31 December 2024.

Subsequentto concluding thatthe re-financing was no longer viable,the Board conducted a fullreview of the stabilisation strategy and whilstitrecognised that there is an opportunity to add value to the portfolio at a property level, it concluded thatthis strategy faced considerable challenges. These included a high fixed corporate cost base,required due to the REIT structure and as a result ofthe issues being dealt with by the Company atthis time, and the requirement for capital expenditure to drive an increase in rental value. In addition,the Board was aware thatthe size ofthe vehicle following the repayment of debt may be considered too small by many investors when considering its future as a listed REIT.

As a result ofthese factors and having carefully considered the range of options available forthe Company,the Board concluded thatit was in the best interests of shareholders to propose a managed winddown strategy forthe Company pursuantto which the assets ofthe Group would be sold with the objectives of optimising remaining shareholder value and repaying the Group's loan balance (the "Managed Wind-Down"). The implementation ofthe proposed Managed Wind-Down required a further change to the Company's investment policy. Accordingly, on 16 September 2024, shareholders approved the New Investment Policy, which is intended to allow the Company to realise all the assets in its property portfolio in an orderly manner with the view to repaying borrowings and making timely returns of capitalto shareholders whilst aiming to optimise the value ofthe Group's assets.

Full details ofthe New Investment Policy are on page 29.

Outlook and Approach to the Managed Wind-Down

Itis expected thatthe Company, via AEW, will adopt a broad and managed approach to the disposal of assets, with a view to optimising value for shareholders. Although it will be necessary to realise a proportion ofthe property portfolio before 31 December 2024 to meetthe requirements of Scottish Widows and repay the outstanding debt, sales will otherwise be structured and executed with the intention of achieving best value and minimising disruption to the underlying occupiers ofthe properties. A decision on the preferred method of disposal will be determined by a number of factors, including property condition, location,tenant type and lease terms.

During the Managed Wind-Down, asset management initiatives will be focused on adding value to properties and preparing them for sale to maximise liquidity. In addition, given the Company's originally stated objective of providing accommodation forthe homeless,the realisation process will be managed in a way to minimise impact and disruption to underlying, vulnerable occupiers. In thatrespect, as previously announced, a largerthan expected proportion ofthe portfolio is PRS ratherthan homeless accommodation backed by exemptrents from local authorities.

The Company will continue to provide regular updates during the Managed Wind-Down, however this, and the level of disclosure included, will be reviewed throughoutthe process in orderto protect the Company's commercial interests and allow disposals to be completed in a mannerthat preserves shareholder value.

Return of capitalto shareholders

Itis the intention ofthe Board following the repayment ofthe Group's outstanding debtfacilities that capital will be returned to shareholders upon the completion ofthe realisation strategy. However, shareholders should be aware thatthe ability ofthe Company to make distributions to shareholders will be constrained whilstthe Company faces potential group litigation and an FCA investigation. At present,the Board is unable to assess properly its ability to make distributions under the applicable legalrequirements. In addition,the Company expects to retain capitalto meet corporate costs and allow itto pursue legal action againstthose it considers responsible for wrongdoing.

The most appropriate timing and mechanism to return capitalto shareholders will be determined in due course.

Chair's statement — continued

Financial statements and restoration of listing

The audited results forthe year ended 31 August 2023 have been prepared in parallel and, along with interim results forthe periods to 28 February 2023 and 29 February 2024 respectively, are expected to be published during the fourth quarter. Following publication of all outstanding financial information, the Company willthen be able to apply to the FCA for a restoration of its listing and the recommencement of trading on the London Stock Exchange.

Further details regarding the expected timetable forrestoration of listing will be announced upon publication ofthe above financial information and the Company expects to engage with shareholders ahead ofthis important event.

The Board shares shareholders frustrations on the progress ofthe Company and despite substantial efforts to stabilise the business,the Company continues to face extensive financial and operational challenges. Againstthis backdrop and in light ofthe expected reduced size ofthe Company's portfolio, the Board concluded thatthe best course of action to optimise remaining shareholder value was the Managed Wind-Down. I would again like to thank shareholders fortheir ongoing patience and support as we strive to address, and seek redress for,the issues facing the Company.

Michael O'Donnell

Chair

10 October 2024

Management report

Introduction

AHRA was the appointed Investment Adviser and Alvarium FM was the appointed AIFM during the period.

Following approval by the shareholders ofthe Amended Investment Policy atthe General Meeting held on 21 August 2023, AEW was appointed the Investment Manager and AIFM ofthe Company and as such is not responsible forthe performance ofthe Group in the yearto 31 August 2022.

The below detail is intended to provide stakeholders with an understanding ofthe key matters and key accounting treatment which has impacted these financial statements. The revised accounting policies are detailed in Note 2 to the Consolidated Financial Statements with Note 3 to the Consolidated Financial Statements providing further detail on the significant accounting judgements based on information available to the Group and Note 4 to the Consolidated Financial Statements detailing the prior period adjustments.

As perthe IPO prospectus,the Board engaged AHRA and Alvarium FM to acquire a diversified portfolio of high-quality properties in accordance with the Original Investment Policy and investmentrestrictions with the following key investment considerations:

• 1. properties provide high-quality accommodation to homeless and vulnerable individuals in need of housing;
• 1. properties demonstrate strong residual land value characteristics;
• 1. properties are let or pre-letto robusttenants on long-term leases (typically 20 to 30 years to expiry or first break);
• 1. leases are 'triple net, fullrepairing and insuring leases'; and
• 1. rents are to be supported by Local Housing Allowance payments and rentreviews are inflationlinked or contain fixed uplifts.

Underthe Original Investment Policy atIPO, the Company was to be dedicated to tackling homelessness in the UK targeting a wide range of sub-sectors within homelessness including, but not limited to, women fleeing domestic violence, people leaving prison, individuals suffering from mental health or drug and alcohol issues and foster care leavers. The Company would neither undertake any direct development activity nor assume any development risk. However,the Company could investin fixed-price forward funded developments, provided they were preletto an acceptable tenant and full planning permission was in place, both at signing.

These characteristics were required in orderto provide income security, valuation stability and low cost financing.

Investment Properties

Acquisition of properties

The Group acquired 1,528 properties during the period with a total of 2,239 properties held as at 31 August 2022. Each acquisition was supported by a valuation from Knight Frank.

Following AEW's review of all historical acquisition agreements, assessment ofthe building condition at acquisition and review ofthe relationships between vendors and tenants, a portion ofthe purchase price was allocated to Seller's Works and either a lease incentive asset(where a property was considered habitable at acquisition) or a debtor(where the property was considered unhabitable at acquisition). Further detail is provided in Notes 2, 3 and 4 to the Consolidated Financial Statements.

The below provides a reconciliation ofthe total acquisition costfrom inception to 31 August 2022 of £910.2 million.

	31 August 2022	31 August 2021
As at	£ million	£ million
Investment property
(including purchase costs)	543.5	289.7
Prepaid Seller's Works
recognised as receivable	19.0	4.8
Lease inducements where
building is considered as habitable	32.0	16.7
Lease inducement where building is considered
as unhabitable	2.9	1.6
Total acquisition cost
(including purchase costs)	597.4	312.8

Seller's Works

Although the Board was notrequired, and indeed was not asked,to approve the proposed acquisitions, completed or prospective property acquisitions were presented to the Board (and subsequently to valuers and insurers) as being high-quality properties suitable for homeless accommodation in line with the Original Investment Policy. After detailed reviews of the SPAs by AEW,the Board now understands that most ofthe properties acquired were subjectto an obligation forthe vendorto complete Seller's Works within a specified period. The vendor was typically given between 6 and 12 months to complete the Seller's Works (the "Seller's Works Longstop Date" or "SWLD").

Underthe standard SPAs,the Group had limited recourse againstthe vendorif it did notfulfil contractual obligations to improve the property postacquisition.

Post year end, extensive review by AEW has identified that sufficient documentation was not always maintained or available, in terms of building survey or condition reports as atthe date of acquisitions and as such the Board has made a number of assumptions and estimates in determining pre-paid Seller's Works. Furtherinformation is contained in Note 3 to the Consolidated Financial Statements.

As discussed in Note 11 to the Consolidated Financial Statements,the Group wrote-off £11.9 million in respect of 608 properties forthe financial year ended 31 August 2022 and £3.7 million in respect of 211 properties forthe period ended 31 August 2021 for which the vendor had not completed the Seller's Works by the SWLD and the Group had limited legal or financial recourse to enforce the vendorto complete the works.

Retentions

In some SPAs, a retention was required to be held by an independent party atthe acquisition date to be released upon completion ofthe contractual obligations or at fixed dates in the future. The Group had not appropriately accounted forthese amounts in the 2021 Annual Report and those accounts have been restated in the current year comparative Consolidated Financial Statements by establishing the retention as an asset which is reclassified into investment property, with a corresponding liability, as disclosed in Note 4 to the Consolidated Financial Statements. The entry is reversed upon eitherthe satisfactory completion ofthe contractual obligation or atthe fixed dates (ifthe only condition forrelease is the passage oftime) orreversed upon receipt ofthe retention cash ifthe necessary condition forrelease was not met. This had no P&L impactin the current or prior period.

Property condition

The Group appointed Vibrantin August 2023 to undertake an internal property inspection programme and appointed JLL in July 2023 as the independent valuer. This comprehensive inspection programme has led to a significantre‐assessment ofthe quality of the property assets. Ofthe 2,239 properties owned as at 31 August 2022 JLL externally inspected 2,170 properties, comprising 97.0% ofthe Group's property portfolio. Ofthese externally inspected properties, JLL internally inspected 195 properties. Vibrant, JLL or otherthird parties also undertook internal inspections on 1,843 properties from August 2023 to May 2024. Based on the results ofthe inspection programme, JLL has assessed the condition ofthe properties as

0.1% very good, 9.0% good, 64.0% fair, 20.0% poor and 6.9% very poor. Ofthe properties which were not inspected 270 properties have been sold, of which 228 have completed.

JLL has considered the quality ofthe assets in reaching its assessment of value, with properties considered unhabitable being valued on a vacant possession basis. Further, many properties were found to be in need of extensive renovation before being capable of occupation, orreconfiguration to provide an appropriate number ofrooms to suitthe local market. In such cases,the market value was adjusted downwards accordingly.

Property valuation

The Group's portfolio has been independently valued by JLL in accordance with the RICS Valuation Professional Standards. As at 31 August 2022,the Group's portfolio had a market value of £414.3 million representing 45.5% ofthe historical acquisition costs of £910.2 million (including purchase costs). The reduction in the property valuation is principally a result of a re‐assessment ofthe quality ofthe assets and the covenant strength ofthe tenants, several of which have gone into liquidation post period end.

In determining the fair value as at 31 August 2022, JLL has used a combination of valuation bases, adopting an investment valuation for 60.9% ofthe portfolio and MV-VP value for 39.1% ofthe portfolio. In all cases, JLL has considered the rental value forthe existing uses ofthe properties and Local Housing Allowance ("LHA")rates.

Whilst all properties within the portfolio were subject to a lease,the security ofthe unexpired term forthese leases differs across the portfolio depending on the covenant strength ofthe tenant. Fortenants with a weak covenant strength, or where a property was deemed unhabitable JLL disregarded the leases and valued the properties on the basis of MV-VP.

Where a valuation has been prepared on an investment basis, limitations on the duration ofthe income streams have been applied to accountforthe covenant strengths ofthe tenants, and the above-marketrent levels demanded underthe in-place leases. JLL capped the unexpired lease term at 5 years due to the lack of confidence in those tenants being able to fulfiltheir lease obligations. Furthermore, forthose properties which are subletto a tenant with a strong covenant, JLL ignored the primary in-place lease and instead capitalised the sublease passing rentforits remaining term (up to eight years). Where a property has a high passing rentin comparison to JLL's opinion of MV-VP, JLL capped the fair value at 150% of MV-VP.

The 2021 Knight Frank valuation valued each asset on the investment approach. Having retrospectively considered the substance ofthe transactions and considered the level of works required,the Directors now considerthat the substance of some transactions was that of a forward funding arrangement. As described more fully in Note 9 to the Consolidated Financial Statements,the Directors have deducted the estimate of prepaid Seller's Works from the fair value ofthe Knight Frank valuation. Additionally, as discussed in Notes 3 and 4 to the Consolidated Financial Statements,the Directors also considerthatthe substance of entering into simultaneous acquisition and leasing transactions resulted in the indirect payment of lease inducements and the accounting should be corrected accordingly. These amounts have also been deducted from the value ofthe Knight Frank valuation, including adjustmentfor associated amortisation. The Directors have also considered whetherthe 31 August 2021 Knight Frank valuation required additional adjustments and concluded that no further adjustments were required.

The below table shows the breakdown of properties and value by valuation approach.

	31 August 2022		31 August 2021
As at	Number of properties	Fair Value £ millions	Number of properties	Fair Value £ millions
Investment valuation approach	1,363	222.4	711	327.9
Market value – vacant
possession approach	876	191.9	–	–
Total	2,239	414.3	711	327.9

As at 31 August 2022, 172 properties ofthe 2,239 were considered unhabitable (2021: 52 of 711 properties). The annual contracted rent on and fair value ofthese properties as at 31 August 2022 was £4.6 million and £27.2 million (2021: £1.6 million and £28.5 million respectively). Subsequentto 31 August 2022, 157 properties which were considered unhabitable at 31 August 2022 were sold, of which 142 have completed.

Tenants

Tenant arrangements

The Board has revised its accounting policies in the period as detailed in Note 2 to the Consolidated Financial Statements to appropriately accountfor a level of directinteraction between tenants and vendors and for properties which are unhabitable as summarised below (lease inducements, lease commencement date and payments to/on behalf of tenants). Further detail is provided in Notes 2, 3 and 4 to the Consolidated Financial Statements.

Lease inducements

The Group did not provide lease inducement consideration to tenants directly; however,the Directors have considered the relationship between the vendor and tenant and AHRA's expectation that the vendors generally provide the tenant with cash in the amount ofthe first year's rentfunded through the original acquisition payment made by the Group to the vendor. The Directors have concluded that the substance ofthese transactions is such thatthe lease and the SPA should be accounted for as a single contract as setforth in IFRS 16, paragraph B2 resulting in an amount equalto twelve months ofrent payable recognised as either a lease inducement asset or a debtor(for habitable and unhabitable properties respectively)representing the first year ofrent and

reduction to the investment property purchase price accordingly.

Lease commencement date

The commencement date of a lease is usually the lease inception date, and this is the case for habitable properties. Forthose properties purchased which were in very poor condition or boarded up orrequired conversion,the Directors considerthatthese properties were unhabitable and therefore did not meetthe criteria forthe recognition of an operating lease atits commencement date. Accordingly,revenue recognition only begins when the property is in a habitable condition. Any cash received from the tenant while the property is judged to be unhabitable is applied as a reduction in the cost ofthe debtor orthe carrying value ofthe property.

Paymentto/on behalf oftenants

On 18 June 2021, AHRA, on behalf ofthe Company, withoutthe knowledge or authority ofthe Board, entered into an escrow agreement with Noble Tree Foundation Limited, a tenant, and Intertrust Trustee 3 (Jersey) Limited whereby an affiliate of Karla Asset Management Limited ("KAM") (KAM is now in liquidation) provided £0.8 million to an escrow accountin the Company's name with such funds to be used as approved by two AHRA fund managers. The escrow funds could be accessed by two tenants, Noble Tree Foundation Limited and Big Help Project, as approved by the two AHRA fund managers. As at 31 August 2021, £0.4 million had been distributed with the rest distributed in the 2022 financial year. The 2021 comparatives in these accounts have been restated to accountforthe revenue and expenses associated with this arrangement.

During the period from September 2021 to October 2022, without knowledge or authority ofthe Directors, debtors were settled in several non-traditional ways as follows:

• As noted above, at acquisition vendors usually had an obligation to improve a property to a good lettable standard and in some cases, vendors paid tenants to transferthe obligation to the tenants. In several cases the settlement agreements to transition these obligations from vendors to tenants resulted in cash of £1.7 million being transferred to the Group to be used to settle debtors instead of paid to the tenants by the vendors. Cash in excess of outstanding debtors atthe time was received in the amount of £0.3 million and the excess funds were reimbursed to the associated two tenants;
• Vendors made payments on behalf of 14 tenants in the amount of £7.2 million;
• One tenant settled amounts on behalf oftwo other tenants in the amount of £1.6 million; and
• The Group withheld £2.1 million from the acquisition of properties with an agreed price of £17.0 million, such thatfunds transferred at acquisition were £14.9 million. The funds withheld were offset against debtors from three tenants.

These transactions were used to settle debtors from specific tenants as directed by AHRA. The Directors have considered whetherthe more appropriate accounting would be to apply the cash receipts as a reduction in the carrying value ofthe property or as a creditor. The debtor balances would then be written off as uncollectible underIFRS 9. However,there was correspondence between AHRA and counterparties which provided evidence ofthe intent ofthe cash transfers. Further,there were no signed notes or other agreements executed which would signify any lending arrangements. Accordingly,the Directors have concluded that applying the cash received against outstanding debtors was in-line with the intent of the transaction.

The outstanding debtors at 31 August 2022 after making all cash applications (including the above) of £1.9 million were provided forin full.

Rentfree periods

Without Board knowledge or consent,the Group, post period end, entered into deeds of variations for 87 leases representing rental income of £1.2 million per annum with N-Trust Homes CIC, Select Social Housing CIC and ICDE Homes CIC. Those tenants received rentfree periods on all oftheirleases retroactive to 1 March 2022 and extending 18 months to 31 August 2023 in exchange for changing the lease extension term from five years to ten years in the agreement. Further detail is provided in Note 26 to the Consolidated Financial Statements.

Management report — continued

Tenant concentration

As at 31 August 2022,the portfolio was 100% letto 29 tenants. The below table summarises rental exposure as a percentage of annual contracted rent as at 31 August 2022:

	Number		Contracted rent
Top 10 tenants	of properties	Rental exposure	£ million
Lotus Sanctuary CIC	109	12.1%	£6.6
Supportive Homes CIC	202	10.4%	£5.6
Redemption Project CIC	139	9.1%	£4.9
One CIC	156	8.3%	£4.5
Big Help Project	325	8.1%	£4.4
Gen Liv UK CIC	107	6.3%	£3.4
Bloom Social Housing CIC	92	5.3%	£2.9
CG Community Council	54	5.0%	£2.7
Dovecot and Princess Drive Community Association	52	4.5%	£2.4
Noble Tree	143	4.5%	£2.4
Top 10 tenants	1,379	73.6%	£39.8
19 othertenants	860	26.4%	£14.1
Total	2,239	100.0%	£53.9

Connected tenants

Whilsttenants did notform a group forthe purposes of measuring exposure to a single tenant, many ofthe tenants were connected by common directors/trustees. Based on information now received by the Board,the below table summarises the connected tenants and connected tenant concentration as at 31 August 2022 as ifthey did meet the criteria of a group:

Connected tenants as at 31 August 2022	Rental exposure	Connected relationships	Connected tenanttotal exposure
Big Help Project	8.1%	Common trustees – some or all of:	20.2%
CG Community Council	5.0%	Colette Goulding, Joseph Goulding, Paul Banks and Peter Mitchell
Dovecot and Princess Drive Community Association	4.5%
N-Trust Homes CIC	1.2%
Big Help Homes CIC	0.9%
Select Social Housing CIC	0.5%
Lotus Sanctuary CIC	12.1%	Common director –	23.3%
Redemption Project CIC	9.1%	Gurpaal Singh Judge
Eden Safe Homes CIC	2.1%
Serenity Support CIC	1.2%	Former common director –	3.8%
Ashwood Housing Solutions CIC	2.6%	Gabrielle Duberry

Tenant covenant strength and liquidations

As at 31 August 2022, 100% ofthe portfolio was let to registered charities, housing associations and community interest companies. In line with the Original Investment Policy,the Group had intended to acquire assets let or pre-letto a wide range oftenants with robust financials and a proven long-term operating track record across a diverse range of homeless subsectors and locations. Rental levels forthe Group's tenants were confirmed by AHRA to be a sustainable level with significant headroom between property rent and housing benefit allowance received from the local authority. The headroom between core lease rent payable on the Group's properties and housing benefit was intended to coverthe tenant's management charge and the cost of intensive housing management/ buildings upkeep associated with the provision of accommodation to homeless people.

As a result of investigations performed post year end, AEW has determined thatthe majority oftenants were poorly capitalised and lacked long-term operating track records, orthe benefit of local authority support. In some instances, for example single family homes,the rent burden underthe original lease was unsustainable based on the location, lay-out, use and condition of the property.

AEW and the Board have determined that as at 31 August 2022, 17 ofthe 29 tenants were of weak covenant strength representing 68.3% of properties and 66.6% of annual contracted rent as atthat time. One tenant had entered administration as at 31 August 2022 and a further 11 tenants entered into voluntary administration post period end,representing 53.9% of properties and 62.1% of annual contracted rent as at 31 August 2022.

A number oftenants have surrendered leases or entered into creditors voluntary liquidation or administration. Of leases associated with the tenants in place forthe 2,239 properties owned by the Group on 31 August 2022, 369 are still in in place, 452 properties have been turned overto a property manager and the Group has directleases with the occupants, 349 are retenanted, and 1,069 have been sold.

Rent collection

Ofthe arrears at 31 August 2022 all but £1.9 million were substantially recovered from tenants post year end and this balance was fully impaired. As detailed above, £12.3 million were settled in non-traditional manners. More detail is provided in Notes 3, 5 and 11 to the Consolidated Financial Statements.

Rent collection deteriorated significantly post period end with rent collected under operating leases including arrears of £4.1 million from 1 September 2023 to 31 August 2024 compared to rent demanded in the period of £35.9 million.

Occupancy and Social Use

Whilst properties were 100% letto tenants,the post period end inspection programme has identified 172 properties were unhabitable as at 31 August 2022. Contrary to reporting by AHRA to the Board,the Group had no reliable data for monitoring underlying occupancy of properties as at 31 August 2022 and the Directors have therefore made assumptions based on the post period end inspection programme (see further detail in Note 3 to the Consolidated Financial Statements).

The inspection programme which has been on-going since August 2023 provides some reference point as atthe date of inspection, however,this is in regards of occupation (being one or more bedroom occupied) compared to whole buildings vacancy (no bedrooms occupied). As atthe date of inspection by Vibrant (from July 2023 onwards), ofthe 2,239 properties owned at 31 August 2022, 54.9% were considered occupied, 14.9% were considered unoccupied, 12.6% were inspected by a firm otherthan Vibrant(who made no comment on occupation) and 17.6% remain uninspected.

AEW continues to undertake a comprehensive review and data collection exercise ofthe property portfolio. Analysis ofthe underlying property condition and use is paramount as part of an exercise to determine suitability, capital expenditure requirements, and the prospects forincome and capitalreturns prospects as AEW works to rationalise and re‐tenantthe portfolio during the Stabilisation Period and now the Managed Wind-Down.

Whilst alltenants had the intention to provide homeless accommodation, AEW continues to obtain reliable data from tenants thatthe majority ofthe portfolio has currently been identified as PRS ratherthan homeless accommodation backed by exemptrents from local authorities. PRS occupiers, however, could be atrisk of homelessness and meetthe criteria of broader Social Use, as defined in the Amended Investment Policy, based on the location ofthe properties and the type of accommodation they provide.

Net asset value

The NAV per Share has decreased to 43.76 pence as at 31 August 2022, a decrease of 57.5% from the restated 103.03 pence at 31 August 2021.

Post period end activity

Acquisitions

The Group acquired 232 properties totalling £104.1 million (including purchase costs) across various geographical locations in eightregions of England.

Unauthorised Settlement Agreement

On 8 December 2022, a representative of AHRA, acting withoutthe knowledge or authority ofthe Board, entered into a settlement agreement on behalf ofthe Company and two of its wholly owned subsidiaries Home Holdings 1 Limited and Home Holdings 2 Limited with the Aggregators. The Directors were not made aware ofthe settlement agreement before it was signed. The agreementrequired the Company to pay £0.7 million and purportedly waived any claims against the Aggregators arising from all sales contracts and any non-performance of any refurbishment works for 488 properties in exchange for any claims the Aggregators may have had againstthe Company.

Amended Investment Policy

The Amended Investment Policy effective from 21 August 2023 intended to ensure the Company was able to continue to operate in the sector and preserve its longer-term social objective of helping to alleviate homelessness in the UK:

• a Stabilisation Period had been introduced, during which time,the Company would have the objective of stabilising the Group's financial condition through initiatives to maximise income and capitalreturns. The Stabilisation Period was for a period of 2 years from 21 August 2023 or such later date (not being laterthan one year) approved by the Board.
• the permitted uses of properties had been diversified to include during the Stabilisation Period any form ofresidential use. Post stabilisation the Company would target predominantly homeless accommodation assets and assets with any Social Use; and
• a new leasing model had been adopted which was better aligned to the needs of Local Authorities, Charities, Registered Providers and Housing Associations and the needs ofthe underlying occupants ofthe properties.

New Investment Policy – Managed Wind-Down

On 5 February 2024,the Group announced thatit had commenced a re-financing process to consider alternative finance options forthe Company. On 17 June 2024,the Company announced thatit had been unable to secure a re-financing of its existing debtfacility on terms thatit could recommend to shareholders, despite extensive and advanced

discussions with a potential lender. The re-financing ofthe debt was a key component ofthe continued advancement ofthe stabilisation strategy discussed above and as adopted in August 2023. As the refinancing had not been possible,the Company also announced thatit was considering a number of options both to re-pay the outstanding debt and provide an optimised resolution for shareholders, which may include a more extensive realisation strategy. The Board and AEW continued to engage with Scottish Widows which advised thatits objective is for repayment ofthe loan balance in the shortterm and no laterthan 31 December 2024.

Subsequentto concluding thatthe re-financing was no longer viable,the Board conducted a fullreview of the stabilisation strategy and whilstitrecognised that there is an opportunity to add value to the portfolio at a property level, it concluded thatthis strategy faces considerable challenges. These include a high fixed corporate cost base,required due to the REIT structure and as a result ofthe issues being dealt with by the Company atthis time, and the requirement for capital expenditure to drive an increase in rental value and valuation ofthe portfolio. In addition,the Board was aware thatthe size ofthe vehicle following the repayment of debt may be considered too small by many investors when considering its future as a listed REIT.

As a result ofthese factors, and having carefully considered the range of options available forthe Company,the Board concluded thatit was in the bestinterests of shareholders to propose a managed wind-down strategy forthe Company pursuantto which the assets ofthe Company would be sold with the objectives of optimising remaining shareholder value and repaying the Company's loan balance. The implementation ofthe proposed Managed Wind-Down required another change to the Company's investment policy. Accordingly, on 16 September 2024, shareholders approved the New Investment Policy, which is intended to allow the Company to realise all the assets in its property portfolio in an orderly manner with the view to repaying borrowings and making returns of capitalto shareholders whilst aiming to optimise value forthe Company's assets.

Investment Manager activity

On 22 May 2023 the Company appointed AEW to provide property advisory services and announced its intentto engage AEW as Investment Manager and AIFM afterreceipt of FCA and shareholder approval for a new investment policy. On 21 August 2023 shareholders approved the Amended Investment Policy and the Company appointed AEW as Investment Manager and AIFM.

AEW has undertaken the following activity since appointment:

Property disposals

Since August 2023 the Group has undertaken a series of auction sales in orderto repay bank debt and provide working capital. As atthe date ofthese accounts, 1,491 properties have been sold at auction fortotal gross proceeds of £216.5 million of which 1,228 properties have completed for £169.7 million and 263 remain exchanged for sale for £46.8 million.

Asset managementinitiatives

• i. On 23 August 2023, One (Housing & Support)CIC ("OneCIC") agreed to surrenderits leases on 100 properties. Mears Limited ("Mears"), which had been a sub-tenant became a directtenantforits remaining lease term. The surrender agreement allowed the Group to receive a sustainable income stream of £0.9 million per annum from a strong tenant covenant with the expectation to generate significantly higherrent collection than has previously been received from OneCICin relation to the properties, despite a lower headline rent (previously £1.2 million per annum).
• ii. In September 2023, lease surrenders were completed on 146 properties previously leased to Redemption ProjectCIC. The sub-tenant Mears became theCompany's directtenant on 77 ofthese properties. The remaining 69 properties were leased toCommunity Accommodation Group.
• iii. In November 2023, lease surrenders were completed with Eden SafeCICon 38 properties.Centrick were appointed as property managers on the properties identified as letto PRS tenants.
• iv. In April 2024,the Group signed new 5-yearleases on eight properties with a specialist provider of social use accommodation.
• v. In May 2024,theCompany reached an agreement with entities associated with Peter Mitchell, Collette Goulding, Joseph Goulding and Paul Banks comprising: Big Help Project, Big Help HomesCIC, CG CommunityCouncil, Dovecot & Princess Drive Community Association, N-Trust HomesCICand Select Social HousingCIC)forthe surrender of its leases on 605 properties. The Board and AEW believe this achieved the best solution forthe Company by enabling theCompany to gain control ofthe properties, appoint property managers, collectthe underlying rental income and remove these entities as tenants from the portfolio.
• vi. Noble Tree Foundation Limited ("Noble Tree"), a non-performing tenant of 143 properties in the Company's portfolio entered into administration on 3 June 2024. TheCompany and AEW worked closely with the appointed administrator,CBW Recovery LLP,to arrange the surrender of Noble Tree's leases and a handover of its tenancies.
• vii. In June 2024,theCompany reached an agreement with Bloom HousingCICforthe surrender of 76 properties enabling theCompany to access PRS rent, gain possession of vacant stock and take on the direct contractualrelationship of 26 underleases of existing supported accommodation with Concept, Julian House and Gateway 2 House. Bloom HousingCIChave retained seven properties which they directly manage and are already in payment under a new flexible lease structure.
• viii. In August 2024,theCompany reached an agreement with Mansit HousingCIC, a non-performing tenant, forthe surrender of its leases on 68 properties enabling theCompany to directly collect the underlying income from these properties, increasing rent collection and facilitating asset management opportunities. The majority ofthe properties were occupied by PRS tenants.
• ix. Following One (Housing & Support)CIC, a tenant of 110 properties, entering into voluntary administration, on 5 August 2024, Myshon Limited, a specialistintensive housing manager with a specific focus on specialist supported housing, supported housing and affordable housing, is expected to be appointed by the administratorto manage the handover of properties, focused on minimising any potential disruption to underlying occupants and support services, as well as facilitating collection ofrent.
• x. AEW is in active dialogue with a number of housing providers who have significant demand for beds with a blend ofregional and nationwide requirements.

Management report — continued

• xi. AEW continue to engage with providers of various forms of SocialUse accommodation. SocialUse includes real estate used to house vulnerable individuals including but notlimited to: Homeless, ex-service men and women, individuals fleeing domestic abuse, vulnerable women, prison leavers, asylum seekers,refugees, foster care leavers, care leavers, anyone experiencing substance misuse, mental illness or disability.
• xii. As part of a re-tenanting strategy AEW has developed a growing list of providers with relationships with Local Authorities capable of receiving exemptrent.
• xiii. AEW has developed a framework lease and management agreementto accommodate the onboarding of properties and the retenanting strategy.

Debt finance and repayment

The Group had entered into the following loan agreements (the "Facilities") with Scottish Widows:

• a 12-yearinterest-only, fixed-rate, £120 million term loan agreement on 11 December 2020. The facility was repayable in December 2032 and has a fixed allin rate payable of 2.07% per annum, forthe duration ofthe 12-yearloan term.
• a 15-yearinterest-only, fixed rate, £130 million term loan agreement on 1 December 2021. The facility was repayable in December 2036 and has a fixed allin rate payable of 2.53% per annum, forthe duration ofthe 15-yearloan term.

Both loans were fully drawn and the Facilities secured againstthe assets acquired by the Group. The Group's debt was 100% fixed to maturity with a very low weighted average all in cost of 2.31% per annum as at 31 August 2022.

The subsidiaries ofthe Company and the Company are party to agreements with (amongst others) Scottish Widows including (in the case ofthe subsidiaries ofthe Company) facility agreements and (in the case ofthe Company) guarantees. Since an initial waiverletter dated 30 January 2023 for an initial waiver period and waiving certain breaches, new waiverletters have been issued on the expiry of each previous waiver period. The current waiverletteris scheduled to expire on 31 October 2024. The current waiverletterrelates to various matters including financial covenants, an adverse change in the position ofthe Company and its subsidiaries, a failure to deliver audited accounts and otherinformation,the suspension ofthe shares ofthe Company on the London Stock Exchange and the tax status ofthe Company. Scottish Widows has advised thattheir objective is forrepayment ofthe loan balance priorto 31 December 2024.

The Group has post period end repaid a total of £178.0 million as atthe date ofthese accounts comprising £159.0 million of cash and £19.0 million Net Break Gains resulting from the settlement of fixed rate debt. The cash repaymentincluded £38.9 million from uninvested/unavailable loan amounts drawn, and proceeds from property sales of £120.1 million.

On 19 June 2023, Scottish Widows imposed a Deferred Fee of 0.5% ofthe aggregate amounts outstanding on the two loans at each of 31 August 2023 and 30 November 2023, payable on the earlier of 28 June 2024 orthe full and finalrepayment ofthe loan. On 4 December 2023, Scottish Widows imposed a further Deferred Fee being the equivalent of 5.0% per annum on the aggregate amounts outstanding on the two loans as computed on a daily basis from 30 November 2023. On 2 July 2024 the Lender increased the Deferred Fee to 7% from 1 July 2024 until the loan is fully repaid. Deferred Fees are estimated to total £9.1 million on finalrepaymentin December 2024.

Outlook

As noted above, shareholders approved the New Investment Policy forthe Managed Wind-Down on 16 September 2024.

Approach to the Managed Wind-Down

Itis expected thatthe Company, via AEW, will adopt a broad and managed approach to the disposal of assets, with a view to optimising value for shareholders. Although it will be necessary to realise a proportion ofthe property portfolio before 31 December 2024 to meetthe requirements of Scottish Widows and repay the outstanding debt, sales will otherwise be structured and executed with the intention to achieve best value and to minimise disruption to the underlying occupiers ofthe properties. A decision on the preferred method of disposal will be determined by a number of factors, including property condition, location,tenant type and lease terms.

During the Managed Wind-Down, asset management initiatives will be focused on adding value to properties and preparing them for sale to maximise liquidity. In addition, given the Company's originally stated objective of providing accommodation forthe homeless,the realisation process will be managed in a way to minimise impact and disruption to underlying, vulnerable occupiers. In thatrespect, as previously announced, a largerthan expected proportion ofthe portfolio is PRS ratherthan homeless accommodation backed by exemptrents from local authorities.

The Company will continue to provide regular updates during the Managed Wind-Down. However this, and the level of disclosure included, will be reviewed throughoutthe process in orderto protect the Company's commercial interests and allow disposals to be completed in a mannerthat preserves shareholder value.

Return of capitalto shareholders

Itis the intention ofthe Board following the repayment ofthe Company's outstanding debtfacilities that capital will be returned to shareholders upon the completion ofthe realisation strategy. However, shareholders should be aware thatthe ability ofthe Company to make distributions to shareholders will be constrained whilstthe Company faces potential group litigation and an FCA investigation. At present,the Board is unable to assess properly its ability to make distributions underthe applicable legalrequirements. In addition,the Company expects to retain capitalto meet corporate costs and allow itto pursue legal action againstthose it considers responsible for wrongdoing.

The most appropriate timing and mechanism to return capitalto shareholders will be determined in due course.

Financial statements and restoration of listing

The audited results forthe year ended 31 August 2023 have been prepared in parallel and, along with interim results forthe periods to 28 February 2023 and 29 February 2024 respectively, are expected to be published during the fourth quarter. Following publication of all outstanding financial information, the Company willthen be able to apply to the FCA for a restoration of its listing and the recommencement of trading on the London Stock Exchange.

Further details regarding the expected timetable forrestoration of listing will be announced upon publication ofthe above financial information and the Company expects to engage with shareholders ahead ofthis important event.

AEW UK Investment Management LLP

10 October 2024

ESG report

This Environmental, Social and Governance Policy applies to the Company and the Group.

The Board together with AEW from their appointment in August 2023 (together, "we" forthe purposes ofthis ESG report only), have a responsibility to conductthe Group's investment business in a socially responsible way and recognise that ourinvestors may have the same values.

The Group is notformally required to report underthe Task Force for Climate-Related Financial Disclosures.

Environmental, Social & Governance ("ESG")

The Board believes that ESG should be a key principle of AEW's approach to Responsible Property Investing (RPI) and that a sustainable and socially responsible approach to real estate investment management both protects and enhances the value of our assets, now and in the future.

AEW are fully aware ofthe impact of our activities on environmental and social issues both from our business and ourinvestment, asset management and development activities. To this end AEW are committed to implementing a comprehensive Socially Responsible Investment(SRI) policy. By doing so AEW expectto meet our stakeholders' expectations, whetherthey are clients,tenants, providers, employees, or any other individual with whom we interact.

AEW's policy is aligned with the international climate agreement signed in Paris in December 2015 as climate change is a major challenge for humanity that poses importantrisks and creates opportunities forthe real estate industry. The real estate sectorin Europe accounts for some 40% oftotal energy consumption and about 25% of greenhouses gases (GHG) emissions.

Overthe coming years we believe that both occupiers and investors will increasingly focus on the way in which ESG issues are managed. In turn,this is expected to impact on building obsolescence, lettability,rates of lease renewals and ultimately the rental and capital values forindividual assets if ESG issues are ignored. However,the Board's and AEW's fiduciary duty to investors must always come firstin all investment decision-making. AEW engage with clients wherever possible to educate on the importance of ESG. Where we feel itis importantto do so and costs can be justified in terms of performance objectives, or are required to comply with UK legislation, we will seek to incorporate or adopt best practice.

Environmental

By law allrented residential property must have an energy performance certificate (EPC)rating of "E" or above. The government have proposed that by December 2028, all existing privately rented properties will need an EPC rating of "C" or above. As part of AEW's inspection programme, including the Vibrant surveys, compliance is being monitored and will be regularly reported to the Board.

Ofthe properties held as at 31 August 2022 the Group's current EPC ratings are as detailed below:

Total	2,239	100.0
Unknown	98	4.3
G	10	0.4
F	6	0.3
E	371	16.6
D	1,208	54.0
C	537	24.0
B	7	0.3
A	2	0.1
Rating	Number of Properties	%

Social

We have identified the major stakeholders in the Group's business and endeavourto considerthe impact of our decisions upon these.

Shareholders: As a public group listed on the London Stock Exchange,the Group is subjectto the Listing Rules and the Disclosure Guidance and Transparency Rules. The Listing Rules include a listing principle that a listed group must ensure thatittreats all holders of the same class of shares that are in the same position equally in respect ofthe rights attaching to such shares. We use our best endeavours to abide by the Listing Rules at alltimes.

Employees: As an externally managed real estate investmenttrust,the Group does not have any employees as all its functions are carried out by third party service providers. However,the Group has a board comprised of non-executive Directors who receive fixed fee remuneration. The Board receive regular market and regulatory updates from its professional advisers such as AEW, Broker and Company Secretary and attend seminars where required.

Tenants: AEW performs extensive due diligence before a tenantis selected, and during the tenancy agreement we aim to maintain a constructive relationship. We take into account ourtenants' changing needs and we use our expertise to assistthem in any way within our ability.

Service Providers: A list ofthe Group's key service providers can be found in the Company Information on page 160. The Group conducts all its business through its key service providers. Before the engagement of a service provider, we aim to ensure that our business outlook as well as our values are similar. The Group performs an annual evaluation of all of its key service providers to ensure inter alia that our values remain aligned.

Governance

AHRA and Alvarium FM were expected to work togetherto ensure the execution ofthe Company's investment strategy, overseen by the Board. Accordingly,the Board expected thatthe Company's investment activity would be consistent with the Company's policies and compliant with its procedures and with local and regionalregulatory requirements.

Since the period end,the Board has determined that, significant and material information has come to light which is in contradiction to reporting provided to the Board and other advisers by AHRA and Alvarium FM during the period. The Board has appointed a new Investment Manager and AIFM with effectfrom 21 August 2023.

Compliance

The Company was incorporated and registered in England and Wales as a public company limited by shares. The Group is not authorised orregulated as a collective investment scheme by the FCA, however itis subjectto the Listing Rules and the Disclosure Guidance and Transparency Rules. The principal legislation under which the Group operates is the Companies Act 2006. While the Group holds incomeproducing property assets,the Directors intend, at alltimes,to continue to conductthe affairs ofthe Group to enable to continue to qualify as a REIT for the purposes of Part 12 ofthe CTA 2010 (and the regulations made thereunder).

The Group seeks to comply with the AIC Code of Corporate Governance (the "AIC Code") and willreport on its compliance with the AIC Code each yearin its Annual Report.

Risk Management

Our governance model is designed to manage investmentrisk and operationalrisk. The risk management process and systems of internal control are designed to manage ratherthan eliminate the risk of failure to achieve the Company's objectives. It should be recognised that such systems can only provide reasonable, not absolute, assurance against material misstatement orloss.

The Board has reviewed the risk management governance model post-period end and has made some amendments to the model.

• i. Internal inspection of properties by JLL, Vibrant and otherthird parties;
• ii. enhancement ofthe Group's whistleblowing policy forthird parties including a contact address for theChair and requestfor key service providers to provide relevant employees with the contact details oftheChairto raise concerns;
• iii. Health and Safety As a result ofthe Amended Investment Policy which includes removing the requirementfor all leases to be fully repairing and insuring (FRI),the Group is exposed to increased health and safety risk. Health and safety is a standard priority item on the Board's agenda with AEW having an established Health and Safety Committee which regularly reports material matters to the Board.

Investment Risk

The Group will not at any time conduct any trading activity which is significantin the context ofthe business ofthe Group as a whole. The Group and the Board had intended, at alltimes,to invest and manage its assets in a way that was consistent with its objective of spreading investmentrisk and in accordance with its published Original Investment Policy.

As detailed in Management Report beginning on page 15, since period end, significantinvestment risk has been identified that was not disclosed to the Board concerning:

• quality ofthe assets, including uncompleted Seller's Works and unhabitable properties;
• tenant suitability and connections between tenants; and
• underlying occupancy of properties.

ESG report — continued

Operational Risk

AHRA had undertaken to follow EPRA best practice recommendations assessing operationalrisk on a continuous basis and reporting regularly to the Group's Board. Since the period end,the Board has determined that significant and material information has come to light which is in contradiction to reporting provided to the Board during the period.

AEW since appointment on 21 August 2023 continues to assess operationalrisk on a continuous basis and report regularly to the Board on operationalrisk matters.

Responsible investment

Ownership

The Group's Investment Adviser was the owner of this policy during the reporting period. The policy was subjectto annualreview.

AEW, appointed on 21 August 2023, is committed to creating long-term value for shareholders and adheres to a policy of sustainable and responsible investment. AEW's SRI policy can be found within the Corporate Responsibility area on the Group's website www. homereituk.com. AEW reviews its Sustainability Policy on an annual basis, and the policy is approved by the Board of AEW.

Key performance indicators

The Group presented various EPRA Performance Measures and other Key Performance Indicators in the Management Reportforthe period ended 31 August 2021. Given the significant number and quantum of nonrecurring adjustments recorded in these 2022 financial statements,the Board does not considerthatthe EPRA and other key performance measurements will benefitthe user ofthese financial statements and accordingly, we are not presenting any EPRA Performance Measures in these Report and Accounts. However,the Board will continue to keep the presentation of EPRA measurements underreview.

In lieu of EPRA metrics,the Board considers the following key performance indicators ("KPIs") as appropriate for the user ofthese Report and Accounts:

Set out below are the KPIs that are used to track the Group's performance.

	Relevance to strategy	Performance
KPI and definition		2022	2021	Results
1. Total expense ratio The percentage oftotal operating expenses, including management fees and administrative and operational costs expressed as a percentage ofthe NAV.	The total expense ratio is a key measure ofthe Group's operational performance and can be used to measure Group performance against peer companies.	3.0%	1.4%	The expense ratio grew because some key expenses (i.e., investment adviser and administrative fees) were charged based on NAV atthe time. NAV was subsequently written down materially, resulting in the significant increase in the ratio.
2. NAV per Share The NAV attributable to shareholders divided by average shares outstanding during the period.	NAV per share provides shareholders with an indication of Group value.	43.76 pence	103.03 pence	Decrease of 57.5%, primarily resulting from: i) decrease in the FV of investment property of £452.9 million, ii) write-off of Seller's Works of £11.9 million, and iii) impairment charges on lease inducements of £28.3 million.
3. Loan-to-Value Ratio of gross debt as a percentage ofthe valuation of investment property.	LTV measures the prudence of balancing higher shareholderreturns and additional portfolio diversification againstthe additionalrisk of leverage.	60.3%	36.6%	Group LTV grew as new debt was obtained and the property portfolio sustained significant write-downs in value.

Strategic overview

Purpose, business model and strategy

The Board is responsible forthe overall management ofthe Group and, in accordance with the AIC Code, the Board establishes the Group's purpose, values and strategy, and reports to shareholders on the detail of how this is achieved.

As an investment group,the Group's purpose is expressed in its investment objective. Its investment policy describes the strategy adopted by the Group to achieve its objective. The investment objective and policy stated below should be considered in conjunction with the Chair's statement and the other disclosures within the Strategic Report which provide an in-depth review ofthe Group's performance and future strategy.

Post period end,the Amended Investment Policy, which is summarised on page 33, was approved by shareholders on 21 August 2023. The New Investment Policy was approved by shareholders on 16 September 2024. In accordance with the AIC, the currentinvestment objective policy, which was effective from 16 September 2024, is detailed below.

Investment objective

The Company's investment objective is to realise all existing investments in the Company's portfolio in an orderly manner, with a view to ultimately returning available cash to shareholders, following the repayment ofthe Company's borrowings.

New Investment Policy

The Company will endeavourto realise all of the Company's investments in a mannerthat achieves a balance between maximising the value of its investments and making timely returns to shareholders.

The Board intends thatthe proceeds of any asset realisations will be used to repay the Company's borrowings before any such proceeds are distributed to shareholders.

The Company will not make any furtherinvestments. Capital expenditure will be permitted where itis deemed necessary or desirable by the Investment Managerin connection with the Managed Wind-Down, primarily where such expenditure is necessary to protect or enhance an asset's realisable value, orin orderto comply with statutory obligations.

Diversification of Risk

The net proceeds from assetrealisations will be used to repay borrowings and return capitalto shareholders (net of provisions forthe Company's costs, expenses and potential liabilities) in such manner as the Board considers appropriate and when itis able to do so.

Net proceeds from realisations will be used to repay borrowings, with excess cash (which will be held in sterling only) placed on deposit and/or held as cash equivalent securities, other cash equivalents, cash funds or bank cash deposits, pending its return to shareholders.

Borrowing policy

The net proceeds from realisations will be used to repay borrowings. The Company will nottake on any new borrowings.

Any material change to the Company's investment policy set out above willrequire the approval of shareholders by way of an ordinary resolution at a general meeting and the approval ofthe Financial Conduct Authority. Non-material changes to the investment policy may be approved by the Board.

Approach to the Managed Wind-Down

Itis expected thatthe Company, via AEW, will adopt a broad and managed approach to the disposal of assets, with a view to optimising value for shareholders. Although it will be necessary to realise a proportion ofthe property portfolio before 31 December 2024 to meetthe requirements of Scottish Widows and repay the outstanding debt, sales will otherwise be structured and executed to achieve best value and to minimise disruption to the underlying occupiers of the properties. A decision on the preferred method of disposal will be determined by a number of factors, including property condition, location,tenanttype and lease terms.

During the Managed Wind-Down, asset management initiatives will be focused on adding value to properties and preparing them for sale to maximise liquidity. In addition, given the Company's originally stated objective of providing accommodation forthe homeless,the realisation process will be managed in a way to minimise impact and disruption to underlying, vulnerable occupiers. In thatrespect, as previously announced, a largerthan expected proportion ofthe portfolio is PRS ratherthan homeless accommodation backed by exemptrents from local authorities.

The Company will continue to provide regular updates during the Managed Wind-Down, however this, and the level of disclosure included, will be reviewed throughoutthe process in orderto protect the Company's commercial interests and allow disposals to be completed in a mannerthat preserves shareholder value.

Strategic overview — continued

Return of capital to shareholders

Itis the intention ofthe Board, following the repayment ofthe Company's outstanding debtfacilities,that capital will be returned to shareholders upon the completion ofthe realisation strategy. However, shareholders should be aware thatthe ability ofthe Company to make distributions to shareholders will be constrained whilstthe Company faces potential group litigation and an FCA investigation. At present,the Board is unable to assess properly its ability to make distributions underthe applicable legalrequirements. In addition,the Company expects to retain capitalto meet corporate costs and allow itto pursue legal action againstthose it considers responsible for wrongdoing.

The most appropriate timing and mechanism to return capitalto shareholders will be determined in due course.

Financial statements and restoration of listing

The audited results forthe year ended 31 August 2023 have been prepared in parallel and, along with interim results forthe periods to 28 February 2023 and 2024 respectively, are expected to be published during the fourth quarter. Following publication of audited results forthe year ended 31 August 2024,the Company will then be able to apply to the FCA for a restoration of its listing and the recommencement oftrading on the London Stock Exchange.

Further details regarding the expected timetable forrestoration of listing will be announced upon publication ofthe above financial information and the Company expects to engage with shareholders ahead ofthis important event.

Business and status of the Company

The Company is registered as a public limited company and is an investment company within the terms of section 833 ofthe Companies Act 2006. The Company is a REIT forthe purposes of Part 12 ofthe Corporation Tax Act 2010. It will be treated as a REIT so long as it continues to meetthe REIT conditions in relation to any accounting period.

The Company made distributions forthe 2021 and 2022 financial years as documented in its property income distribution ("PID")tracker as submitted to HM Revenue & Customs ("HMRC") based on estimates of its Property Income, which is required to maintain REIT status. As discussed in Note 4 to the Consolidated Financial Statements, comprehensive income for 2021 has been revised to a lowerlevel and the resultfor 2022 is a comprehensive loss. The Company has agreed with HMRC thatit willrevise its PID tracker, butit will not recall past PIDs and reissue ordinary dividends. As PIDs are assessed annually,this overpayment of PID for FY21 and FY22 are not expected to impactfuture periods.

The Company was incorporated on 19 August 2020. Its Shares trade on the Premium Segment ofthe Main Market ofthe London Stock Exchange. The listing of the Company's ordinary shares was suspended on 3 January 2023 due to the non-publication of its annual financialreport within four months afterthe end of its financial year, contrary to the FCA's Disclosure Guidance and Transparency Rule 4.1.3.

Employees, human rights, social and community issues

The Board recognises the requirement under Companies Act 2006 to detail information about human rights, employees and community issues, including information about any policies it has in relation to these matters and the effectiveness ofthese policies. These requirements, which may apply to the Group's investments, do not apply to the Company as it has no employees, allthe Directors are non-executive and it has outsourced all its functions to third party service providers. The Company has therefore notreported furtherin respect ofthese provisions.

AEW is an equal opportunities employer who respects and seeks to empower each individual and the diverse cultures, perspective, skills and experiences within its workforce. Forfurtherinformation on AEW's principles in relation to people including diversity, gender pay, employee satisfaction surveys, wellbeing and retention, please referto the ESG link within the Corporate Responsibility area at www.homereituk.com.

Modern Slavery Act 2015, Bribery Act 2010 and Criminal Finances Act 2017

The Directors are satisfied that,to the best oftheir knowledge,the Group's principal suppliers comply with the provisions ofthe Modern Slavery Act 2015 and maintain adequate safeguards in keeping with the provisions ofthe Bribery Act 2010 and Criminal Finances Act 2017. AEW is part ofthe Natixis Group whose statement on Slavery and Human Trafficking has been published in accordance with the Modern Slavery Act 2015. https://natixis.groupebpce.com/ wp-content/uploads/2022/11/Modern-Slavery-Actstatement-2024.pdf.

Details aboutthe Group's approach to ESG are set out on pages 25 to 27.

Gender diversity

As at 31 August 2022,the Board comprised two female and two male Directors. The appointment of any new Directoris made in accordance with the Company's diversity policy as detailed on page 71.

Stakeholder engagement

Stakeholders are integralto the long-term success of the Group. The Board recognises that, both individually and collectively, its overarching duty is to actin good faith and in a way thatis mostlikely to promote the success ofthe Company and the Group. As set outin section 172 ofthe Companies Act 2006,the Directors actforthe benefit of shareholders and in the interests of stakeholders as a whole, having regard, amongst other matters,to:

• the likely consequences of any decision in the long term;
• the need to fosterthe Group's business relationships with suppliers, customers and others;
• the impact ofthe Group's operations on the community and the environment;
• the desirability ofthe Group maintaining a reputation for high standards of business conduct; and
• the need to actfairly between shareholders of the Group.

All Board discussions include consideration ofthe longer-term consequences of any key decisions and theirimplications forthe relevant stakeholders.

A group's stakeholders are normally considered to comprise its shareholders, employees, customers, suppliers as well as the wider community in which the Group operates and impacts. The Group differs as itis an externally-managed investmenttrustit has no employees and, in terms of suppliers, itreceives professional services from a number of different providers, principal among them being AEW (or previously AHRA as appropriate).

Through regular engagement with its stakeholders, the Board aims to gain a rounded and balanced understanding ofthe impact of its decisions. Feedback from stakeholders is gathered by AEW (or previously AHRA as appropriate) in the firstinstance and communicated to the Board in its regular quarterly meetings and otherwise as required.

The importance of stakeholders is taken into account atthe board meetings, with discussions involving careful consideration ofthe longer-term consequences of any decisions and theirimplications for stakeholders. Details of how the Board seeks to understand the needs and priorities ofthe Group's stakeholders and how these are taken into account during all of its discussions and as part of its decision-making are set out below:

Shareholders

The Board welcomes shareholders' views and is committed to maintaining open channels of communications with them. The Board is responsible forthe content of communication regarding corporate issues and for communicating its views to shareholders. It aims to ensure that shareholders are provided with sufficientinformation to understand the risk/reward balance to which they are exposed by investing in the Group. The channels of engaging with shareholders include:

Annual General Meeting

All shareholders are encouraged to attend and vote atthe Annual General Meeting ("AGM") and at any general meetings ofthe Company, during which the Board and AEW are available to discuss issues affecting the Group and to provide an overview on the Group's performance and its future outlook. The Company values any feedback and questions it may receive from shareholders ahead of and during the AGM and takes action, as appropriate.

Meetings with shareholders

AEW, along with the Broker,regularly meets with the Company's shareholders to provide Group updates and to fosterregular dialogue. Feedback from all shareholder meetings, and shareholders' views, are shared with the Board on a regular basis. Shareholders wishing to communicate directly with the Board should contactthe Company Secretary atthe registered office address. The Chair and the other Directors are available throughoutthe yearto meet with shareholders to understand their views on the Group's performance and governance where the shareholders wish to do so.

Publications

The Annual and Half-Yearly Reports are made available on the Company's website. These reports intend to provide shareholders with a clear understanding ofthe Group's portfolio and financial position. As detailed in Note 4 to the Consolidated Financial Statments, the 2021 comparatives in these accounts have been restated resulting from the change in accounting policies. In addition to the Annual and Half-Year Reports,the investor presentations made by AHRA and any prospectuses and circulars issued by the Group are also available on the website. The Company provides regular updates on portfolio acquisitions, capitalraises, disposals,tenant updates and any otherrelevant matter by way of market announcements. Due to the delay in the publication ofthe FY22 and FY23 annual reports, AEW, since its appointmentin August 2023, has been providing monthly updates by way of market announcements and quarterly shareholder webinars.

Shareholder concerns

In the eventthat shareholders wish to raise issues or concerns with the Board or AEW,they are welcome to write to the Company atthe registered office address. The SeniorIndependent Director and other members ofthe Board are also available to shareholders ifthey have concerns that have not been addressed through the normal channels.

Tenants

AEW has been actively engaging with alltenants as it assesses their suitability and develops its tenant specific strategy forre-tenanting assets. AEW has attempted to work with tenants to rationalise portfolios and where appropriate negotiate surrender of leases in orderto take back control ofthe assets. AEW, more specifically its asset managementteam, maintains an ongoing dialogue with tenants either directly orin the case of occupiers on ASTs through its appointed property manager. AEW continues to engage with prospective tenants as part ofthe strategy to re-tenantthe portfolio during the Stabilisation Period and the Managed Wind-Down.

Lenders

Regular meetings are held between the Lender,the Board and AEW to discuss and assess the Company's compliance with banking covenants and agree an appropriate strategy including waivers, partial repayment of loan facilities and additional fees payable.

Society and the environment

As an investorin real estate,the Group's assets have an impact on the built environment. The Group has an ESG policy which is included on pages 25 to 27 ofthis Annual Report.

Key decisions made during the year Bank debt

The Group entered into a 15-yearinterest-only, fixedrate, £130 million term loan agreement with Scottish Widows on 1 December 2021. The Facility was repayable in December 2036 and had a fixed all-in rate payable of 2.53% per annum, forthe duration ofthe 15-yearloan term. This was in addition to the 12-yearinterest-only, fixed-rate (2.07% per annum), £120 million term loan agreement with Scottish Widows on 11 December 2020. As noted in the Chair's Report, Scottish Widows has stated thatit expects both loans to be repaid priorto 31 December 2024.

Equity issues

On 2 September 2021,the Group published a prospectus in connection with the launch of an Open Offer, Initial Placing, Intermediaries Offer and Offerfor Subscription of new Shares in the capital ofthe Group, together with the implementation of a new 12-month placing programme (the "Placing Programme"). Due to the strong level and quality of demand from

investors in the capitalraise: on 22 September 2021, the Board decided to increase the size ofthe initial issue from the target of £262 million to £350 million; and on 27 May 2022,the Board decided to increase the size ofthe subsequent placing from £150 million to £263 million. Following this placing,the Group had issued allthe Shares covered in the Placing Programme. The details ofthe shares issued underthe Placing are set outin the Directors' Report on pages 47 and 48.

Key decisions made post period end Dividends

The Board declared an interim dividend of 1.38 pence per Share on 12 December 2022 and paid this on 20 January 2023 in respect ofthe quarter ended 31 August 2022 based on the draft financial statements and forecasts provided by AHRA and to ensure it distributed Property Income, as defined, in order to comply with REIT regulations. In addition,the Board considered thatit had the substantial Special Distributable Reserve (Note 17 to the Consolidated Financial Statements) which could cover any imprecision in AHRA's estimates.

However, had the full, accurate information regarding the material corrections made to these Financial Statements been provided to the Board atthe time of approving the distribution,the Board would not have approved the distribution.

Appointment of Alverez & Marsal

In January 2023,the Board instructed A&M to conduct an investigation into allegations of wrongdoing, including matters raised in the Viceroy Research Report. On 5 May 2023, A&M delivered to the Company a detailed report.

Termination of IA and AIFM

Due to information that came to light which was in contradiction to reporting previously provided to the Board by AHRA and Alvarium FM during the period, together with low rent collection and further evidence of material information being withheld from the Board, on 15 March 2023,the Board agreed with AHRA by way of letter of agreementthatthe Company was entitled to terminate the IAA on or before 30 June 2023. On 30 June 2023,the IAA was terminated. On 25 May 2023,the Company and Alvarium FM agreed by way of variation agreement, as further varied on 18 July 2023,thatthe IMA would be varied to allow for termination immediately upon the Company giving notice in writing to Alvarium FM, provided such notice was given by notlaterthan 31 August 2023, or upon either party giving notless than six months' notice in writing. On 21 August 2023,the Company terminated the IMA on the appointment of AEW as Investment Manager and AIFM.

Appointment of Investment Manager & AIFM

On 22 May 2023 the Board appointed AEW to provide property advisory services and announced its intent to engage AEW as Investment Manager and AIFM afterreceipt of FCA and shareholder approval for an amended investment policy. On 21 August 2023 shareholders approved the Amended Investment Policy and the Board appointed AEW as Investment Manager and AIFM.

Change of investment policy

The Board proposed an Amended Investment Policy which was approved by shareholders on 21 August 2023. The Amended Investment Policy intended to ensure the Company was able to continue to operate in the sector and preserve its longer-term social objective of helping to alleviate homelessness in the UK:

• a Stabilisation Period had been introduced, during which time,the Company would have the objective of stabilising the Group's financial condition through initiatives to maximise income and capitalreturns. The Stabilisation Period was for a period of 2 years from 21 August 2023 or such later date (not being laterthan one year) approved by the Board;
• the permitted uses of properties had been diversified to include during the Stabilisation Period any form ofresidential use. Post stabilisation the Company would target predominantly homeless accommodation assets and assets with any Social Use; and
• a new leasing model had been adopted which better aligned to the needs of Local Authorities, Charities, Registered Providers and Housing Associations and the needs ofthe underlying occupants ofthe properties.

The Board proposed a New Investment Policy for the Managed Wind-Down ofthe Group which was approved by shareholders on 16 September 2024. The New Investment Policy is intended to allow the Group to realise allthe assets in its property portfolio in an orderly manner with the view to repaying borrowings and making timely returns of capitalto shareholders whilst aiming to optimise the value ofthe Group's assets.

Appointment of valuer

JLL was appointed Independent Valuerto the Group on 18 July 2023 to undertake valuations in accordance with the RICS Valuation Professional Standards. The instruction included retrospective valuations as at 31 August 2022.

Repayment of debt

The Board has approved repayment of loans for a total of £178.0 million post period end comprising £159.0 million of cash and £19.0 million in Net Break Gains.

Scottish Widows has imposed Deferred Fees, payable on full and finalrepayment ofthe loans, of:

• 0.5% ofthe aggregate amounts outstanding on the two loans at each of 31 August 2023 and 30 November 2023; and
• 5.0% per annum on the aggregate amounts outstanding on the two loans as computed on a daily basis from 30 November 2023, which increased to 7% from 1 July 2024 untilthe loan is fully repaid.

Appointment of Non-Executive Directors

The Board approved the appointment of Michael O'Donnell as the Chair ofthe Company with effect from 18 January 2024 and Peter Williams as the SeniorIndependent Directorfrom 2 April 2024 and as Management Engagement Committee Chair designate. Rod Day was appointed as Independent Non-Executive Director on 7 June 2024 and as Audit Committee Chair designate.

Principal risks and uncertainties

The Board,through delegation to the Audit Committee, has undertaken a robust assessment and review ofthe emerging and principalrisks facing the Company and the Group,together with a review of any new risks which may have arisen during the year, including those that would threaten its business model, future performance, solvency orliquidity. These risks are formalised within the Group's risk matrix, which is regularly reviewed by the Audit Committee. As part of its risk management process,the Audit Committee seeks to identify emerging risks to ensure thatthey are effectively managed as they develop and recorded in the risk matrix.

During the financial year underreview,the Directors had notidentified, nor been advised of, any failings or weaknesses which they determined to be of a material nature. As a result ofthe events post year end, as detailed on pages 9 to 14,the Board has updated regularly the risk matrix to betterrepresentthe current principalrisks and the risk mitigation to effectively manage these risks. The principalrisks and uncertainties which the Group faces underthe New Investment Policy as approved by shareholders on 16 September 2024 are set out below.

Information aboutthe Group's internal control and risk management procedures are detailed in the Corporate Governance Statement beginning on page 51. The principal financialrisks and the Group's policies for managing these risks, and the policy and practice with regard to the financial instruments, are summarised in Note 14 to the Consolidated Financial Statements.

Risk	Mitigation
Investment strategy and operations
Ability to meet objectives: TheCompany may not achieve its investment objective to realise all existing investments in the Group's portfolio in an orderly manner, with a view to ultimately returning available cash to shareholders,following the repayment ofthe Group's borrowings.	The Board regularly reviews the Group's performance againstits stated objective andAEW's business plans.
	The Board will continue to review performance in relation to returns to shareholders. The Board seek regular advice from its advisers. The most appropriate timing and mechanism to return capitalto shareholders will be determined in due course.
TheCompany's returns are subjectto significant uncertainties and contingencies and the Company's ability to make distributions may be constrained whilsttheCompany faces potential group litigation and an FCA investigation.	The Board has significant and relevant experience of directing listed funds and/or managing businesses including restructuring.
During the Managed Wind-Down,theCompany would endeavourto realise all oftheCompany's investments in a mannerthat achieves a balance between maximising value and making timely returns to shareholders.	Sinceitsappointment,AEWhasundertakenextensiveanddetailed steps toimprovetheviabilityandperformanceoftheGroup'sassetsand therebyprovidingafirmerplatformforitsoperations.Thishas involved substantialtenantengagement,theremovalofnon-performingtenants, theappointmentofpropertymanagersandre-tenantingofassetswhere appropriate.Throughtheseactivities,theGrouphasgainedcontrolofthe majorityofitspropertiesandtherebyenhancedtheliquidityofthePortfolio. Inaddition,approximately90%.ofthePortfoliohasbeensubjecttointernal inspectioneitherbyAEW,JLL,Vibrantorothers,therebysignificantly improvingthelevelofunderstandingofthePortfolio.Analysisofthe underlyingconditionandoccupationofeachpropertyhasbeenparamountto determinesuitability,capitalexpenditurebudgets,prospects forincomeand capitalreturnsandforformulatingstrategies todriverentcollection. During the Managed Wind-Down, asset managementinitiatives will be focused on adding value to properties and preparing them for sale to
TheCompany may not achieve its objective of maximising returns whilstrealising assets in an orderly manner. The impact of bringing assets to market as part of a public wind-down strategy and the time required to execute disposals may also have an impact on disposal proceeds.Assets may therefore be realised at values which represent a material discountto the mostrecently published independent valuations.	maximise liquidity. The realisation process will be carried outin a way intended to minimise impact and disruption to vulnerable occupiers. Itis intended sales will be structured and executed to achieve best value and theCompany will consider various forms of property sales including via auction, private treaty, portfolio and individual asset sales. A decision on the preferred method of disposal will be determined by a number offactors, including property condition, location,tenanttype and lease terms.

Sales ofthe Group's assets may take longer than anticipated.

Risk Mitigation

Return of capital may be delayed and reduced:

TheCompany may not achieve its investment objective ofreturning available cash to shareholders in a timely manner and returns may be impacted.

The return of capitalto shareholders may be delayed by a number offactors, including, without limitation,the availability ofthe distributable reserves necessary fortheCompany to meet applicable requirements undertheCompanies Act 2006 to return capital and/or make distributions to shareholders.

The returns that shareholders may receive will be subjectto deductions for, among otherthings, direct disposal costs,tax, managementfees, the pay down ofthe existing debt and costs associated with the review and implementation of strategic options as well as the means ofreturning capitalto shareholders. These costs may reduce the sums available for distribution to shareholders in the future.

The Directors intend,following repayment ofthe Group's outstanding debt,to return capitalto shareholders upon the completion ofthe realisation strategy.

TheCompany's ability to make distributions may be constrained whilst theCompany faces potential group litigation and an FCA investigation.

In addition, in determining the size of any distributions,the Board willtake into accounttheCompany's ongoing costs, and the eventual liquidation costs. Should these costs be greaterthan expected, or should cash receipts forthe realisations ofinvestments be less than expected,this will reduce the amount available for shareholders in future distributions.

The most appropriate timing and mechanism to return capitalto shareholders will be determined in due course.

Dividend:
TheCompany currently has insufficient distributable reserves. The Directors do not intend to declare dividends in the shortterm.	The Directors do notintend to declare dividends in the shortterm.
Borrowing risk:
The Group has been operating under periodic debt covenant waivers from and with the support of Scottish Widows. The Directors anticipate Scottish Widows will continue to supportthe Group untilthe debtis fully repaid. The Group is reliant on continued Lender support.	Regular meetings are held between the Lender,the Board and AEW to discuss and assess the Group's compliance with banking covenants and agree an appropriate strategy, including waivers, partialrepayment of loan facilities and additionalfees payable.
Failure to comply with banking covenants or conditions of current waivers could resultin the Group's debt becoming repayable on demand and furtherrestrictions on the Group's liquidity.	TheCompany is implementing a strategy to repay the outstanding borrowings in a timely manner,focused on further property sales. It will be necessary to realise a proportion ofthe portfolio before 31 December 2024 to meetthe requirements ofthe Lender and repay the outstanding debt. Sales will be structured and executed with the intention to achieve best value and to minimise disruption to the underlying occupiers ofthe portfolio. TheCompany anticipates ongoing support of the Lender as it completes this repayment strategy.
The requirementto repay the existing loan facilities in the shortterm or on demand may resultin theCompany selling assets at a price lowerthan that which would otherwise be achieved in an ordinary sale on completion of any planned re-tenanting ofthe assets. The Lender has stated its objective forrepayment	SinceAEW's appointment all disposalroutes have been considered when selling assets to reduce the outstanding loan balance and provide working capital. However, in conjunction with advice from third party agents, given the nature of a significant number of properties within the portfolio, auction has been considered the most suitable method of disposalto date. Itis anticipated that whilst parts ofthe portfolio may be identified for portfolio and individual sales, some properties will continue to be sold via auction.
ofthe loan balance by 31 December 2024.	AEW works with third party service providers at a local levelto ensure the timely and structured sale of properties and to mitigate situations where too many properties are offered to the marketin specific locations at one time.

Risk Mitigation

Portfolio concentration may significantly affect the Company's performance:

All ofthe Group's assets are invested inUK property and within a single sector:residential.

During the Managed Wind-Down,the value ofthe portfolio will be reduced as assets are realised and concentrated in fewer holdings, and the mix of asset exposure will be affected accordingly.

Asset managementinitiatives will be focused on adding value to properties and preparing them for sale to maximise liquidity. In addition, given theCompany's originally stated objective of providing accommodation forthe homeless,the realisation process will be carried outin a way intended to minimise impact and disruption to vulnerable occupiers.

Itis anticipated that whilst parts ofthe portfolio may be identified for private treaty and portfolio sales, properties will continue to be sold via auction. AEW works with third party service providers to ensure the timely and structured sale of properties and to mitigate situations where too many properties are offered to the marketin specific locations at one time. Given the diverse nature ofthe portfolio, in terms oflocation, condition, occupation and geography, certain assets are likely to be more sought-afterthan others and possibly realised more quickly at more attractive prices in the current market.

A decision on the preferred method of disposal will be determined by a number offactors, including property condition, location,tenanttype, lease terms,the nature ofinterested purchasers and market conditions.

Performance of the portfolio – property condition, capital expenditure and non-recoverable property costs:

Investorreturns will be dependent upon the performance ofthe Group's portfolio.

There are increases in operating and other expenses and cash needs associated with tenant vacancies and unforeseen capital expenditure affecting properties.

The comprehensive post period end inspection programme has also led to a significantre‐ assessment ofthe quality and suitability ofthe property assets. Many properties are in need of extensive renovation before they can be occupied orreconfigured to provide an appropriate number of rooms to be suitable for PRS or Supported Living.

Underthe standard SPAcontracts,the Group had limited recourse againstthe vendorifthe vendor did not complete the contractual obligations to improve the property post-acquisition. Furthermore,there were insufficientretentions available to facilitate the completion of works.

There is a risk thatthe Group does not have sufficientliquidity to undertake allrequired capital expenditure to improve the property condition to ensure all properties are to the standard required for occupation by PRS or supported living/SocialUse.

The condition ofthe properties impacts the valuation,rental income, property costs and therefore earnings and the NAV ofthe Group.

The Group may incur vacant property costs on leases surrendered by non-performing tenants including utility costs,repairs and maintenance until properties can either be brought up to standard and re-let or sold to mitigate further expenses.

As part ofits strategy to rationalise the property portfolio, AEW had undertaken disposals with initialfocus on those properties that were in poor condition, were largely vacant and required significant capital expenditure in orderto be brought up to specification.

AEW has undertaken a comprehensive inspection programme to ascertain property condition.Analysis ofthe underlying condition ofthe properties is paramountto determine suitability, capital expenditure requirements and income and capitalreturn prospects for each asset as AEW works to rationalise the portfolio.

AEW has commissioned capital expenditure reports on a sample of properties to determine the capital expenditure requirement ofthe Group and undertake a cost benefit analysis on a property-by-property basis, taking into accountfactors such as property location, local demand and quality operating partners and tenants.

Capital expenditure requirements and property budgets are included in business plans and cashflow forecasts. AEW agrees property budgets with appointed property managers and approves expenditure. The Board monitors cashflow and performance against business plans with regular updates provided by AEW.

Capital expenditure is permitted underthe New Investment Policy where itis deemed necessary or desirable byAEW in connection with the Managed Wind-Down, primarily where such expenditure is necessary to protect or enhance an asset's realisable value, orin orderto comply with statutory obligations.

Liquidity risk:

There is a risk the Group will have insufficient cash to meetits liabilities due to the currentlow levels ofrent collection,tenantliquidation and the change in leasing modelresulting in the Group being responsible in some instances forrepairs and maintenance and vacant property costs.

The impact of bringing assets to market as part of a public wind-down strategy may also resultin changes in rent collection levels and the re-tenanting process due to occupiers and tenants being uncertain over who theirfuture landlord will be.

TheCompany is furtherincurring high corporate costs as a result ofthe issues being dealt with by theCompany including significantlegal, audit and professionalfees (including in respect ofthe financing), and director and officerinsurance.

Capital expenditure is also permitted under the New Investment Policy where itis deemed necessary or desirable by AEW in connection with the Managed Wind-Down, primarily where such expenditure is necessary to protect or enhance an asset's realisable value, orin orderto comply with statutory obligations.

The Group's investments are illiquid and may be difficultto realise at a particulartime which could putthe Group's cash requirements under further strain.

The Group has been operating under periodic debt covenant waivers from and with the support of Scottish Widows and the Directors anticipate they will continue to supportthe Group untilthe debtis fully repaid. Failure to comply with banking covenants or conditions of current waivers could resultin the Group's debt becoming repayable on demand and furtherrestrictions on the Group's liquidity.

Political and regulatory risk:

Changes in laws orregulations governing the Company's operations, including changes to homelessness legislation, may adversely affect theCompany's business.

Real Estate sector

Property market – residential including Social Use and Supported Living:

Performance will be subjectto the condition of property markets in theUK including sector sentiment on residential including SocialUse and Supported Living. Asignificant downturn in the underlying value ofthe Group's investment property would impact shareholderreturns and ability to repay the outstanding loans.

Factors include inter alia general economic climate, excess supply orfall in demand for properties and changes in laws or government regulations.

Risk Mitigation

The Board monitors the cash position and seeks regular advice on its obligation and liabilities. The Group is reliant on continued Lender support untilrepayment ofthe outstanding debt.

AEW maintains a 13-week cash flow forecast which is updated atleast biweekly in addition to an 18-month medium term cashflow.

The Board and AEW has a procedure forthe approval of significant capex and unbudgeted expenses.

Regular meetings are held between the Lender,the Board and AEW to discuss and assess theCompany's compliance with banking covenants and conditions of current waivers to agree appropriate strategies, including waivers and partialrepayment ofloan facilities.

TheCompany has announced a strategy ofrepaying the outstanding debtthrough additional properties sales. AEW is developing its disposal strategy for continued auction sales and sales by private treaty, individual and portfolio sales.

Net proceeds from realisations will first be used to repay borrowings, with excess cash placed on sterling only deposits and/or held as cash equivalent securities, other cash equivalents, cash funds or bank cash deposits, pending its return to shareholders.

Change in governmentfunding around housing benefit(for example) is considered an unlikely risk atthis stage, however,the Group will continue to monitor any potential change.

Post period end, AEW has undertaken a comprehensive inspection programme via third parties to assess the quality and suitability ofthe assets.AEW's assessment of each property including suitability, capital expenditure requirements and income and capitalreturn prospects takes into accountfactors such as property location, local demand and quality operating partners and tenants.

AEW reports its strategy and progress against business plans for portfolio rationalisation and re-tenanting to the Board on a regular basis.

Principal risks and uncertainties — continued

Tenant default and liquidation:

Failure by tenants to comply with theirrental obligations and tenantliquidations affects the ability ofthe Group to pay dividends and meet banking covenants associated with its borrowings.

As at 31 August 2022, 17 ofthe 29 tenants are of weak covenant strength representing 68.3% of properties and 66.6% of annual contracted rent as atthattime. One tenant had entered administration as at 31August 2022 and a further 11 tenants entered into voluntary administration post period end,representing 53.9% of properties and 62.1% of annual contracted rent as at 31 August 2022.

The impact of bringing assets to market as part of a public wind-down strategy may also resultin changes in rent collection levels and the re-tenanting process due to occupiers and tenants being uncertain over who theirfuture landlord will be.

Property Valuations:

Property valuation is inherently subjective and uncertain. Valuations are subjectto uncertainty and may notreflect actual sales prices realised by the Group.

Realisations will vary, and itis anticipated that there will be both positive and negative variance from sales prices to valuations during the Managed Wind-Down. The reasons for such a variance are considerations such as changes in the housing market, changes in condition or occupation ofthe property since valuation, method of sale (portfolio, auction, private treaty), tenant,rent payment, lease structure and information availability.

Risk Mitigation

AEW determined thatthe majority oftenants were poorly capitalised and lacked long term operating track records. Fortenants considered non-performing or unsuitable, AEW seeks to negotiate surrender of the leases to take back control ofthe underlying properties to either let directly as PRS orre-letto a housing providerfor Supported Living. Material decisions in respect oflease surrenders and any write offs of arrears are approved byAEW's Investment ManagementCommittee prior to approval by the Board.

Where lease surrenders cannot be agreed commercially, AEW has taken action againstthe tenants which can include statutory demands, forfeiture and winding up petitions. In the few instances where the CICis performing well,the leases willremain in place, although terms may be varied.

AEW is continuing to identify and assess potential prospective tenants and quality providers of social housing and support services for properties suitable for occupation. In accordance with AEW's processes, it will seek to undertake stringent covenant analysis and due diligence on all proposed tenants.

AEW provides regular updates to the Board on its strategy by tenant and the progress against business plans.

The Board has appointed an experienced independent external valuer, JLL, with relevant and recent experience. JLL considers the quality and the suitability ofthe assets,the covenant strength ofthe tenant and the rental value forthe existing use and LHA rates. JLL uses a combination ofthe investment approach and MV-VP (46.3% ofthe portfolio value as at 31 August 2022). Where a valuation is prepared on an investment basis, limitations on the duration ofthe income streams are applied to account forthe covenant strengths ofthe tenants, and the rentlevels demanded underthe leases.

AEW will continue to assess the portfolio as part ofthe portfolio rationalisation. Properties will be sold through a combination of auction, portfolio and individual sales asAEW seeks to maximise value.

The performance of key service providers is regularly reviewed by the Board.

Shares

Restoration of trading of shares:

The listing ofthe Shares was suspended on 3 January 2023 due to theCompany not filing accounts within four months of year end.

There is a risk thatthe Shares are permanently delisted from the London Stock Exchange.

Once the Shares are relisted,there is the risk of significant sale of Shares by investors may cause the market price ofthe Shares to fall.

Volatility of share price during the Managed Wind-Down:

TheCompany may experience volatility in its share price, both as a function of volatility in its net asset value and a reduction in share liquidity as capital is returned to shareholders, which may resultin a continued or possibly wider discountto net asset value.

The Board and its advisers regularly engage with the FCA and Companies House in relation to the continued delays to the filing ofthe Group's accounts.

The Board, AEW and Liberum have been actively engaging with shareholders during the period of suspension including monthly updates and shareholder presentations. In advance ofrelisting ofthe Shares, theChair and AEW will engage with shareholders through a series of meetings.

The Board,AEW and Liberum have been actively engaging with shareholders including monthly updates and shareholder presentations. TheCompany will continue to provide regular updates during the Managed Wind-Down, however,the level of disclosure included will be reviewed throughoutthe process in orderto protecttheCompany's commercial interests and allow disposals to be completed in a manner that preserves shareholder value.

Risk	Mitigation
Shareholders ability to continue to hold shares: IftheCompany ceases to maintain REIT status theCompany's shares will also cease to be "excluded securities" underthe FCA's rules on non-mainstream pooled investments which may have an impact on the ability of certain investors to continue holding theCompany's shares.	AEW and theCompany's specialisttax adviser monitor compliance with the REIT regime and liaise regularly with HMRC. TheCompany will make appropriate announcements in the event ofthe Company ceasing to maintain its REIT status.
Engagements with third party service providers
Reliance on the performance of AEW and other key service providers: TheCompany has no employees and is reliant upon the performance of AEW and otherthird party service providers. Failure byAEW and/or any service providerto carry outits obligations to theCompany in accordance with the terms ofits appointment could have a materially detrimental impact on the operation oftheCompany. The future ability oftheCompany to successfully pursue its investment objective and investment policy may, among otherthings, depend on the ability of AEW to retain its existing staff and/ orto recruitindividuals of similar experience and calibre.	Following a rigorous selection process,the Board appointed AEW as Property Adviser on 22 May 2023 and as Investment Manager and AIFM on 21 August 2023 following shareholder approval ofthe Amended Investment Policy. In orderto align AEW's interest with those of shareholders, AEW's fee includes performance elements in relation to rent collection and disposals during the Stabilisation Period subjectto an overall cap. AEW's performance is closely monitored by the Board with regularreview including key staff and generalresourcing. Performance ofthe key service providers is monitored by the Board through its Management EngagementCommittee ("MEC"). The MEC
	performs a formal annualreview ofthe ongoing performance of AEW and other key service providers and makes recommendations to the Board abouttheir continuing appointment. The Board will undertake a rigorous selection process for any key service provider appointments.
Replacement of key service providers could disruptthe business, causing potential issues and delays in reporting.	With due consideration to the events that have occurred and the failure of several key service providers to raise material matters or concerns with the Board,for good governance,the Board expected to tender all key services providers exceptAEW, JLL and Liberum.The Board expected to undertake a phased replacement of key service providers in orderto ensure continuity of service and reduce the potential impact on the business. AEW commenced tendering of several key service providers, however due to theManaged Wind-Down,the Board is considering whetherthe current service providers should remain in place.TheMECand the Board will continue to monitorthe performance of key service providers and determine whether continued engagementremains appropriate.
Intensive Housing Managers (IHM) and property managers Risk:
As part ofthe Amended Investment Policy,the Group has appointed third party specialists including IHM and property managers. This will resultin additional costto the Group.	AEW agrees budgets and controls around expenditure with the IHM and property managers in accordance with contractual agreements. AEW monitors expenditure against budgets and provides regular reporting to the Board on properties subjectto IHM and property management agreement.
In some instances, property managers used by non-performing tenants may be appointed by theCompany due to their knowledge ofthe underlying properties and existing relationships with occupiers in orderto facilitate rental collection.	Where possible, AEW negotiates contracts with IHM and property managers on a flexible basis to provide stability and continuity of service until longerterm strategies can be implemented.
AEW may not have had previous experience or relationships with these service providers and the quality ofthe service may be unknown.	AEW undertakes appointments in accordance with its supplier selection and monitoring procedures including undertaking due diligence on service providers, negotiating service level agreements and key performance indicators.

Principal risks and uncertainties — continued

Risk	Mitigation
Business interruption:
Cyber-attacks onAEW's and/or other service providers' IT systems could lead to disruption, reputational damage,regulatory (including GDPR) or financial loss to theCompany.	TheCompany's key service providers have business continuity plans in place.AEW and other service providers' staff are capable of working remotely for an extended time period.AEW's and other service providers' IT systems are protected by anti-virus software and firewalls that are updated regularly.
Taxation
Compliance with REIT rules:
Failure to comply with the REIT rules and other regulations may have a negative impact on theCompany.	AEW and theCompany's specialisttax adviser monitor compliance with the REIT regime and liaise regularly with HMRC.
The Board expects thattheCompany will continue to fulfilthe relevant conditions to qualify forUK REIT status in the shortterm. However, the requirements for maintaining REIT status are complex.
As the Managed Wind-Down progresses,the Company cannot guarantee thatit will maintain continued compliance with all of such conditions, particularly in its latter stages when the portfolio has been fully realised. The basis oftaxation of any shareholder's shareholding in theCompany may differ or change materially iftheCompany fails or ceases to maintain its REIT status.
Governance, regulatory compliance and litigation
FCA regulations and investigation:
Failure to comply with FCAregulations and adverse findings from pending investigations may have a material adverse impact on theCompany's profitability (because of possible fines),the NAV and the price ofthe Shares.	The Board seeks regular advice from its advisers and has confirmed the Board will co-operate fully with the FCA investigation.
As a result ofthe FCA investigation into the Company, (becuase ofthe possible fines),the ability oftheCompany to make distributions to shareholders may be constrained, in whole orin part.
Risk of potential litigation from shareholders or a group action against the Group: As a result ofthe potential shareholder group litigation into theCompany and theCompany's Directors who were in office atIPO,the ability oftheCompany to make distributions to shareholders may be constrained, in	TheCompany intends to defend itself vigorously in respect ofthe threatened litigation and has denied the allegations made againstit. The Board is regularly engaging with its advisers on potential exposure to litigation. The Board has appropriate D&O Insurance in place.

whole orin part.

Principal risks and uncertainties — continued

Risk	Mitigation
Board – replacement, experience and succession:
All ofthe Board members who were in office at IPO have announced theirintention to stand down afterthe publication ofthe annualresults for 2022 and 2023.	Since January 2024,theCompany has appointed a new Independent Non ExecutiveChair, a SeniorIndependent Non-Executive Director(and MEC chair designate) and a Non-Executive Director who will become audit chair in due course.
The new Directors may lack historical knowledge ofissues encountered by the Group.	In assembling the new Chair and Directors, careful consideration has been given to the appropriate skills, experience, knowledge, culture, capacity and independence ofthe incoming Board members.
	Postresignation from the Board, Lynne Fennah will become a consultant to the Board oftheCompany to provide continuity and will use her invaluable experience and knowledge oftheCompany to supportthe Board and theCompany's advisers.
	The Board,through its NominationCommittee, willreview its composition on a regular basis and will develop a succession plan atthe appropriate time.
Health and Safety (H&S) risk: The Group and the Board have responsibility for certain H&S matters. Failure to have appropriate H&S procedures and processes may resultin regulatory fines and reputationalrisk.	H&S is a standard priority agenda item for Board meetings. The Board has received a summary ofits responsibilities under various scenarios given the change in leasing model which now includes directleasing to occupiers.
	AEW has an established H&SCommittee and reports regularly on H&S matters to the Board. AEW also notifies tenants regularly oftheir responsibilities and communicates any non-compliance issues identified requesting evidence ofremediation.
	Property managers are obligated to provide regularreporting on H&S compliance.AEW will undertake spot checks of compliance.

Going concern and viability statement

The Directors, atthe time of approving the financial statements, are required to consider whetherthey have a reasonable expectation thatthe Company and the Group has adequate resources to continue in operational existence forthe foreseeable future and do not considerthere to be any threatto their going concern status.

AsdiscussedinNote26totheConsolidatedFinancial Statements, shareholdersapprovedtheNewInvestment Policyon16September2024fortheManagedWind-Down.TheGroupwillnotmakeanyfurtherrealestate acquisitionsandwillnotmakeanyfurtherinvestment. Capitalexpenditurewillbepermittedwhereitis deemednecessaryordesirabletoprotectorenhance anasset'snetrealisablevalueorinordertocomplywith statutory obligations.

Cashflow projections have been prepared by AEW and agreed with the Board which consider:

• 1. The expected orderly disposal of properties through a combination of private treaty and auction sales. The Board expects that substantially all properties will be sold no laterthan 30 June 2025.
• 1. Revenue will continue to be collected on properties held by the Group.
• 1. Expenses are forecastto continue to be incurred atthe currentlevel forthose services required forthe continued operation ofthe Group. Notice periods have been considered where necessary and the majority of operations are expected to have concluded by 31 December 2025, when the annualreport and accounts forthe year ended 31 August 2025 are required to be filed.

As discussed in Note 10 to the Consolidated Financial Statements,the Group has been operating under periodic debt covenant waivers from and with the support ofthe Lender with the latest waiver extending to 31 October 2024. The Lender has stated thatit expects that both facilities and their associated interest and Deferred Fees to be fully paid by 31 December 2024. On this basis,the Directors believe thatthe Lender will continue to supportthe Group until the debtis fully repaid. However,there is no guarantee thatthe Lender will continue to extend its support beyond the date ofthe latest waiverletter.

Since beginning property sales in August 2023,the average discountfrom the 31 August 2022 JLL valuation is 11.4% and 13.2% if August 2023 through November 2023 sales are excluded, as this evidence was used by JLL as part ofthe valuation process (1.9% and 3.0% average discountfrom 31 August 2023 valuation respectively). This discount occurs generally because atthe auction date:

• 1. TheGroup did notreceive fromAHRAorfromnonperforming tenants, and therefore cannot produce, critical information that buyers require, such as underlyingoccupancy,tenant and income information and property compliance certificates; and
• 1. The Group's advisers have experienced issues with accessing properties because oftenant imposed limitations or due to poor management by the non-performing tenants, which negatively impacts marketing including producing full information particulars.

TheGroup has been selling properties that are in poor condition inordertominimiseoperating liabilities and risks. Inordertomaximise sales proceeds fromfuture sales,AEWis prioritising selling propertieswhich the Group controls and holds complete information for marketing.However, considering the past shortfalltothe valuations and as a contingency toensure theCompany can fully repay the Lender and provide adequateworking capitaltofundoperations,theGroup is planningon selling aminimumof a further £25millionof property in the period to31December 2024.The remaining properties are expected tobe sold in the period to 30June 2025.

The Company has received a pre-action letter of claim which asserts thatthe Company provided information to investors which was false, untrue and/or misleading and as a resultinvestors suffered losses. The Directors are not currently able to conclude whether or when a formal claim may be issued and if a claim is issued, whatthe quantum of such claim may be. Further, on 12 February 2024,the Company was notified by the FCA of its commencement of an investigation into the Company, covering the period from 22 September 2020 to 3 January 2023. The Company and the Directors are cooperating with the FCA in its investigation. However, they are not able to assess or quantify what, if any, action may be taken. Untilthe Directors have better visibility into the ultimate exposure ofthese and any other contingentliabilities,they will not be able to satisfy themselves as to whatif any reserves of excess cash will be required to settle these matters. When the Directors are able to estimate the range of exposure, the Company intends to return any estimated surplus capitalto investors, whilst maintaining a prudentlevel of cash to wind down the Company and Group and considering any other eventualities.

As a result of (i) uncertainty overthe timing of asset sales, (ii)risks around continued Lender support, (iii) the threatened litigation, (iv)the FCA investigation and (v)the Directors' expectation for an orderly winddown ofthe Company's operations,the Directors considerit appropriate to adopt a basis of accounting otherthan as a going concern in preparing the financial statements. No material adjustments to accounting policies orthe valuation basis have arisen as a result of ceasing to apply the going concern basis.

Approval of the Strategic Report

The Strategic Report was approved by the Board and signed on its behalf by:

Michael O'Donnell

Chair 10 October 2024

Governance

• The Board
• Directors'report
• Corporate governance statement
• Report ofthe Audit Committee
• Report ofthe Management Engagement Committee

44 Home REIT plc | Annual Report | Forthe year ended 31 August 2022

• Report ofthe Nomination Committee
• Directors'remuneration report
• Statement of Directors'responsibilities
• Independent Auditor's report

The Board

Allthe Directors are non-executive and independent of Alvarium FM, AHRA and AEW. The Directors ofthe Company who were in the office during the period and up to the date of signing the Annual Report and financial statements were:

Michael O'Donnell, Chair of the Board and the Nomination Committee (appointed 18 January 2024)

Michael O'Donnell is Chair ofthe Board since his appointment on 18 January 2024. He is also a Non-Executive Director and Chair ofthe Remuneration Committee of Big Yellow Group PLC, a FTSE 250 self-storage company. Michael has over 30 years of experience, 15 of which has been dedicated to Non-Executive Directorroles at a range of companies across the healthcare,real estate,residential, education and business services sectors including Helical plc (where he also chaired the Remuneration Committee), BMI Healthcare, Cygnet Healthcare, Esland Care and Dental Partners.

Michael has extensive experience in complex restructuring situations including insolvency processes and has held several creditor side board appointments. Priorto roles as a Non-Executive Director, he spent 11 years in private equity at LGV Capital (a subsidiary of Legal & General) and priorto that eight years in corporate finance at Morgan Grenfell and BZW. Michael has a Batchelor of Commerce degree from University College Dublin.

Peter Cardwell

Peter Cardwell served as a Special Adviserin the UK governmentfrom 2016 to 2020. He worked forfour Cabinet ministers in four departments:the Northern Ireland Office;the Home Office;the Ministry of Housing, Communities & Local Government; and the Ministry of Justice. Atthe Ministry of Housing, he advised Housing Secretary Rt Hon James Brokenshire MP on homelessness. Rough sleeping dropped by 2% and then 9% annually as a result ofthe policies on which Peter advised. He also undertook outreach shifts with sector charities whilst advising on homelessness and had frequentinteractions with organisations such as Shelter, Thames Reach and Crisis.

After being educated in Northern Ireland, Peter studied at St Hugh's College, Oxford, before winning a Fulbright Scholarship to Columbia School of Journalism, New York. Now Political Editor and presenter at Talk Radio, he has worked forthe BBC in London, Washington DC, New York and Belfast, as well as for Sky News, Channel 5 News, UTV and ITV.

Rod Day (appointed 7 June 2024)

Rod Day is an Independent Non-Executive Director ofthe Board and Audit Committee Chair designate. A qualified accountant with an MBA from London Business School, he has over 30 years of business experience having held seniorroles in strategy and finance for a number of leading international organisations. In an executive capacity his career highlights include working forIron Mountain Inc (2008- 2016), where he latterly acted as Global CFO leading strategic M&A and was instrumental in its conversion to a REIT; AOL Europe (2001-2008), where he acted as CFO in his finaltwo years atthe business, and at Kingfisher plc in various strategy and business planning roles (1994-2001). He also worked for a number of years at OC&C strategy consultants.

Since 2017 Rod has undertaken a series of business advisory and board roles. He has been interim CFO and Board member at a number of companies including RWS plc, a UK listed translation company; Cobham Group,the UK's largest aerospace and defence company where he was finance lead on various divestitures; and V Ships, a world leading shipping supplies company. He has also acted as a senior adviser to Cerberus Capital.

Lynne Fennah

Lynne was theChair oftheCompany and the NominationCommittee until 18 January 2024. She joined Empiric Student Property plc in June 2017 and had held the position ofChief Financial and Sustainability Officer until herretirementin May 2023. During her tenure at Empiric, she oversaw all financial and taxation matters and led on the operationaltransformation ofthe business including an extensive in-sourcing programme. Lynne was also the ViceChair ofthe Student AccommodationCommittee ofthe British Property Federation. In 2012, she joined PalmerCapital, an FCAauthorised real estate investment management company, asCFO with responsibility for overseeing the company's financial and taxation matters. Lynne became EuropeanCFO forthe Toga Group in 2008, with responsibility forthe development of hotels and management of commercial property investments.

Lynne joined The Goodwood Estate being promoted to Finance and IT Directorin 2005, a board position with responsibility forthe finances of all group companies across a portfolio of primarily hospitality focused operations. In 1995, Lynne joined American Express and during hertenure held positions in corporate audit and travel business reporting, both roles covering the EMEA region, and a globally focused process re-engineering projectrole. After obtaining a degree in finance at Liverpool John Moores University, Lynne joined Moore Stephens and qualified as a Chartered Accountant, where she covered all aspects of general practice with a particularfocus on audit.

Simon Moore, Chair of the Management Engagement Committee

Simon Moore was the SeniorIndependent Director until 2 April 2024. He has over 30 years' experience in the UK financial sectorincluding at NatWest Bank, Williams de Broë, Teather & Greenwood and Collins Stewart. He was SeniorInvestment Manager at Seven Investment Management and Head of Research at Tilney Bestinvest. Simon has been a long-standing member oftwo important committees atthe Association of Investment Companies:the Statistics Committee and the Property and Infrastructure Forum (he was Chairman ofthe latter). He has been a Director of Athelney Trust(LSE: ATY) since 2015.

He has a Biochemistry BSc from Imperial College and an MSc in Computer Modelling of Molecules from Birkbeck College.

Peter Williams, SeniorIndependent Director (appointed 2 April 2024)

Peter Williams is the SeniorIndependent Non-Executive Director ofthe Board and Management Engagement Committee Chair designate of Home REIT plc. A qualified Chartered Accountant, he has over 30 years of Board level experience achieved in both an executive and non-executive capacity. Peter is currently Chairman of ACS Clothing,the sustainable fashion enabler, a non-executive director at SGS Group,the owner of shopping and leisure centres at Lakeside, Watford, Nottingham and Braehead; and is a trustee of both Somerset House in London and the Architectural Fund.

During his career he has been involved in significant corporate activity in relation to buying and selling companies, IPOs and restructuring. Peter's experience in capitalreconstructions include those of JJB, Blacks, EMI and Jaeger working with both equity shareholders and debt providers. He has led or played a leading role in five IPOs including Selfridges (to which he was Chief Financial Officer and subsequently Chief Executive), Cineworld, boohoo, Domino's in Turkey, and Mister Spex. His extensive non-executive experience includes Board roles at Rightmove, Superdry, Cineworld, Gcap Media, Capital Radio, U+I, Sophia Webster, Sportech, Silverstone, Erno Laszlo and Miinto A/S.

Marlene Wood, Chair of the Audit Committee

Marlene Wood is a chartered accountant with a broad range of experience in both the private and public sectors. She is currently a non-executive director and chair ofthe audit committee of RM Infrastructure Income PLC. She was formerly a non-executive director and chair ofthe audit committee of GCP Student Living plc and Atrato Onsite Energy plc.

Until 2019, she was Deputy Chair and Chair ofthe Finance Committee ofthe Scottish Funding Council for Further and Higher Education. She spent 20 years with the Miller Group, a major UK property business, predominantly as finance directorfor Miller Developments,the property development and investment arm, and latterly as group accounting and treasury director.

Directors' report

The Directors presenttheirreportforthe year ended 31 August 2022. In accordance with the Companies Act 2006 (the "Act"),the Listing Rules and the Disclosure Guidance and Transparency Rules,the Corporate Governance Statement, Directors' Remuneration Report, Reports from the Audit Committee, Nomination Committee and Management Engagement Committee, and the Statement of Directors' Responsibilities should be read in conjunction with one another, and the Strategic Report. As permitted by legislation, some ofthe matters normally included in the Directors' Report have instead been included in the Strategic Report, as the Board considers them to be of strategic importance. These include the below:

• Description ofthe business model can be found beginning on page 29.
• Likely future developments and outlook are contained within the Chair's Statement on pages 13 and 14.
• Important events affecting the Group which have occurred since the end ofthe financial year are set out on pages 9 to 14 and in Note 26 to the Consolidated Financial Statements.

Directors

The Directors in office atthe date ofthis Report are as shown on pages 45 and 46. Lynne Fennah, Marlene Wood, Peter Cardwell and Simon Moore were appointed to the Board on 3 September 2020. Lynne Fennah stepped down as Chair on 18 January 2024 when Michael O'Donnell was appointed as Chair. Peter Williams was appointed on 2 April 2024 and Rod Day was appointed on 7 June 2024.

Details ofthe Directors'terms of appointment can be found in the Directors' Remuneration Report.

Corporate governance

The Corporate Governance Statement on page 51 forms part ofthis Directors' Report.

Dividends

On 15 September 2021,the Company declared a dividend of 0.84 pence per Share in respect ofthe period from 1 May 2021 to 31 August 2021, which was paid on 22 October 2021 to shareholders on the register as at 24 September 2021. This dividend was paid as a PID.

On 27 January 2022,the Company declared a dividend of 1.37 pence per Share in respect ofthe period from 1 September 2021 to 30 November 2021, which was paid on 25 February 2022 to shareholders on the register as at 4 February 2022. This dividend comprised 1.27 pence per Share as a PID and 0.10 pence per Share as a non-PID dividend.

On 5 May 2022,the Company declared a dividend of 1.37 pence per Share in respect ofthe period from 1 December 2021 to 28 February 2022, which was paid on 10 June 2022 to shareholders on the register as at 13 May 2022. This dividend was paid as a PID.

On 4 August 2022,the Company declared a dividend of 1.38 pence per Share in respect ofthe period from 1 March 2022 to 31 May 2022, which was paid on 9 September 2022 to shareholders on the register as at 12 August 2022. This dividend was paid as a PID.

Post year end, on 12 December 2022,the Company declared a furtherinterim dividend of 1.38 pence per Share in respect ofthe period from 1 June 2022 to 31 August 2022, which was paid on 20 January 2023 to shareholders on the register as at 23 December 2022. This dividend was paid as a PID.

Therefore,the Group's total dividends in respect ofthe year ended 31 August 2022 were 5.50 pence per Share.

Capital structure

Issue of Shares

A Prospectus was issued by the Group on 2 September 2021 in respect of an Open Offer, Initial Placing, Intermediaries Offer and Offerfor Subscription of new Shares in the capital ofthe Group,together with the implementation of a 12-month Placing Programme (together,the "Share Issuance Programme"). Pursuantto the Circular published by the Company on 2 September 2021, atthe General Meeting held on 20 September 2021,the shareholders approved the resolutions in respect ofthe Share Issuance Programme and the dis-application of pre-emption rights when allotting those Shares.

Pursuantto the authorities granted underthe Share Issuance Programme,the Group issued:

• 321,100,917 Shares at an issue price of 109 pence per Share on 23 September 2021, with an aggregate nominal value of £3,211,000,raising gross proceeds of £350 million. 91,229,256 new Shares were issued pursuantto the Open Offer, 206,083,058 new Shares were issued pursuantto the Initial Placing, 13,812,751 new Shares were issued pursuantto the Offerfor Subscription, and 9,975,852 new Shares were issued pursuantto the Intermediaries Offer. The Shares were issued to institutional investors and professionally advised private investors and admitted to trading on the Premium Segment ofthe London Stock Exchange's Main Market on 27 September 2021.

Directors' report — continued

• 228,899,083 Shares at an issue price of 115 pence per Share on 27 May 2022, with an aggregate nominal value of £2,289,000,raising gross proceeds of £263 million. These Shares were allotted by way of a placing of new Shares. The Shares were issued to institutional investors and professionally advised private investors and admitted to trading on the Premium Segment ofthe London Stock Exchange's Main Market on 31 May 2022.

The above Shares issuances were made at a price of not less than the net asset value per Share atthe time of issue plus an amountto coverthe cost. The authorities granted underthe Share Issuance Programme expired on 2 September 2022.

Purchase of Shares

Atthe AGM held on 27 January 2022,the Directors were granted authority to purchase up to 14.99% of the Group's ordinary Share capital in issue atthat date on which the Notice of AGM was published, amounting to 84,194,540 Shares. This authority expired atthe conclusion of AGM ofthe Company held in February 2023. Shares bought back by the Company may be held in treasury, from where they could be reissued at or above the prevailing net asset value quickly and cost effectively. This provides the Company with additional flexibility in the management of its capital base. The Company did not purchase any of its Shares during the year pursuantto this authority, nor did any nominee orthird-party with the Group's assistance acquire any Shares on behalf ofthe Company. No Shares were held in treasury during the year or atthe year end.

Current share capital

As at 31 August 2022, and atthe date ofthis Report,the Group's issued share capital comprised 790,570,465 Shares, each of 1p nominal value. At general meetings ofthe Group, ordinary shareholders are entitled to one vote on a show of hands and, on a poll,to one vote for every Share held. At 31 August 2022, and atthe date of this Report,the total voting rights in the Group were 790,570,465.

Significant shareholders

As at 31 August 2022,the Company had been notified of the following disclosable interests in the share capital ofthe Group:

Name	Number of Shares	% oftotal voting rights
BlackRock Investment Management(UK) Limited	95,666,248	12.10
M&G Investment Management Limited	77,579,955	9.81
Rathbone Investment Management Ltd	37,229,497	4.71
J M Finn & Co	24,031,160	3.04

Since 31 August 2022 and up to the date ofthis Report, the Company has been informed ofthe following notifiable shareholdings in the share capital of the Company:

Name	Number of Shares	% oftotal voting rights
M&G Investment Management Limited	124,703,853	15.77
BlackRock Investment Management(UK) Limited	75,916,498	9.60
Liontrust Asset Management PLC	45,273,414	5.73
Sarasin & Partners LLP	41,529,624	5.25
Vanguard Group Inc	35,573,131	4.50

Shareholder rights

The following information is disclosed in accordance with The Large and Medium sized Companies and Groups (Accounts and Reports) Regulations 2008 and DTR 7.2.6 ofthe FCA's Disclosure Guidance and Transparency Rules:

• the Group's capital structure and voting rights and details ofthe substantial shareholders in the Group are set outin the previous page ofthis section;
• an amendmentto the Company's articles of association (the "Articles") and the giving of powers to issue or buy back the Company's Shares requires an appropriate resolution to be passed by shareholders. Proposals to grant powers to the Board to issue and buy back Shares will be set out in the notice ofthe General Meeting at which these accounts will be laid in front of shareholders; and
• there are no restrictions concerning the transfer of securities in the Company; no restrictions on voting rights; no specialrights with regard to control attached to securities; no agreements between holders of securities that may restricttheirtransfer or voting rights, as known to the Company; and no agreements which the Group is party to that might affectits control following a successfultakeover bid.

Requirements of the Listing Rules

Listing Rule 6.6.1 requires the Company to include specified information in a single identifiable section of the Annual Report or a cross reference table indicating where the information is set out. The information required under Listing Rule 6.6.1(6) in relation to allotments of Shares is set out on pages 47 and 48. The Directors confirm that no additional disclosures are required in relation to Listing Rule 6.6.1.

Independent professional advice, insurance and indemnity

Details regarding independent professional advice, insurance and indemnity are set outin the Corporate Governance Statement beginning on page 51.

Energy and Carbon reporting

The Group is required to disclose the annual quantity of emissions as perthe Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, as amended by The Companies Act 2006 (Strategic Report and Directors' Reports) Regulations 2013, and The Companies (Directors' Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018. The Group however believes thatit does not have any reportable emissions as this predominantly falls underthe tenant's responsibility as part oftheir FRI leases, whilstthe emissions from other areas such as Group offices fall underthe responsibility of other parties. Notwithstanding that,the Group intended to undertake an emissions data collection exercise with its tenants to understand the energy intensity ofthe properties and to ultimately agree energy use reduction targets with the tenants. Given the issues the Group has faced,this has not been pursued with tenants.

The Group is also notformally required to report underthe Task Force for Climate-Related Financial Disclosures. This will be considered forfuture reporting periods.

Management arrangements AIFM

During the year underreview, Alvarium FM was the Company's AIFM. Alvarium FM is regulated in the conduct of investment business by the FCA and was, forthe purposes ofthe AIFMD and the rules ofthe FCA, a 'full scope' UK alternative investmentfund manager with a Part 4A permission for managing AIFs, such as the Company.

The Company and Alvarium FM had entered into the IMA under which Alvarium FM had agreed to provide the Company with portfolio management and risk management services. Underthe IMA, Alvarium FM received a fee of £40,000 per annum. No performance fee was payable to Alvarium FM.

The IMA could be terminated on 12 months' written notice, such notice to expire on or at any time after the fifth anniversary ofthe first admission ofthe Company's Shares to the FCA's Official List and trading on the London Stock Exchange's main market, which became effective on 12 October 2020.

On 25 May 2023,the Company and Alvarium FM agreed by way of variation agreement, as further varied on 18 July 2023,thatthe IMA would be varied to allow for termination immediately upon the Company giving notice in writing to Alvarium FM, provided such notice was given by notlaterthan 31 August 2023, or upon either party giving notless than six months' notice in writing. On 21 August 2023,the Company terminated the IMA on the appointment of AEW as the Investment Manager and AIFM.

Investment Adviser

AHRA was appointed underthe IAA as the Investment Adviserto provide certain services in relation to the Company and its portfolio, including sourcing investments for acquisition by the Group and due diligence in relation to proposed investments.

Underthe terms ofthe IAA, AHRA was entitled to a fee payable monthly as detailed below:

The investment advisory fee was an amount calculated in arrears in respect of each month, in each case based upon the net asset value ofthe Company on the following basis:

• a) One-twelfth of 0.85%, per calendar month of net asset value up to and including £500 million;
• b) One-twelfth of 0.75% per calendar month of net asset value above £500 million up to and including £750 million; and
• c) One-twelfth of 0.65% per calendar month of net asset value above £750 million.

No performance fee was payable to AHRA. The fees paid to AHRA during the yearis detailed in Note 6 to the Consolidated Financial Statements.

The IAA could be terminated on 12 months' written notice, such notice to expire on or at any time afterthe fifth anniversary ofthe first admission ofthe Shares to the FCA's Official List and trading on the London Stock Exchange's main market, which became effective on 12 October 2020.

On 15 March 2023,the Board agreed with AHRA by way of letter of agreementthatthe Company was entitled to terminate the IAA on or before 30 June 2023. On 30 June 2023,the IAA was terminated.

Other service providers

Details ofthe terms of engagement between the Company and its other key service providers, such as the Administrator,the Company Secretary,the Depositary and the Registrar, are set outin the Prospectus issued by the Group on 2 September 2021.

JLL was appointed independent Valuerto the Group on 18 July 2023. Fees payable in respect of valuations for the year end 31 August 2022 were £900,000 with initial inspection fees of £25,000.

Continuing appointment of the Investment Manager

The Board keeps the performance ofthe Investment Adviser(orInvestment Manager) under continual review. The Management Engagement Committee ("MEC"), comprising all Directors, conducts an annual review ofthe Investment Adviser's (orInvestment Manager's) performance and makes a recommendation to the Board aboutits continuing appointment.

The information reported to the MEC and to the Board by AHRA, Alvarium FM and other external parties provided the Board with comfort, atthe time,that AHRA had executed the Group's investment strategy according to the Board's expectations. In January 2023, the Board instructed A&M to conduct an investigation into allegations of wrongdoing. Due to information that came to light which was in contradiction to reporting previously provided to the Board by AHRA and Alvarium FM during the period together with low rent collection and further evidence of material information being withheld from the Board,the Board reviewed the continued appointment of Alvarium FM and AHRA and on 15 March 2023 agreed with AHRA by way of letter of agreementthatthe Company was entitled to terminate the IAA on or before 30 June 2023. On 30 June 2023, the IAA was terminated. On 25 May 2023,the Company and Alvarium FM agreed by way of variation agreement, as further varied on 18 July 2023,thatthe IMA would be varied to allow fortermination immediately upon the Company giving notice in writing to Alvarium FM, provided such notice was given by notlaterthan 31 August 2023, or upon either party giving notless than six months' notice in writing. On 21 August 2023, the Company terminated the IMA.

As detailed above, AEW was appointed Investment Manager and AIFM on 21 August 2023. The Management Engagement Committee, comprising all Directors atthe time, have reviewed the performance of AEW since appointment and accordingly,the Directors believe thatthe continuing appointment of AEW, on the terms agreed, is in the bestinterests ofthe Group and its shareholders as a whole. Further details are set outin the Reportfrom the Management Engagement Committee beginning on page 67.

Financial risk management

Information aboutthe Group's financialrisk management objectives and policies is set outin Note 14 to the Consolidated Financial Statements.

Auditor

The Directors confirm that, so far as they are each aware,there is no relevant auditinformation of which the Company's Auditoris unaware; and each Director has taken allthe steps that oughtto have been taken as a Directorto make themselves aware of any relevant auditinformation and to establish thatthe Company's Auditor, BDO, is aware of such information.

By order ofthe Board

Apex Fund and Corporate Services (UK) Limited 10 October 2024

Corporate governance statement

This Corporate Governance Statementforms part of the Directors' Report.

Introduction

In this Corporate Governance statement,the Company reports on its compliance with the AIC Code, sets out how the Board and its Committees have operated during the year and describes how the Board exercises effective stewardship overthe Company's activities in the interests of shareholders. The Board is accountable to shareholders forthe governance ofthe Company's affairs and is committed to maintaining the highest standard of corporate governance forthe long-term success ofthe Company.

The Company reviews its standards of governance againstthe principles and recommendations ofthe AIC Code, as published in 2019. The Board considers that reporting againstthe principles and recommendations ofthe AIC Code provides betterinformation to shareholders as it addresses allthe principles set out in the UK Code of Corporate Governance (the "UK Code"), as well as setting out additional principles and recommendations on issues that are of specific relevance to investment companies and is endorsed by the Financial Reporting Council ("FRC"). The terms of the FRC's endorsement mean that AIC members who report againstthe AIC Code fully meettheir obligations underthe UK Code and the related disclosure requirements contained in the Listing Rules ofthe FCA. A copy ofthe AIC Code can be found at www. theaic.co.uk. A copy ofthe UK Code can be obtained at www.frc.org.uk.

Statement of compliance

Pursuantto the Listing Rules ofthe FCA,the Company is required to provide shareholders with a statement on how the main and supporting principles set outin the AIC Code have been applied and whetherthe Company has complied with the provisions ofthe AIC Code. The Board recognises the importance of a strong corporate governance culture and has established a framework for corporate governance which it considers to be appropriate to the business ofthe Company as a REIT and the Company as a whole.

The UK Code includes provisions relating to:

• the role ofthe chief executive;
• executive directors'remuneration; and
• the need for an internal auditfunction.

The Board considers these provisions are notrelevant to the Company, being an externally managed investment company. The Company has therefore not reported furtherin respect ofthese provisions.

The Board has reviewed the principles and recommendations ofthe AIC Code and considers thatit has complied throughoutthe year, except thatthe Chair ofthe Board is a member ofthe Audit Committee, contrary to Provision 29 ofthe AIC Code. The Board believes itis appropriate forthe Chair of the Company to be a member ofthe Audit Committee as both the current and previous Chair ofthe Board (Michael O'Donnell since 18 January 2024 and Lynne Fennah respectively) have recent and relevant financial experience and provide a valuable contribution to the Committee's operations and its interaction with the Board. With the Directors in office atIPO intending to step down on publication ofthe 2023 annual report and accounts,the current Chair's involvement in the operations ofthe Committee will provide essential continuity.

Given the material events that have occurred since the year end,the Board has considered its compliance with principles and recommendations ofthe AIC Code. The Board considers thatit consistently metthe level of oversight and governance that was required by the AIC Code. The Board has substantialreal estate, financial, commercial and sector experience and has established appropriate committees (including Audit Committee and Management Engagement Committee), which met, and continue to meet, on a regular basis. As was specifically drawn to the attention of investors in the IPO prospectus, as an externally managed investment company,the Company delegates key executive functions to third-party service providers. The Company and the Board is reliant upon the performance ofthese third-party service providers and reliant upon these service providers to carry out their obligations to the Company in accordance with the terms oftheir appointment. Furtherto allegations of wrongdoing in November and December 2022,the Board instructed A&M to investigate allegations of wrongdoing in early January 2023. Subsequently, as detailed further on page 57, material information has come to light which is in contradiction to the reporting provided to the Board and Board Committees during the relevant period.

The Board has further considered its risk management framework, internal control systems, procedures and processes as a result ofthe material events that have taken place since the year end. Furtherinformation is provided below in the Risk Management and Internal Control section and further detail on the Company's governance is provided in Appendix 2.

The Board

Underthe leadership ofthe Chair,the Board is collectively responsible forthe effective stewardship ofthe Company's affairs and the long-term success ofthe Group, generating value for shareholders and contributing to wider society. It establishes the purpose, values and strategic aims ofthe Company and satisfies itselfthatthese and its culture are aligned. The Board ensures thatthe necessary resources are in place forthe Company to meetits objectives and fulfil its obligations to shareholders within a framework of high standards of corporate governance and effective internal controls. The Directors are required to act with integrity, lead by example and promote this culture within the Company.

The Directors possess a wide range of business and financial expertise relevantto the direction ofthe Group and considerthatthey commit sufficienttime to the affairs ofthe Group. All Directors actin a nonexecutive capacity.

Brief biographical details ofthe Directors, including details oftheir significant commitments, can be found on pages 45 to 46.

Chair

Lynne Fennah was the Chair ofthe Company during the year. The Chairleads the Board and is responsible forits overall effectiveness in directing the Company. The Chair demonstrates objective judgement, promotes a culture of openness and debate, and facilitates effective contributions by all Directors. In liaison with the Company Secretary,the Chair ensures thatthe Directors receive accurate,timely and clear information to the extent possible with the limitation on the accuracy and completeness ofthe information provided by AHRA.

Post period end, on 18 January 2024, Michael O'Donnell was appointed to the Board as a non-executive Director and the Chair ofthe Company. Lynne Fennah and Michael O'Donnell were both independent of AHRA, Alvarium FM and AEW,respectively, atthe time oftheir appointments and are deemed by theirfellow Board members to continue to be independentin character and judgement and to have no conflicting relationships.

The Chair considers himselfto have sufficienttime to committo the Company's affairs. The role and responsibilities ofthe Chair ofthe Board are clearly defined and set outin writing, a copy of which is available on the Company's website.

SeniorIndependent Director

Simon Moore was the SeniorIndependent Director during the year. The SeniorIndependent Director provides a sounding board forthe Chair and serves as an intermediary forthe other Directors and

shareholders. The SeniorIndependent Director also provides a channel for any shareholder concerns regarding the Chair and takes the lead in the annual evaluation ofthe Chair by the other Directors. The role and responsibilities ofthe SeniorIndependent Director are clearly defined and set outin writing, a copy of which is available on the Company's website.

Post period end, on 2 April 2024, Peter Williams was appointed as a non-executive Director and the Senior Independent Director ofthe Company.

Brief biographical details ofthe Directors, including details oftheir significant commitments, can be found on pages 45 to 46.

Matters reserved forthe Board

The Company's investment policy and strategy are determined by the Board. The Board is responsible forinvestment decisions, otherthan to the extent delegated to Alvarium FM and/or AHRA during their period of appointment and AEW from 21 August 2023, and the appointment, supervision and monitoring ofthe Group's key service providers, including amongst others, Alvarium FM and/or AHRA and AEW as applicable. The Board establishes the Company's borrowing policy, dividend policy, approves public documents such as the annual and interim reports and financial statements, and corporate governance matters. A formal schedule of matters reserved for decision by the Board has been adopted and is available on the Company's website, with a summary in Appendix 2 on page 152.

Independent professional advice, insurance and indemnity

The Board has formalised arrangements under which the Directors, in the furtherance oftheir duties, may seek independent professional advice atthe expense of the Company. The Company also maintained Directors' and Officers' liability insurance during the year. The Articles provide the Directors ofthe Company, subject to the provisions of UK legislation, with an indemnity in respect of liabilities which they may sustain orincur in connection with their appointment. Apartfrom this,there are no qualifying third party indemnity provisions in force.

Otherthan theirletters of appointment as Directors, none ofthe Directors has a contract of service with the Company nor has there been any other contract or arrangement between the Company and any Director at any time during the year.

The Board has agreed a procedure forthe induction and training of new Board appointees and training requirements are dealt with as required.

Information regarding the annual evaluation ofthe Board, its Committees,the individual Directors and the Chair; diversity policy; composition ofthe Board;tenure ofthe Directors; and the Directors're-election is set outin the Reportfrom the Nomination Committee on pages 69 to 71.

Board Committees

During the year,the Company had three Committees in operation, namely,the Audit Committee,the Management Engagement Committee and the Nomination Committee. Given the size ofthe Board, it is not considered appropriate to establish a separate remuneration committee. The functions that would normally be carried out by this committee are dealt with by the full Board.

The terms ofreference ofthe Committees are available on the Company's website.

Audit Committee

The Group has established an Audit Committee which is chaired by Marlene Wood and consists of all Directors. The Board considers thatthe members ofthe Audit Committee have recent and relevant financial experience and the Committee as a whole has competence relevantto the sectorin which the Company operates. The Audit Committee includes individuals with substantial experience ofthe financial matters of listed companies and the property sector. It is considered appropriate forthe Chair ofthe Company to be a member ofthe Audit Committee, in view ofthe Directors in office atIPO intending to step down on publication ofthe 2023 annualreport, his involvement in the operations ofthe Committee will provide essential operational continuity between the current and the revised composition ofthe Audit Committee.

The report ofthe Audit Committee is set out on pages 56 to 66.

Management Engagement Committee

The Management Engagement Committee comprises all Directors and was chaired by Simon Moore during the year. The Committee met during the period underreview to considerthe performance ofthe AIFM and the Investment Adviser underthe IMA and

the IAA,respectively. In addition,the Management Engagement Committee reviews the performance, terms of appointment and fees payable to the other key service providers ofthe Company, and makes recommendations to the Board regarding their continuing appointment.

The report ofthe Management Engagement Committee is set out on pages 67 and 68.

Nomination Committee

The Company has established a Nomination Committee. During the year underreview,this was chaired by Lynne Fennah and subsequently Michael O'Donnell since his appointment on 18 January 2024. The Committee reviews the Board's succession plan and identifies and nominates candidates forthe office of director ofthe Company. It also reviews the results ofthe annual evaluation process ofthe Board, its Committees,the Directors and the Chair, and makes recommendations to the Board in respect ofthe election/re-election ofthe Directors.

The report ofthe Nomination Committee is included on pages 69 to 71.

Meetings held during the year

The Company has four scheduled board meetings a year with additional meetings arranged as necessary.

At each Board meeting,the Directors follow a formal agenda which is circulated in advance by the Company Secretary. AHRA or since its appointment AEW,the Administrator and the Company Secretary regularly provide the Board with financial information, including an annual expenses budget or business plans,together with briefing notes and papers in relation to changes in the Company's economic and financial environment, statutory and regulatory changes and corporate governance best practice.

The number of scheduled Board, Audit Committee, Management Engagement Committee and Nomination Committee meetings held during the year ended 31 August 2022 and the attendance ofthe individual Directors is shown below:

	Board	Audit Committee	Management Engagement Committee	Nomination Committee
Number entitled to attend	9	3	2	2
Lynne Fennah	9	3	2	2
Peter Cardwell	9	3	2	2
Simon Moore	9	3	2	2
Marlene Wood	9	3	2	2

In addition to the above,two Board meetings were held in respect ofthe fundraising in May 2022 and two ad hoc Board committee meetings to deal with the approval of documentation and administrative matters in respect ofthe annual and interim reports.

A number of additional Board meetings have been held since the year end. Michael O'Donnell, Rod Day and Peter Williams are notlisted in the above table as they were appointed following the year end.

Conflicts ofInterest

Itis the responsibility of each individual Directorto avoid an unauthorised conflict arising. Directors must request authorisation from the Board as soon as they become aware ofthe possibility of an interestthat conflicts, or might possibly conflict, with the interests ofthe Company (a "situational conflict"). The Articles authorise the Board to approve such situations, where deemed appropriate.

The Board is responsible for considering Directors' requests for authorisation of conflicts and for deciding whether or notthe situational conflict should be authorised. The factors to be considered will include: whetherthe situational conflict could preventthe Directorfrom properly performing their duties; whetherit has, or could have, any impact on the Company; and whetherit could be regarded as likely to affectthe judgement and/or actions ofthe Director in question. When the Board is deciding whetherto authorise a situational conflict, only Directors who have no interestin the matter being considered are able to take the relevant decision, and in taking the decision,the Directors must actin a way they consider, in good faith, will be mostlikely to promote the Company's success. The Board are able to impose limits or conditions when giving authorisation ifthey think this is appropriate in the circumstances. The Directors must also comply with the statutory rules requiring the Directors to declare any interestin an actual or proposed transaction or arrangement with the Company.

The Company Secretary maintains the Register of Directors' Conflicts of Interests which is reviewed at each Board meeting,to ensure that authorised conflicts remain appropriate. The Directors advise the Company Secretary and the Board as soon as they become aware of any conflicts of interest. Directors who have conflicts of interest do nottake partin discussions which relate to any oftheir conflicts.

Risk management and internal control review

The Directors acknowledge thatthey have overall responsibility forthe Company's risk management and internal control systems and forreviewing their effectiveness.

An ongoing process, in accordance with the FRC Guidance on Risk Management, Internal Control and Related Financial and Business Reporting, has been implemented foridentifying, evaluating and managing the principal and emerging risks faced by the Company and the Group. This process has been in place throughoutthe year ended 31 August 2022 and up to the date the financial statements were approved and is regularly reviewed by the Board,through the Audit Committee if scheduled or at a regular Board meeting. Key procedures established with a view to providing effective financial control have also been in place for the year underreview and up to the date the financial statements were approved.

The risk management process and systems of internal control are designed to manage ratherthan eliminate the risk of failure to achieve the Company's investment objective. It should be recognised that such systems can only provide reasonable, not absolute, assurance against material misstatement orloss.

The Company has contractually delegated the management ofthe investment portfolio,the registration services, administration services and other services to third party service providers and reliance is therefore placed on the internal controls ofthose service providers.

The internal financial control systems aim to ensure the maintenance of proper accounting records,the reliability ofthe financial information upon which business decisions are taken,reports are published and the assets ofthe Company are safeguarded.

The key procedures include review of management accounts, monitoring of performance ofthe Company and AHRA or AEW (as applicable) at quarterly Board meetings, segregation ofthe administrative function from investment management, maintenance of appropriate insurance and adherence to physical and computer security procedures. The internal controls atthe service providers are reviewed by the Audit Committee.

The Board has undertaken a review ofthe effectiveness ofthe Company's risk management and internal control systems as they have operated overthe year and up to the date ofthe approval ofthe Annual Report.

Due to information that came to light post period end which was in contradiction to reporting previously provided to the Board by AHRA and Alvarium FM during the period,together with low rent collection and further evidence of material information being withheld from the Board,the Board has considered its risk managementframework, internal control systems, procedures and processes.

As a result ofthat significant and material information the following amendments to the risk management framework and internal controls systems have been made:

• Rigorous selection process forthe appointment of a new Investment Manager and AIFM;
• Internal inspection of properties by Vibrant, JLL and otherthird parties;
• Provision of a contact address fortheChair on the Group's website and requestfor key service providers to provide relevant employees contact details ofChairto raise concerns with the Group's whistleblowing policy updated accordingly;
• Health & Safety consideration with AEW having established a Health & SafetyCommittee which regularly reports to the Board. Health & safety is a standard priority item on the Board agenda's recognising the new leasing model such thatleases are no longerlimited to FRI leases and the Group having leases (ASTs) with occupiers during the Stabilisation Period and Managed Wind-Down;
• The Board has approved a revised expense payment policy to reflectthe financial position oftheCompany and the Stabilisation Period; and
• A 13 week cashflow forecastis maintained and updated regularly by AEW as theCompany seeks to stabilise its financial position.

Internal control assessment process

Robustrisk assessments and reviews of internal controls are undertaken regularly in the context of the Company's overall investment objective. The Board,through the Audit Committee, has categorised risk management controls underthe following key headings: investment strategy and operations;real estate sector;risks relating to Shares; engagements with third party service providers;taxation; accounting, operational and financialreporting; governance and regulatory compliance; and emerging risks including climate risk. In arriving atits judgement of what risks the Company faces,the Board has considered the Company's operations in the light ofthe following factors:

• the nature and extent ofrisks which itregards as acceptable forthe Group to bear within its overall business objective;
• the threat of such risks becoming reality;
• the Company's ability to reduce the incidence and impact ofrisk on its performance; and
• the costto the Company and benefits related to the review ofrisk and associated controls of the Company.

A risk matrix is in place against which the risks identified and the controls to mitigate those risks can be monitored. The risks are assessed on the basis of the likelihood ofthem happening,the impact on the business ifthey were to occur and the effectiveness ofthe controls in place to mitigate them. This risk registeris reviewed atleast every six months by the Audit Committee and at othertimes as necessary by the Board.

The majority ofthe day-to-day managementfunctions ofthe Company are sub-contracted, and the Directors therefore obtain regular assurances and information from key third party service providers regarding the internal systems and controls operating in their organisations. In addition, each ofthe third parties is requested to provide a copy of its report on internal controls each year, where available, which is reviewed by the Audit Committee.

Relations with shareholders

Details regarding the Group's engagement with its shareholders are set out within the Strategic Report on page 31.

Report of the Audit Committee

I presentthe report ofthe Audit Committee (the "Committee" for purposes ofthis Report ofthe Audit Committee only) forthe year ended 31 August 2022.

Composition

The composition ofthe Committee is set outin the Corporate Governance Statement on page 53. Details of how its performance evaluation has been conducted are included on pages 69 and 70.

Meetings

The Committee metthree times during the year under review. The Directors' attendance is set out on page 53 in the Corporate Governance Statement.

Role of the Committee

The primary responsibilities ofthe Committee are:

• monitoring the integrity ofthe financial statements ofthe Company, any formal announcements relating to the Company's and the Group's financial performance, and reviewing significant financial reporting judgements contained therein;
• advising the Board on whetherthe Annual Report and Accounts,taken as a whole, are fair, balanced and understandable, and provide the information necessary for shareholders to assess the Company's position and performance, business model and strategy;
• considerreports from the independent valuer ofthe Company to value its investments;
• keep underreview the effectiveness ofthe Company's internal financial controls and internal control and risk management systems;
• reviewing and monitoring the external auditor's independence and objectivity;
• reviewing the effectiveness ofthe external audit process,taking into consideration relevant UK professional and regulatory requirements;
• conducting the tender process and making recommendations to the Board aboutthe appointment,re-appointment and removal ofthe external auditor, and approving the remuneration and terms of engagement ofthe external auditor; and
• developing and implementing policy on the engagement ofthe external auditorto provide non-audit services, ensuring there is prior approval of non-audit services, considering the impactthis may have on independence,taking into account the relevantregulations and ethical guidance in this regard, and reporting to the Board on any improvement or action required.

Activities during the year under review

During the year underreview,the Committee:

• conducted a review ofthe internal controls and risk management systems ofthe Company and its third party service providers;
• conducted regularreviews ofthe Company's risk register;
• reviewed the interim and annual valuations ofthe underlying property assets ofthe Company and recommended these to the Board. In doing so,the Committee monitored the effectiveness ofthe Company's valuation policies and methods;
• reviewed the Company's annual and half-yearly consolidated financial statements forthe period to 31 August 2021 and 28 February 2022 respectively and recommended these to the Board. In particular,the Committee advised the Board thattaken as a whole,the Annual Reportis fair and balanced and provides the information necessary for shareholders to assess the Company's performance, business model, strategy and going concern statement;
• received and discussed with the Auditorits report on the results ofthe review ofthe halfyear consolidated financial statements to 28 February 2022 and the period end auditto 31 August 2021;
• agreed the audit plan with the Auditorin respect ofthe review ofthe Half-Year Reportforthe period ended 28 February 2022 and the statutory audit ofthe Annual Reportforthe year ended 31 August 2022, including the principal areas of focus being management override of controls,revenue recognition and investment property valuation;
• reviewed and agreed the auditfees forthe statutory audit ofthe Company and its subsidiaries and forthe interim review for 2022;
• discussed and considered the Auditor's performance, objectivity and independence and the effectiveness ofthe external audit; and
• reviewed whether an internal auditfunction would be of value and concluded thatthis would provide minimal added comfort at considerable extra costto the Company. The existing system of monitoring and reporting by third-party service providers remains appropriate. The Committee keeps the needs for an internal auditfunction under periodic review.

Activities post the year end under review

With consideration to the significant delay in publishing the annualreport,the Audit Committee has decided to disclose the activity post year end to the date ofthe approval ofthese accounts.

Atthe 18 November 2022 meeting,the Committee considered the following key matters:

• BDO's auditreportto the Committee and the draft audit opinion and draftletter ofrepresentation;
• Review ofthe risk register prepared by AHRA;
• Review ofthe draft annualreport and matters for consideration;
• Review ofthe annual valuations ofthe underlying property assets ofthe Company and recommended these to the Board. The valuation as at 31 August 2022 was initially undertaken by Knight Frank, an accredited independent external valuer with relevant and recent experience of valuing residential properties ofthe type in which the Group invests. Knight Frank resigned on 3 May 2023;
• Payment of an additional interim dividend; and
• Evaluation of effectiveness ofthe external audit and re-appointment of BDO.

Atthe date ofthis meeting, BDO's audit work was substantially complete, albeitthere were a number of outstanding items. Nonetheless, however final audit completion was expected for 28 November 2022. Subsequentto the meeting on 18 November 2022, it became apparentthat certain ofthe outstanding items were linked to the issues that have since been uncovered and are detailed elsewhere in this report and thatfurther work was required in relation to these issues. Following the issuance oftwo reports from Viceroy Research in November 2022, BDO determined it was required to undertake an enhanced set of audit procedures in respect ofthe financial year ended 31 August 2022. In January 2023,the Board instructed A&M to conduct an investigation into allegations of wrongdoing, including matters raised in the Viceroy Research Report. The conclusions of A&M's investigation are set out below.

Atthe meeting on 25 April 2023 (at which BDO were notin attendance),the Committee considered the risk register and an update ofthe auditforthe period ended 31 August 2022.

Knight Frank resigned as external valuer on 3 May 2023.

On 5 May 2023, A&M delivered to the Company a detailed report. Without waiver of privilege,the key findings ofthis report concluded that:

• arrangements with the Group's corporate tenants and vendors relating to the cost ofrefurbishment

of properties were not broughtto the attention of the Board by AHRA, so thatthe Board was unable to consider whether a release of a vendor's liabilities forrefurbishment of properties was appropriate. These arrangements included, a representative of AHRA, withoutthe knowledge orthe authority of the Board, entering into a settlement agreement with the Aggregators and the Company paying £0.7 million and purportedly waiving any refurbishment claims againstthe Aggregators in relation to 488 properties on 8 December 2022;

• the Board had not approved or been provided with information regarding alternative arrangements to settle outstanding rent arrears (as discussed in Note 5 to the Consolidated Financial Statements);
• there was limited evidence of detailed ongoing monitoring oftenants being undertaken by AHRA;
• AHRA provided inaccurate information about occupancy rates to The Good Economy;
• certain connections between tenants existed that were not disclosed to the Board; and
• there existed certain undisclosed potential outside business interests and undeclared potential conflicts of interest as between certain persons associated with AHRA and third parties.

With consideration ofthe findings post year end,the Board determined thatrevised accounting policies were required for acquisition accounting and revenue recognition to appropriately accountforthe substance of historical acquisitions and lease contracts. The Board also determined it was necessary to: apply the revised accounting policies back to inception with review of all historical acquisitions and lease contracts; instructthird parties to undertake an internal inspection programme to determine the condition of the properties; and appoint JLL as independent valuer to undertake valuations ofthe entire portfolio, on the basis of fair value as at 31 August 2022. The application ofrevised accounting policies back to inception has resulted in the restatement ofthe 2021 comparatives in the accounts.

Atthe meeting on 29 May 2024 the Committee considered the updated audit plan forthe period ended 31 August 2022 and the preliminary audit plan forthe year ended 31 August 2023.

Atthe meeting on 30 August 2024 the Committee considered the updated risk registerforthe proposed managed wind down. In relation to the year ended 31 August 2022 the Committee reviewed JLL's valuation report and BDO's draft auditreportto the Committee. The Going Concern paper and draft annual accounts were also presented.

Financial statements and significant accounting matters

The Committee has taken into accountthe most significantrisks and issues, both operational and financial, which are likely to impactthe Company's financial statements. It considered the following key issues in relation to the Company's financial statements during the year and post year end:

Valuation of investment property

The Committee considers the valuation of investment property to be a significant area of judgment which could materially impactthe financial statements forthe period ended 31 August 2022. JLL has been appointed post period end as the independent valuerto value the Group's property portfolio in accordance with the RICS requirements on a bi-annual basis.

The Group's portfolio has been independently retrospectively valued by JLL in accordance with the RICS Valuation Professional Standards. As at 31 August 2022,the Group's portfolio had a market value of £414.3 million representing 45.5% ofthe historical acquisition costs (including purchase costs). The reduction in the property valuation is principally as a result of a re‐assessment ofthe quality ofthe assets and the covenant strength ofthe tenants, several of which have gone into liquidation post period end. JLL have retrospectively determined the condition of the properties through external inspection of 1,975 properties and internal inspection of 195 properties supported by third party condition reports on 784 properties.

In determining the fair value as 31 August 2022, JLL has used a combination ofthe investment approach (61% ofthe properties) and MV-VP (39% ofthe properties). Referto Note 9 to the Consolidated Financial Statements forfurther detail.

Whilst all properties within the portfolio were subject to a lease,the security ofthe unexpired term for these leases differs across the portfolio depending on the covenant strength ofthe tenant. Fortenants with a weak covenant strength, or where a property was deemed unhabitable or not fitfor-purpose, JLL disregarded the leases and valued the properties on the basis of MV-VP.

Where a valuation has continued to be prepared on an investment basis, limitations on the duration ofthe income streams have been applied to accountforthe covenant strengths ofthe tenants, and the rentlevels demanded underthe leases. JLL capped the unexpired lease term at five years due to the lack of confidence in those tenants being able to fulfiltheirlease obligations. Furthermore, forthose properties which are subletto a tenant with a strong covenant, JLL ignored the primary in-place lease and instead capitalised the sublease passing rentforits remaining term (up to eight years). Where a property has a high passing rentin comparison to JLL's opinion of MV-VP, JLL capped the fair value at 150% of MV-VP.

The 2021 Knight Frank valuation valued each asset on the investment approach. Having retrospectively considered the substance ofthe transactions and considered the level of works required,the Directors now considerthatthe substance of some transactions was that of a forward funding arrangement. As described more fully in Note 9 to the Consolidated Financial Statements,the Directors have deducted the estimate of prepaid Seller's Works from the fair value ofthe Knight Frank valuation. Additionally, as discussed in Notes 3 and 4 to the Consolidated Financial Statements,the Directors also considerthatthe substance of entering into simultaneous acquisition and leasing transactions resulted in the indirect payment of lease inducements and the accounting should be corrected accordingly. These amounts have also been deducted from the value ofthe Knight Frank valuation, including adjustmentfor associated amortisation. The Directors have also considered whetherthe 31 August 2021 Knight Frank valuation required additional adjustments and concluded that no further adjustments were required.

The Committee reviewed the detailed valuation report from JLL and the assumptions underlying the property valuations and concluded thatthe valuation atthe Company's year-end is appropriate.

Significant accounting judgements and estimates

The judgements, estimates and associated assumptions that have had a material impactin the presentation of assets and liabilities in these accounts have been made in relation to the acquisition of investment property (including Seller's Works, lease inducement payments and retentions), valuations of investment property and rentalrevenue recognition. These are detailed in Note 3 to the Consolidated Financial Statements.

Report of the Audit Committee — continued

Limitations of scope

BDO were unable to express an opinion on the financial statements as a result of certain limitations in scope relating to an inability to obtain sufficient audit evidence in relation to the matters set out below. The Directors considerthatthey were unable to provide audit evidence to BDO principally due to:

• AHRA's failure to obtain, maintain and retain adequate and accurate accounting records;
• AHRA's failure to sufficiently hand over all applicable materialto AEW on transition;
• AHRA's failure to follow procedures around the declaration of and approval for entering into related party transactions; and
• AHRA's acting on behalf of and withoutthe approval ofthe Directors in entering into contracts and transactions which required Board approval.

In addition, because ofthe termination of AHRA, BDO were not able to make inquiries ofthe AHRA employees who participated in the day-to-day operations and those who were expected to follow the internal control structure established atinception.

This absence of complete accounting records has led to the Board making estimates in significant areas. The areas where the Directors have had to make estimates and assumptions are discussed in detail in Note 3 to the Consolidated Financial Statements. BDO's limitations of scope primarily resultfrom the following areas:

1. AHRA proposed properties be acquired by the Group many of which required significant improvements to be completed by the vendor. Acquisitions ofthis nature required Board approval. Withoutthe knowledge or approval ofthe Board,the SPAs related to these acquisitions did not contain customary protections forthe Group to ensure thatthe vendors completed the work within the agreed timeframe, such as agreeing the scope and cost of works to be completed and withholding adequate levels of acquisition funds untilthe works were completed and an accompanying certificate of practical completion was received and verified.

2. 1. The condition ofthe properties was unknown by the Directors atthe balance sheet date as a result ofthe inadequate records that were maintained as described in 1 above and the lack of monitoring by AHRA on the progress toward completion of Seller's Works. To remedy the situation,the Directors engaged Vibrant and others to inspect as many properties as possible so that JLL had appropriate information to supportthe property condition assumption underpinning its valuation. Because Vibrant was not engaged until August 2023 and the programme continued until May 2024,the results could only be used as a proxy forthe condition as at 31 August 2022.
3. 1. The Directors have retrospectively estimated that 7.7% ofthe properties were considered to be unhabitable at acquisition. This impacted the classification ofthe lease inducement and the recognition ofrevenue.
4. 1. As disclosed in Notes 3, 5 and 11 to theConsolidated Financial Statements, cash was received in several non-traditional manners and the application of the receipts was atthe direction of AHRA and not accompanied by information to supportthe application of funds received to specific invoices.

This section details how the Directors specifically considered each limitation of scope which related to both the Group and the Company, as applicable:

Report of the Audit Committee — continued

Financial Statements Area	Accounting Area	Limitation	How Considered
Investment Property	Additions during the period	Where a property was acquired with a commitmentfor vendorto complete Seller's Works, a portion ofthe purchase price should have been accounted for as a prepayment. There were insufficient records as to the agreed value of Seller's Works atthe acquisition date.	As noted above, AHRA either did not obtain and maintain adequate property condition information as atthe acquisition date or did not pass those records toAEW in orderto be able to assess the value of Seller's Works atthe acquisition date. The methodology followed to estimate the value of Seller's Works has been detailed in Note 3 to the Consolidated Financial Statements.
	Lease incentive or lease inducement for unhabitable properties	The Directors had to make assumptions as to the condition ofthe property at acquisition based on available records. Further,the Directors reviewed the substance ofthe agreements entered into with tenants and vendors and are now ofthe opinion that a portion ofthe purchase price representing one year of rent should have been established as a lease incentive or a lease inducementfor unhabitable properties, depending on whetherthe property was considered habitable at acquisition. Based upon incomplete records,there is a limitation of scope overthe condition ofthe property at acquisition. Because the Group was not a party to any agreement between the tenant and the vendorthere is also a limitation of scope as to the length of any tenantincentive provided by the vendor.	The Directors considerthatthe lease agreement and SPA should be accounted for as a single contract. The Directors therefore considerthatthe payment from the vendorto the tenant should be accounted for as a separate lease inducement asset. Where an acquired property was retrospectively deemed to be unhabitable, the lease did not meetthe criteria for revenue recognition and the lease incentive should have been classified as a lease inducementfor unhabitable properties. The assumptions around this and the classification as to whetherthat payment is a tenantreceivable or a lease incentive are described in Note 3 to theConsolidated Financial Statements.
	Costcapitalisationat theacquisitiondate	There is uncertainty as to the whether there were any commissions paid by vendors at acquisition withoutthe knowledge ofthe Board, and if paid whetherthey included any amounts to key management. If commissions were paid to related parties,they may not have met the criteria for capitalisation as acquisition costs which would impactthe value of investment property and the revaluation movementin any period.	The Directors have not been able to prove whether any ofthe purchase price was used by the vendorto pay commissions and if so whetherthey were paid to key employees ofrelated parties. Accordingly, the Group recorded the entire amount paid to the vendorto transactthe acquisition with allocations to Seller's Works and lease incentives as described above.
	Fair value at 31August 2022	There is lack of evidence to supportthe actual condition of each property and the financial condition of each tenant as at 31 August 2022.	In orderto retrospectively assess the property condition as at 31August 2022,the Directors engaged Vibrant and otherthird parties to perform property inspections from August 2023 through to May 2024. The results from the inspection programme undertaken were used as a proxy forthe condition as at 31 August 2022. JLL used these updated condition assumptions and their own conclusions on tenant financial condition to supporttheir conclusion on property values.

Governance

Report of the Audit Committee — continued

Financial Statements Area	Accounting Area	Limitation	How Considered
Trade and other receivables	Lease inducement for unhabitable properties	There is lack of audit evidence to supportthe condition ofthe property at acquisition leading to uncertainty as to whether amounts should be classified as a lease incentive (included in investment property) or a lease inducementfor unhabitable properties (included in trade and otherreceivables).	As outlined in Note 3 to theConsolidated Financial Statements judgements were made with regard to rentalrevenue recognition based on whether properties were deemed to be in habitable condition which impacted the classification ofthe lease inducement.
	Tenantreceivables in accordance with lease agreements	Cash was received in several non traditional ways during the period from September 2021 to October 2022 which were not accompanied by remittance statements.	Notes 3, 5 and 11 to theConsolidated Financial Statements, describe the assumptions made by Directors supporting the accounting treatment.
	Lease incentive or tenantreceivable	Sufficient appropriate audit evidence did not always existto supportthe condition ofthe property on acquisition which is the key determining factor as to whetherthe incentive provided by the vendorto the tenantis classified as a lease incentive or a lease inducementreceivable.	As outlined in Note 3 to theConsolidated Financial Statements judgements were made with regard to rentalrevenue recognition based on when properties were deemed to be in habitable condition. The recording of a lease incentive orlease inducementfor unhabitable properties followed this determination.
	Prepaid Seller's Works	As noted above,there was a lack of audit evidence to supportthe value of Seller's Works atthe acquisition date.	The assumptions underpinning the valuation of prepaid Seller's Works have been set outin Note 3 to theConsolidated Financial Statements.
Restricted Cash	Retentions held by solicitors	Most SPAs required that a retention be held until vendor completion of Seller's Works and released upon the receipt of a certificate of practical completion. However, some retentions were found to have been released without any supporting evidence of completion.	Because ofthe lack of supporting evidence, as outlined in Note 3 to theConsolidated Financial Statements the Directors have had to record the release ofretentions on a cash basis.
	Cash held in Escrow for Property Repairs	Evidence of an escrow accountfunded by a vendor and used by tenants for property repairs was discovered. Other arrangements could have existed.	Since the transactions occurred without Board knowledge the Directors cannot state that other similar arrangements did not occur, but have recorded the receipt of cash and the distribution to tenants where identified.
Rental Income	Amounts invoiced in accordance with lease agreements	There is a lack of evidence to support the condition ofthe property on acquisition and as a resultthe Directors have had to make assumptions as to the rent commencement date which impacts the recognition ofrevenue and the recognition and impairment ofthe associated lease incentive.	As outlined in Note 3 to theConsolidated Financial Statements judgements were made with regard to the condition of the property and the appropriate rental revenue recognition start date based on when properties were deemed to be in a habitable condition.
	Straightline rent adjustment	Because ofthe uncertainty overthe rent commencement date,there is limitation of scope overthe recognition of straight line rentalrevenue.	As outlined in Note 3 to theConsolidated Financial Statements judgements were made with regard to rentalrevenue recognition based on when properties were deemed to be in habitable condition.

Report of the Audit Committee — continued

Financial Statements Area	Accounting Area	Limitation	How Considered
Administrative expenses	Commissions	As noted above,there is uncertainty as to whether any commissions were paid by vendors and if so whether any were paid to related parties. Ifthey did,they may not have metthe criteria for capitalisation as additions and therefore should have been expensed.	Because the Directors have not been able to conclude as to whether any commissions were paid by vendors on property acquisitions, and if so, whetherthey were paid to related parties,the Directors have recorded acquisitions based upon amounts paid to vendors less amounts related to lease incentives and Seller's Works.
Write-off of Seller's Works not initiated or completed		Because ofthe uncertainty in valuing prepaid Seller's Works, as noted above, there is a limitation of scope on the value and timing ofthe expense recognised when the works were not completed and the prepaid balance was subsequently written off.	Referto Note 3 to theConsolidated Financial Statements forjudgments and estimates in relation to the estimate ofthe value of Seller's Works at acquisition.
Provision for expected credit losses of trade receivables		As noted above in trade and other receivables,there was insufficient evidence to supportthe ageing oftrade receivables.	Referto Note 3 to theConsolidated Financial Statements forjudgments in relation to the value oftenantreceivables and the estimates supporting the provision for creditlosses recognised in theConsolidated Statement of Comprehensive Income.
Changes in fair value of investment property	Cost of investment properties	Because the property condition was not certain, which impacts the valuation of investment property atthe balance sheet date, and the estimates ofthe value of Seller's Works,there is a limitation of scope as to the costrecognised forthe property at acquisition and the value of investment property atthe balance sheet date which impacts the recognition of value movement ofinvestment property in the period.	Referto Note 3 to theConsolidated Financial Statements forjudgements and estimates in relation to the recognition ofthe cost and subsequent valuation ofinvestment property atthe balance sheet date including the estimate of amounts allocated to Seller's Works atthe acquisition date.
Related Party Transactions		There is uncertainty as to the completeness ofrelated party transactions with key management and associated disclosures.	As noted above,the Directors have disclosed all known related party transactions to which the Group or Company were a party, including all transactions with every Director.
Fair value of bank borrowings	Disclosure	BDO could not conclude as to whether the methodology employed by the Company's third-party expert was appropriate. In the time frame given, BDO could not conclude whetherit was appropriate to value the outstanding borrowings using anything otherthan the income approach and specifically the weighting of 50/50% ofthe income approach of valuation and par.	The Directors engaged a third party to estimate the fair value ofthe borrowings and the methodology is disclosed in Note 10 to theConsolidated Financial Statements. Because the loan is secured with adequate collateral,the valuation considered that the fair value should weightthe income approach and par at 50%/50%.

This section details how the Directors specifically considered each limitation of scope as they related only to the Company Financial Statements:

Financial Statements Area	Accounting Area	Limitation	How Considered
Investment in subsidiaries		The value ofthe investmentin subsidiaries is dependent upon the valuation ofthe assets and liabilities of each subsidiary. Forthe reasons set out above, BDO could not obtain satisfactory evidence to supportthe carrying value of the investmentin subsidiaries balance.	The methodology to estimate the value ofthe net assets of each subsidiary and the conclusion to impairthe investment balance before the amounts due from subsidiaries is as detailed in Notes 2 and 3 to theCompany Financial Statements.
Amounts due from subsidiaries		The value of amounts due from subsidiaries is dependent upon the valuation ofthe assets and liabilities of each counterparty subsidiary. Forthe reasons set out above, BDO could not obtain satisfactory evidence to support the expected creditlosses on amounts due from subsidiaries.	The methodology to estimate the value ofthe net assets of each subsidiary and the conclusion to impairthe investment balance before the amount due from subsidiaries is as detailed in Notes 2 and 3 to theCompany Financial Statements.

The comments above also apply to opening balances and each associated footnote and the 2021 valuation is addressed on page 58. The comments above furtherrelate to balances presented in the consolidated statement of cash flows to the extentthatthose amounts are derived from changes in the consolidated statement of financial position.

Going concern and viability statement

The Directors, atthe time of approving the financial statements, are required to consider whetherthey have a reasonable expectation thatthe Company and the Group has adequate resources to continue in operational existence forthe foreseeable future and do not considerthere to be any threatto their going concern status.

As discussed in Note 26 to the Consolidated Financial Statements,the shareholders approved the New Investment Policy on 16 September 2024 forthe Managed Wind-Down. The Group will not make any furtherreal estate acquisitions and will not make any furtherinvestment. Capital expenditure will be permitted where itis deemed necessary or desirable to protect or enhance an asset's netrealisable value orin orderto comply with statutory obligations.

Cashflow projections have been prepared by AEW and agreed with the Board which consider:

• 1. The expected orderly disposal of properties through a combination of private treaty and auction sales. The Board expects that substantially all properties will be sold no laterthan 30 June 2025.
• 1. Revenue will continue to be collected on properties held by the Group.

• Expenses are forecastto continue to be incurred atthe currentlevel forthose services required forthe continued operation ofthe Group. Notice periods have been considered where necessary and the majority of operations are expected to have concluded by 31 December 2025, when the annualreport and accounts forthe year ended 31 August 2025 are required to be filed.

As discussed in Note 10 to the Consolidated Financial Statements,the Group has been operating under periodic debt covenant waivers from and with the support of Scottish Widows with the latest waiver extending to 31 October 2024. The Lender has stated thatit expects that both facilities and their associated interest and Deferred Fees to be fully paid by 31 December 2024. On this basis,the Directors believe thatthe Lender will continue to supportthe Group until the debtis fully repaid. However,there is no guarantee thatthe Lender will continue to extend its support beyond the date ofthe latest waiverletter.

Since beginning property sales in August 2023,the average discountfrom the 31 August 2022 JLL valuation is 11.4% and 13.2% if August 2023 through November 2023 sales are excluded, as this evidence was used by JLL as part ofthe valuation process (1.9% and 3.0% average discountfrom 31 August 2023 valuation respectively). This discount occurs generally because atthe auction date:

• 1. The Group had notreceived from AHRA orfrom the non-performing tenants, and therefore cannot produce critical information that buyers require such as underlying occupancy,tenant and income information and property compliance certificates, and
• 1. The Group's advisers have experienced issues with accessing properties because oftenantimposed limitations or due to poor management by nonperforming tenants, which negatively impacts marketing including producing full information particulars.

The Group has been selling properties that are in poor condition in orderto minimise operating liabilities and risks. In orderto maximise sales proceeds from future sales, AEW is prioritising selling properties which the Group controls and holds complete information for marketing. However, considering the past shortfall to the valuations and as a contingency to ensure the Company can fully repay the Lender and provide adequate working capitalto fund operations,the Group intends to sell a minimum of a further £25 million of property in the period to 31 December 2024. The remaining properties will be sold in the period to 30 June 2025.

The Company has received a pre-action letter of claim which asserts thatthe Company provided information to investors which was false, untrue and/or misleading and as a resultinvestors suffered losses. The Directors are not currently able to conclude whether or when a formal claim may be issued and if a claim is issued, whatthe quantum of such claim may be. Further, on 12 February 2024,the Company was notified by the FCA of its commencement of an investigation into the Company, covering the period from 22 September 2020 to 3 January 2023. The Company and Directors are cooperating with the FCA in its investigation. However, they are not able to assess or quantify whatif any action may be taken. Untilthe Directors have better visibility into the ultimate exposure ofthese and any other contingentliabilities,they will not be able to satisfy themselves as to what, if any,reserves of excess cash will be required to settle these matters. When the Directors are able to estimate the range of exposure, the Company intends to return any estimated surplus capitalto investors, whilst maintaining a prudentlevel of cash to wind down the Company and Group and considering any other eventualities.

Auditor's remuneration

Fees paid to the Group's Independent Auditorinclude the following:

As a result of (i) uncertainty overthe timing of asset sales, (ii)risks around continued Lender support, (iii) the threatened litigation, (iv)the FCA investigation and (v)the Directors' expectation for an orderly winddown ofthe Company's operations,the Directors considerit appropriate to adopt a basis of accounting otherthan as a going concern in preparing the financial statements. No material adjustments to accounting policies orthe valuation basis have arisen as a result of ceasing to apply the going concern basis.

Internal controls

The Committee carefully considers the internal control systems by monitoring the services and controls of its third-party service providers. Itreviewed and, where appropriate, updated the risk matrix during the year underreview. This is done on a bi-annual basis or more frequently ifrequired. TheCommittee received a report on internal controls during the period underreview from AHRA and the Company's other key service providers and no significant matters of concern were identified atthe time. The Board continues to regularly review and update the risk matrix with AEW. The Board has considered the internal controls and risk matrix and determined thatthese were appropriate based on the information reported to the Board and all Committees atthe time. The risk register has been substantially amended post period end due to the increased risk and type ofrisks the Company is now exposed to and to reflectthe activities ofthe Group during the Stabilisation Period and the Managed Wind-Down.

Governance

Report of the Audit Committee — continued

Service provided	Year ended 31 August 2022 £'000's	Period ended 31 August 2021 £'000's
Fees payable forthe audit ofthe Company's annual accounts	2,164	182
Fees payable in respect ofthe review ofthe Interim Report	44	31
Fees in respect ofreporting accountant services and interim audit, recognised directly in equity as share issue costs in FY22 and FY21	–	221
Fees in respect ofthe audit ofthe Group's initial accounts	–	43
Fees payable forthe audit ofthe Company's subsidiaries	72	12

Further details ofthe Auditor's remuneration are set outin Note 6 to the Consolidated Financial Statements.

Non-audit services provided by the Auditor

The Committee has a non-audit services policy in place. The supply of non-audit services provided by the Auditoris considered on a case-by-case basis and may only be provided to the Company if approved by the Committee,the provision of such services is

at a reasonable and competitive cost and does not constitute a conflict of interest or potential conflict of interest which would preventthe Auditorfrom remaining objective and independent. BDO was paid fees in respect ofthe following non-audit services in the year:

	Year ended	Period ended
	31 August 2022	31 August 2021
Non-audit service provided	£'000's	£'000's
Audit of Initial Accounts	–	43
Review of Interim Report	44	31
Reporting accountant services regarding the Admission to
the London Stock Exchange (recorded as share issuance costs
directto equity)	–	92
Interim audit procedures to supportthe additional Share issuance
(initially recorded as a prepayment and reclassified to share issuance
costs directto equity in FY22)	–	129

The independence ofthe Auditor was considered priorto the provision ofthese services. The Audit Committee believes thatthe provision ofthe above services does not affectthe independence of BDO LLP as the Company's external Auditor.

Effectiveness of the external audit

The Committee reviews the effectiveness ofthe external audit process on an annual basis. During the year,the Committee met key members ofthe senior auditteam at BDO as part ofthe annualreporting process. The Chair ofthe Committee liaises regularly with the lead audit partnerto discuss any issues arising from the audit as well as its cost effectiveness. In fact,the Chair ofthe Committee met with the lead partner, priorto the expected finalisation ofthe audit ofthe Annual Report and Accounts forthe year ended 31 August 2022, on 18 November 2022, without AHRA being present,to discuss how the external audit was carried out,the findings from such audit and whether any issues had arisen from the Auditor's interaction with the Company's various service providers. The audit was still in progress atthis point with some

open items, but no material matters were raised at this stage albeitthere were a number of outstanding items as noted above. Following publication ofthe Viceroy Research Report, BDO undertook enhanced audit procedures.

The Chair ofthe Committee has throughoutthe intervening period from November 2022 liaised regularly with the lead audit partnerto agree a revised audit plan forthe year end 31 August 2022 and to discuss any issues arising from the audit. The Chair of the Committee also met with the lead partner, prior to the finalisation ofthe audit ofthe Annual Report and Accounts forthe year ended 31 August 2022 without AEW being present,to discuss how the external audit was carried out,the findings from such audit and whether any issues had arisen from the Auditor's interaction with the Company's various service providers.

Following its review priorto the approval ofthese accounts,the Committee has challenged the Auditor and concluded thatthe Auditor has demonstrated a good understanding ofthe structure and operations

ofthe Company and had identified and focused on the areas of significant financialreporting risk. The external audit process was considered to have been effective.

Independence and objectivity of the Auditor

BDO was selected as the Company's external Auditor atthe time ofthe Company's launch in 2020 following a formaltender process and review ofthe Auditor's credentials. The continuing appointment ofthe Auditor is reviewed annually by the Committee, which gives consideration to the Auditor's fees and independence, along with the matters raised during each audit.

The Committee has considered the independence and objectivity ofthe Auditor and has conducted a review of non‑audit services which the Auditor has provided during the year underreview. The Committee receives an annual assurance from the Auditorthatits independence is not compromised by the provision of such non‑audit services. The Committee is satisfied thatthe Auditor's objectivity and independence is notimpaired by the performance ofthese non-audit services and thatthe Auditor has fulfilled its obligations to the Company and its shareholders.

Re-appointment of the Auditor

BDO were appointed on IPO as external auditorin 2020 after a competitive process. In consideration ofthe performance of BDO,the services provided during the year and a review of BDO's independence and objectivity,the Audit Committee has recommended to the Board the re-appointmentfor 2023 and 2024.

Fair, balanced and understandable financial statements

The Committee has concluded thatthe Annual Report forthe year ended 31 August 2022,taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company's business model, strategy and performance. The Committee has reported its conclusions to the Board. Itreached this conclusion through a process of review ofthe draft financial statements and enquiries to the various parties involved in the production ofthe Annual Report.

Marlene Wood

Chair ofthe Audit Committee

10 October 2024

Report of the Management Engagement Committee

I presentthe report ofthe Management Engagement Committee (the "Committee" for purposes ofthis Report ofthe Management Engagement Committee only) forthe year ended 31 August 2022.

Composition

The composition ofthe Committee is set outin the Corporate Governance Statement on page 53. Details of how its performance evaluation has been conducted are included on pages 69 and 70.

Meetings

The Committee mettwo times during the year under review and three times post year end. The Directors' attendance is set out on page 53 in the Corporate Governance Statement.

Role of the Management Engagement Committee

The key responsibilities ofthe Committee are:

• monitoring and annually evaluating Alvarium FM and AHRA investment performance and their compliance with the terms ofthe IMA and the IAA, respectively;
• reviewing, atleast annually,the performance of Alvarium FM and AHRA and considering their continued appointment on the terms set outin their respective agreements with the Company;
• reviewing the level and method ofremuneration, the basis of performance fees (if any) and the notice period of Alvarium FM and AHRA to ensure thatthese remain in the bestinterests ofthe shareholders;
• ensuring that processes have been putin place to review the Company's risk management and internal control systems designed to safeguard shareholders' investment and the Group's assets; and
• monitoring and evaluating the performance of the other key service providers ofthe Company to ensure their continued competitiveness and effectiveness.

Activities during the year under review

Following its review during the year,the Committee, relying upon information reported to it and the Board by Alvarium FM, AHRA and other external parties, took comfort atthe time that AHRA had invested available funds during the year, in line with the Group's Original Investment Policy to build a diverse portfolio of high-quality assets, letto tenants with expertise in supporting vulnerable homeless people,that should have provided growing and secure returns to the Company's shareholders as well as promoting independentliving skills forthose in need.

The Company announced on 10 March 2022 that Jamie Beale, part of AHRA's managementteam was leaving AHRA shortly thereafter. Post year end,the Company announced on 1 November 2022 that Gareth Jones, co-fund manager, would step back from the role whilst he took a period of leave for health reasons. Further, James Snape was appointed as Chief Financial Officer and Alex Baker was promoted to co-fund manager alongside Charlotte Fletcher. The Committee held several follow-on discussions with AHRA regarding its succession planning, proposed management changes, and the support AHRA receives from senior Alvarium Investments Limited (now AlTi Asset Management Holdings 2 Limited) employees.

The Directors were satisfied, atthe time,thatthe collective skillset of AHRA's team contained all the necessary skills and experience to best serve the interests ofthe shareholders in performing its delegated responsibilities.

As a whole,the Committee was satisfied, atthe time, that AHRA and Alvarium FM had the suitable skills and experience to manage the Group's investments and to supportits tenants, and considered thatthe continuing appointment of AHRA and Alvarium FM was in the best interests of shareholders as a whole.

The performance ofthe Company's service providers is closely monitored by the Board,through the Committee. The Committee's review ofthe key service providers comprised open and closed-ended questions and included a review ofthe quality oftheir services and fees to ensure they remained effective and competitive. This process also included reviewing each service provider's policies and procedures to ensure thatthey had adequate controls and procedures in place. In addition, during the year underreview, the Committee established the process of holding individual in-person review meetings,to be conducted by the Directors, with each ofthe Company's main service providers on an annual basis. Severalreview meetings were held during the year and a formal scoring system had been adopted by the Directors in respect of the performance of each service provider.

Following a comprehensive review during the year, the Committee had concluded thatthe performance of allthe Company's key service providers had been satisfactory and recommended their continuing appointment on the currentterms.

Activities post the year under review

The Committee, on 25 April 2023, noted the key events in respect ofthe Company's service providers that had occurred since November 2022 as follows:

• AHRA being sold by its parent Alvarium RE Limited (now AlTi RE Limited) on 30 December 2022 to the managementteam of AHRA funded by way of a promissory note.
• In January 2023,the appointment of A&M to conduct an investigation into allegations of wrongdoing. On 5 May 2023, A&M delivered to the Company a detailed report. Without waiver of privilege,the key findings ofthis report were:
  • arrangements with the Group's corporate tenants and vendors relating to the cost of refurbishment of properties were not broughtto the attention ofthe Board by AHRA, so thatthe Board was unable to consider whether a release of a vendor's liabilities forrefurbishment of properties was appropriate. These arrangements included a representative of AHRA, withoutthe knowledge and authority ofthe Board, entering into a settlement agreement on 8 December 2022 between the Company and the Aggregators whereby the Company would pay £0.7 million and purportedly waive any refurbishment claims againstthe Aggregators in relation to 488 properties held by the Group.
  • the Board had not approved, or been provided with information regarding alternative arrangements to settle outstanding rent arrears;
  • there was limited evidence of detailed ongoing monitoring oftenants being undertaken by AHRA;
  • AHRA provided inaccurate information about occupancy rates to The Good Economy;
  • certain connections between tenants existed that were not disclosed to the Board; and
  • undisclosed potential outside business interests and undeclared potential conflicts of interest between certain persons associated with AHRA and third parties.
• Due to information that came to light which was in contradiction to reporting previously provided to the Board by AHRA and Alvarium FM during the period,together with low rent collection and further evidence of material information being withheld from the Board, on 15 March 2023,the Board agreed with AHRA by way of letter of agreementthatthe Company was entitled to terminate the IAA on or before 30 June 2023. On 30 June 2023,the IAA was terminated. On 25 May 2023,the Company and Alvarium FM agreed by way of variation agreement,

as further varied on 18 July 2023,thatthe IMA would be varied to allow fortermination immediately upon the Company giving notice in writing to Alvarium FM, provided such notice was given by notlater than 31 August 2023, or upon either party giving notless than six months' notice in writing. On 21 August 2023,the Company terminated the IMA.

• Following the Company announcement on 15 March 2023 thatthe Company was initiating a process to consider candidates as Investment Adviser,the Committee shortlisted three candidates and selected AEW as its preferred candidate.

AEW was initially appointed on 22 May 2023 as Property Adviserto the Company and was appointed on 21 August 2023 as the Investment Manager and AIFM ofthe Company. The Committee is satisfied that AEW has the suitable skills and experience to manage the Group's investments in accordance initially with the Amended Investment Policy and now with the new Investment Policy and considered thatthe continuing appointment of AEW is in the bestinterests of shareholders as a whole.

The Chairis independent of AEW.

The Committee also noted the appointment of JLL as the independent valuerto the Group on 18 July 2023. JLL were appointed to undertake the valuation as at 31 August 2022, 28 February 2023 and subsequent valuation points.

With due consideration ofthe events that have occurred post period end and the failure of several key service providers to raise material matters or concerns with the Board,the Committee determined for good governance all key services should be tendered except the recent appointment of AEW, JLL and the Broker. Any replacement of key service providers requires significant planning to ensure continuity of service and efficiency of handover during a phased replacement programme. AEW commenced tendering of several key service providers, however due to the Managed Wind-Down,the Board is considering whetherthe current service providers should remain in place. The MEC and the Board will continue to monitorthe performance of key service providers and determine whether continued engagementremains appropriate.

Simon Moore

Chair ofthe Management Engagement Committee

10 October 2024

Report of the Nomination Committee

I presentthe report ofthe NominationCommittee (the "Committee" for purposes ofthis Report ofthe NominationCommittee only) forthe year ended 31 August 2022.

Composition

The composition oftheCommittee is set outin the Corporate Governance Statement on page 53. Details of how its performance evaluation has been conducted are included on this and the next page.

Meetings

There have been two meetings oftheCommittee during the year. The Directors' attendance atthese meetings is set outin theCorporate Governance Statement on page 53.

Role of the Nomination Committee

The primary responsibilities oftheCommittee are:

• reviewing the structure, size and composition of the Board;
• ensuring plans are in place for orderly succession to the Board and ensuring that such plans promote diversity of gender, social and ethnic backgrounds, cognitive and personal strengths;
• reviewing length of service of each Director and assessing ifthis impacts on theirindependence;
• considering the use of open advertising and/or an external search consultancy for each appointment;
• considering job specifications and whetherthe candidates have the necessary skills and time available to devote to the Company;
• arranging for any new Directors to be provided with training and induction;
• making recommendations to the Board regarding the Company's policy on the tenure ofthe Chair of the Board;
• making recommendations to the Board regarding the Company's policy on diversity and inclusion; and
• performing a formal and rigorous evaluation of the Board, its Committees,the Chair ofthe Board and individual Directors on atleast an annual basis, including, if appropriate, considering engagement of an external evaluatorto facilitate the evaluation.

Activities

During the year,theCommittee:

• reviewed its terms ofreference and considered whetherthese remained appropriate;
• considered the results ofthe evaluation ofthe Board, its Committees,the individual Directors and the Chair;
• as part ofthe evaluation process, considered the Board's composition with reference to the mix of skills, diversity, knowledge and experience, and how these aligned with the Group's strategic objectives and the opportunities and challenges faced by it;
• agreed the policy regarding the tenure ofthe Board members;
• reviewed the significant commitments ofthe Directors and the time dedicated by them to the affairs ofthe Company;
• made recommendations to the Board regarding the Directors' annualre-election by shareholders atthe AGM; and
• discussed the succession plans forthe Board to ensure its progressive refreshing.

Performance evaluation

A formal annual performance evaluation process is undertaken forthe Board,theCommittees,the individual Directors and theChair. The Directors are aware thatthey continually need to monitor and improve Board performance and recognise thatthis can be achieved through regular Board evaluation, which provides a valuable feedback mechanism forimproving Board effectiveness.

The Directors have undertaken an internal performance evaluation by way of completing written questionnaires, led by the formerChair during the period, Lynne Fennah, specifically designed to assess the strengths and independence ofthe Board and the performance of itsCommittees,theChair and the individual Directors. The questionnaires are also intended to analyse the focus of Board meetings and assess whetherthey are appropriate, orif any additional information may be required to facilitate Board discussions. Any training needs identified as part ofthe evaluation process are also considered by the Board. The evaluation ofthe Chair was carried out by the other Directors ofthe Company, led by the SeniorIndependent Director.

The results ofthe Board evaluation process were reviewed and discussed by theCommittee. The Committee's deliberations concluded that as a whole the Board functions effectively and the current Committee structure remains appropriate. The former Chair during the period, Lynne Fennah, led the Board effectively and promoted a culture of openness and debate, and facilitated constructive Board relations and the effective contribution of all Directors. In liaison with theCompany Secretary, she ensured thatthe Directors received accurate,timely and clearinformation to the extent possible with the limitation on the accuracy and completeness ofthe information provided by AHRA; and all ofthe Directors in office atthe time made an effective contribution and had the requisite skills and

experience to continue to provide able leadership and direction forthe Group. All Directors were considered to be independent of AHRA in both character and judgement.

Certain areas of improvement were identified atthe time. These areas and recommendations of next steps as agreed atthe time are outlined below:

Key area	Recommendations
Board composition	With the Group's growth since IPO and its admission to the FTSE 250, the Committee identified a need to appoint an additional Board member. The Group would engage a specialist external executive search agency to identify an independent non-executive Directorfor appointmentin 2023.
Board training	Beginning in 2023,the Directors received, and would continue to receive, individualtraining plans and would record a formaltraining log. The Group expected to leverage its key service providers for periodic training sessions, and a formal induction for new Director appointments would be undertaken.
ESG Committee	Formalterms ofreference ofthe ESG Committee would be approved and uploaded to the Group's website in 2023. The Directors would receive ESG training and would benefitfrom AHRA's recently appointed Head of ESG.
Strategy day	In 2023,the Group would hold a Strategy Day with AHRA and other key service providers. The effects of future potential macroeconomic events, enhancing stakeholder communication and the Group's ESG objectives were possible areas for discussion.

Due to the very significant challenges experienced by the Company,the Board did not progress the strategy day orthe ESG committee. New board appointments are detailed below.

In accordance with the AIC Code, being a FTSE 250 constituent,the Group is required to have an externally facilitated Board evaluation atleast every three years. It was intended thatin 2023, an external agency would be engaged to conductthis process, however, due to unexpected events that have arisen and the subsequent change in Board personnelthis process has been run internally in 2024 and the use of an external agency was not deemed to be the best use of shareholderresources atthis time.

Appointment of Directors

Following the year end, a formal, phased succession process was initiated by the Company in September 2023, with the aim thatthe majority ofthe Directors in office atIPO will have departed at or around the point ofrestoration oftrading in the Company's shares and thatthe Board willtransition entirely within 12 months, allowing a period of handover. Accordingly, Michael O'Donnell was appointed as the Chair ofthe Company with effectfrom 18 January 2024 and Peter Williams as the SeniorIndependent Directorfrom 2 April 2024. Rod Day was appointed as Independent Non-Executive Director on 7 June 2024. In assembling the new Board, careful consideration was given to the appropriate skills, experience, knowledge, culture, capacity and independence ofthe incoming Board members. The Committee worked alongside the Board in this process and made recommendations to the Board regarding the appointment ofthe new Directors.

Fidelio Partners, an independent external executive search agency with no connection to the Company orits Directors, was engaged by the Company forthe purposes of identifying potential candidates from a diverse range of experience, skills, backgrounds, and ethnicities.

Election and Re-election of Directors

Michael O'Donnell, although only appointed on 18 January 2024,retired and stood forre-election as required underthe Articles, atthe AGM on 29 February 2024. Peter Williams and Rod Day are expected to stand forre-election atthe General Meeting to approve the 2023 accounts.

Board diversity

The Board's diversity policy is based on its belief thatthe Board should have a diverse range of experience, skills and backgrounds. When making recommendations for new appointments to the Board and planning for Board succession,the Committee will take into consideration the recommendations ofthe AIC Code,the Parker Review and other guidance on boardroom diversity and inclusion.

As at 31 August 2022,the Board comprised two female and two male Directors. All Directors are members of each ofthe Board Committees,therefore,the gender representation set out below is the same forthe Board and its various Committees. The Committee is mindful ofthe recommendations ofthe Parker Review to have atleast one directorfrom an ethnic minority background on the Board by December 2024.

	Number of Board members	Percentage of the Board (%)	Number of senior positions on the Board (SID and Chair)
Men	2	50	1
Women	2	50	1

Due to unexpected events that have arisen and the subsequent change in Board personnel further appointments are unlikely to be made.

Tenure and succession planning

The Company has no employees, and AEW is external to the Company,therefore the Board's oversight of succession planning is restricted to the Board level. The Board will, from time to time and where appropriate, discuss the succession plans of AEW through its Management Engagement Committee.

The Board's succession plan is guided by its policy on tenure. The Board has agreed on a limit of nine years on the tenure ofthe Directors, in line with the recommendations ofthe AIC Code. It believes thatthe tenure should balance the need to provide and maintain continuity, knowledge, experience and independence, againstthe need to periodically refresh the Board composition, in orderto maintain an appropriate mix of the required skills, experience, knowledge and length of service. The Company ensures thatits succession plan is based on merit and objective criteria and promotes diversity of gender, social and ethnic backgrounds, cognitive and personal strengths.

The Committee may use open advertising and/orthe services of external advisers to facilitate the search for diverse candidates for a new directorrole. There were no appointments to the Board during FY22. Following the year end, as announced on 4 September 2023,the Board initiated a formal and phased Board succession process, with three new directors subsequently appointed and itremains the intention ofthe Directors in office atIPO to stand down on publication ofthe 2023 annualreport.

Michael O'Donnell

Chair ofthe Nomination Committee

10 October 2024

Directors' remuneration report

Annual report on Directors' remuneration

The Directors' Remuneration Reportforthe year ended 31 August 2022 is set out below.

Statement from the Chair of the Board

As the Board consists entirely of independent nonexecutive directors, itis not considered appropriate forthe Company to establish a separate remuneration committee and the remuneration ofthe Directors is therefore dealt with by the Board as a whole. No Directoris responsible for determining their own, individualremuneration.

During the year ended 31 August 2022,the fees were paid atthe rate of £50,000 forthe Chair ofthe Board and £36,000 forthe other Directors, with an additional payment of £5,000 to the Chair ofthe Audit Committee. The Directors' fees are fixed with no variable element. Following review, it was decided that the currentlevels ofremuneration forthe Directors remained appropriate and no changes were proposed forthe financial year ended 31 August 2023.

The fees payable to the Directors will be reviewed on an annual basis, as detailed in the Directors' Remuneration Policy on page 74.

The Company is required to obtain formal approval from shareholders ofthe Directors' Remuneration Policy once every three years and in any yearifthere are any changes proposed to the policy. Shareholders are requested to approve the Directors' Remuneration Report on an annual basis. The vote on the Directors' Remuneration Policy is subjectto a binding vote, while the vote on the Directors' Remuneration Reportis an advisory vote.

The Directors' Remuneration Policy was approved by shareholders atthe AGM held on 27 January 2022. No significant changes are proposed to the way in which this current, approved Directors' Remuneration Policy will be implemented during the course ofthe next financial year. An ordinary resolution will be put to shareholders atthe general meeting to approve the 2022 accounts to be held as soon as possible following the publication ofthe 2022 and 2023 Annual Reports and Accounts,to receive and approve the Directors' Remuneration Report.

Performance of the Company

The following graph compares, since IPO and up to the date ofthis report,the total shareholderreturn ofthe Group's Shares relative to a return on a hypothetical holding overthe same period in the FTSE EPRA/ NAREIT UK Index and the FTSE All Share Index. These indices have been chosen by the Board as the most appropriate to compare the Group's performance. Total shareholderreturn is the measure ofreturns provided by a Group to shareholders reflecting share price movements and assuming reinvestment of dividends.

Director's remuneration report — continued

Directors' remuneration (audited)

	Fees		Expenses		Total
	Forthe year ended 31 August 2022 £	Forthe period ended 31 August 2021 £	Forthe year ended 31 August 2022 £	Forthe period ended 31 August 2021 £	Forthe year ended 31 August 2022 £	Forthe period ended 31 August 2021 £	Percentage change in fees* %
Lynne Fennah (Chair)	50,000	44,551	–	–	50,000	44,551	0
Peter Cardwell	36,000	32,077	–	–	36,000	32,077	0
Simon Moore	36,000	32,077	–	–	36,000	32,077	0
Marlene Wood (Chair of the Audit Committee)	41,000	36,532	870	168	41,870	36,700	0
	163,000	145,237	870	168	163,870	145,405	0

* The prior periodwas shorterthan 12 months, being from theGroup's IPOon 12October 2020 to 31August 2021.On a year-on-year basis,there has been no change to theDirectors'fees levels.

There are no variable elements in the remuneration payable to the Directors. None ofthe above fees was paid to third parties.

Relative importance of spend on pay

The following table sets out:

• the remuneration paid to the Directors;
• the distributions made to shareholders by way of dividends; and
• the investment advisory fees incurred by the Group.

	Year ended 31 August 2022 £'000	Period ended 31 August 2021 £'000	Change %
Directors' fees	163	145	12.4
Investment Adviser's fee	5,322	1,828	191.1
Dividends	28,320	3,993	609.2

Note:the items listed in the table above are as required by the Large and Medium-sized Companies and Groups (Accounts and Reports) (Amendment) Regulations 2013, with the exception ofthe investment advisory fee, which has been included because theDirectors believe it will help shareholders' understanding ofthe relative importance ofthe spend on pay.Director's fees exclude associated employmenttaxes, which are included inDirector's fees inNote 6 to the Consolidated Financial Statements..

Directors' shareholdings (audited)

There is no requirement underthe Articles, or the terms oftheir appointment, for Directors to hold Shares in the Group. The Directors had the following shareholdings in the Group all of which are beneficially owned.

Directors	31 August 2022	31 August 2021
Lynne Fennah	55,000	50,000
Peter Cardwell	10,000	10,000
Simon Moore	56,000	36,000
Marlene Wood	30,000	20,000

There have been no changes to these interests between 31 August 2022 and the date of signing this Report. None ofthe Directors or any persons connected with them had a material interestin the Company's transactions, arrangements, or agreements during the year.

Voting at AGM

The Directors' Remuneration Reportforthe period ended 31 August 2021 and the Directors' Remuneration Policy were approved by shareholders atthe AGM held on 27 January 2022. The votes cast by poll were as follows::

		Directors' Remuneration Report		Directors' Remuneration Policy
	Number of votes	% of votes cast	Number of votes	% of votes cast
For	398,376,681	99.98	397,650,222	99.80
Against	60,825	0.02	787,284	0.20
Total votes cast	398,437,506	100.00	398,437,506	100.00
Number of votes withheld	35,024		35,024

Directors' remuneration policy

Introduction

The Directors' Remuneration Policy is putto a shareholders' vote every three years and in any year ifthere is to be a change in the policy. A resolution to approve this Remuneration Policy was approved atthe Company's AGM held on 27 January 2022. The resolution was passed, and the Remuneration Policy provisions set out below will apply untilthey are next putto shareholders forrenewal ofthat approval. In the event of any proposed material variation to the policy, shareholder approval will be soughtforthe proposed new policy priorto its implementation.

Policy

Fees

The Directors' fees are determined within the limits set outin the Articles and they are not eligible for bonuses, pension benefits, share benefits, share options, longterm incentive schemes or other benefits.

The Directors' fees are paid at fixed annualrates and do not have any variable or performance related elements. The Board may determine that additionalremuneration may be paid, from time to time,to any one or more Directors in the event such Director or Directors are requested by the Board to perform extra or special services on behalf ofthe Company.

The non-executive Directors shall be entitled to fees at such rates as determined by the Board subjectto the maximum aggregate fee limit of £500,000 set outin the Articles.

The Directors shall also be entitled to be reimbursed for all expenses incurred in performance oftheir duties. These expenses are unlikely to be of a significant amount. Fees are payable from the date of appointment as a Director ofthe Group and cease on date oftermination of appointment.

The Board will not pay any incentive fees to any person to encourage them to become a director ofthe Group. The Board may, however, pay fees to external agencies to assistthe Board in the search and selection of Directors.

Current and future policy

Component	Director	Purpose ofreward	Operation
Annual fee	Chair of Board	Fees for services as chair of a plc	Determined by the Board
Annual fee	Other Directors	Fees for services as non-executive directors of a plc	Determined by the Board
Additional fee	Chair of Audit Committee	For additionalresponsibilities and time commitment	Determined by the Board
Expenses	All Directors	Reimbursementofexpenses incurred intheperformanceofduties	Submission of appropriate supporting documentation

No Directoris involved in setting their own remuneration and the Company's conflict of interest policy and procedures (see page 54) apply to the Board when undertaking their duties.

Statement of consideration of conditions elsewhere in the Company

The Company has no employees. Therefore,the process of consulting with employees on the setting of the remuneration policy is not applicable.

Review

The Directors'remuneration will be reviewed on an annual basis by the Board and any changes are subject to approval by the Board.

The remuneration payable to the Directors will take into account a number of factors, inter alia,the experience ofthe Directors,the complexity ofthe Company and prevailing marketrates forthe real estate investmenttrust sector.

Directors' remuneration report — continued

Directors' service contracts

The Directors do not have service contracts with the Company.

The Directors are not entitled to compensation on loss of office. The Directors have appointmentletters which do not provide for any specific term. However, in accordance with the AIC Code,they are subjectto annualre-election.

Statement of consideration of shareholders' views

The Company is committed to engaging in ongoing shareholder dialogue and takes an active interestin voting outcomes. Ifthere are substantial votes against resolutions in relation to Directors'remuneration, the Group will seek the reasons for any such vote and will detail any resulting actions in the next Directors' remuneration report.

Approval

The Directors' Remuneration Report was approved by the Board and signed on its behalf by:

Michael O'Donnell Chair

10 October 2024

Statement of Directors' responsibilities

The Directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare financial statements for each financial year. Under thatlaw,they are required to prepare the Group financial statements in accordance with UK adopted international accounting standards and have elected to prepare the Company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 101 "Reduced Disclosure Framework", and applicable law).

Under company law,the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view ofthe state of affairs of the Group and the Company and ofthe profit orloss of the Group and the Company forthat period.

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

• select suitable accounting policies and then apply them consistently;
• make judgements and accounting estimates that are reasonable and prudent;
• state whether applicable UK-adopted international accounting standards have been followed forthe Group financial statements and United Kingdom Accounting Standards, comprising FRS 101, have been followed forthe Company financial statements, subjectto any material departures disclosed and explained in the financial statements; and
• prepare the financial statements on the going concern basis unless itis inappropriate to presume thatthe Group and the Company will continue in business.

The Directors are responsible for keeping adequate accounting records that are sufficientto show and explain the Group's and Company's transactions and disclose with reasonable accuracy at any time the financial position ofthe Group and the Company and enable them to ensure thatthe financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets ofthe Group and the Company and hence fortaking reasonable steps forthe prevention and detection of fraud and otherirregularities.

Website publication

The Directors are responsible for ensuring the Annual Report and the financial statements are made available on a website. Financial statements are published on the Group's website in accordance with legislation in the United Kingdom governing the preparation and dissemination of financial statements, which may vary from legislation in otherjurisdictions. The maintenance and integrity ofthe Group's website has been delegated to AEW, butthe Directors'responsibility extends to the ongoing integrity ofthe financial statements contained therein.

Directors'responsibilities pursuant to DTR4

The Directors,to the best oftheir knowledge, confirm that:

• the Group financial statements, which have been prepared in accordance with UK adopted international accounting standards, give a true and fair view ofthe assets, liabilities, financial position and profit ofthe Group;
• the Company financial statements, which have been prepared in accordance with United Kingdom Accounting Standards, comprising FRS 101, give a true and fair view ofthe assets, liabilities and financial position ofthe Company; and
• the Annual Reportincludes a fairreview ofthe development and performance ofthe business and the financial position ofthe Group and the Company, together with a description ofthe principalrisks and uncertainties thatthey face.

The Directors considerthatthe Annual Report and financial statements,taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Group's and Company's position and performance, business model and strategy.

Approval

This Directors'responsibilities statement was approved by the Board and signed on its behalf by:

Michael O'Donnell

Chair

10 October 2024

Disclaimer of Opinion

We do not express an opinion on the accompanying financial statements ofthe Group and Company. Because ofthe significance ofthe matters described in the Basis for disclaimer of opinion section of ourreport, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements.

We were engaged to auditthe financial statements of Home REIT Plc (the "Company") and its subsidiaries (together,the "Group") forthe year ended 31 August 2022 which comprise the Consolidated Statement of Comprehensive Income, Consolidated and Company Statements of Financial Position,the Consolidated and Company Statements of Changes in Shareholders' Equity,the Consolidated Statement of Cash Flows and notes to the financial statements, including a summary of significant accounting policies (the "Consolidated Financial Statements"). The financial reporting framework that has been applied in the preparation ofthe Consolidated Financial Statements is applicable law and UK-adopted international accounting standards. The financialreporting framework that has been applied in the preparation of the Company financial statements, is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 Reduced Disclosure Framework (United Kingdom Generally Accepted Accounting Practice).

Basis for disclaimer of opinion

As detailed in Note 26 to the Consolidated Financial Statements,there have been a number of post balance sheet events which have materially impacted the Annual Report.

We acknowledge thatthe Directors have attempted to obtain the information that we considered necessary for audit purposes. However, in some cases the Directors have not been able to obtain the information and as a consequence,the Directors have had to make a number of assumptions in orderto prepare these financial statements as detailed in Note 3 to the Consolidated Financial Statements. During the course of our audit, we soughtto obtain sufficient appropriate audit evidence in respect of a number of pervasive and/or material areas ofthe financial statements and related notes to the financial statements butfor the reasons outlined below,this information has not been provided.

We have therefore not been able to obtain sufficient appropriate audit evidence to form the basis for an audit opinion on the Consolidated and Company Financial Statements. We specifically draw attention to the lack of sufficient appropriate audit evidence in the following pervasive and/or material areas which

apply to both the Consolidated and Company Financial Statements as set out below:

• Investment properties are included at a value in the Group of: £414.3m (2021: £320.9m), Company: £3.4m (2021: £8.8m)

As detailed in Note 3 to theConsolidated Financial Statements,the Directors have, given the lack of appropriate records available to them, had to make assumptions as to the credit quality ofthe tenant and the physical condition ofthe investment properties as at 31 August 2022. Jones Lang LaSalle Limited ("JLL"),the Group's independent external investment property valuer, used these assumptions determined by the Directors when making their own assessment ofthe valuation ofthe investment properties as at 31 August 2022. These conditions impose a limitation in the scope of our audit work as we have been unable to obtain sufficient appropriate audit evidence as to the physical condition ofthe properties atthe balance sheet date;

• Investment property cost in the Group of £918.4m (2021: £312.8m), Company: £8.8m (2021: £9.0m) As detailed in Note 3 to the Consolidated Financial Statements,the Group purchased a number of investment properties where significant refurbishment work was required to be completed by the vendor before the investment properties were in a condition where they were fitfortheir intended use by the Group's tenants. The Directors concluded that an element ofthe purchase price should have initially been classified as a prepayment and then transferred to the cost ofthe investment property as those works were completed. As a result ofthe lack of adequate accounting records and information available to the Directors,the Directors have made a number of assumptions as to the element ofthe purchase cost allocated to prepayments as at 31 August 2021 and 31 August 2022;

The Directors also reviewed the substance ofthe rental agreements in place in respect ofthe period ended 31 August 2021 and the year ended 31 August 2022. We have been informed by the Directors thatthey are not aware of any contractual agreements between the vendor,tenant orthe Company however, as detailed in Note 3 to the Consolidated Financial Statements,the Directors are now ofthe opinion thatthe substance ofthe agreements entered into by the Group with the vendors ofthe investment properties and the tenants was such thatthe Group gave indirectinducements to its tenants which should have been recorded as an asset separate from investment property. Where properties were not fitfortheirintended use as atthe date of acquisition by the Group (ie for unhabitable properties),the directors have recognised a lease

inducementreceivable for unhabitable properties atthe date of acquisition. Previously the Group had treated such arrangements in accordance with the legal form ofthe lease and as such these amounts had previously been accounted for as rental income by the Group and included in the Consolidated Statement of Comprehensive Income.

In making its assessment ofthe lease receivable for unhabitable properties,the Directors have had to make assumptions over both the condition ofthe property as atthe date of acquisition and also the length ofthe period thatthe inducement was provided over. The assessment of what constitutes lease inducement receivables for unhabitable properties, prepaid Seller's Works and lease incentives has a knock-on effect on the determination of cost of investment properties as the initial cash flows are allocated to each element as relevant.

As a result ofthese assumptions and the lack of accounting records and information available to the Directors,there is a limitation in the scope of our work overthe acquisition cost of investment properties. Further details regarding the above matters are set out in Note 3 to the Consolidated Financial Statements.

The independentinvestigation carried out by the Directors (the "Investigation") identified potential related party transactions of individuals viewed as forming part of key management which had not been disclosed to the Directors norto us as auditors. We have been unable to ascertain whether or notthese potentialrelated party transactions occurred and if they did whetherthey were carried out on an armslength basis. As a result ofthis,the Directors have not been able to provide us with the evidence to determine whether an element ofthe purchase price should have been expensed as it did not meetthe criteria for capitalisation in accordance with the relevant accounting standards. Further details on related party transactions are set outin Note 19 to the Consolidated Financial Statements and Note 16 to the Company Financial Statements.

• Trade and otherreceivables in the Group of £16.1m (2021 £3.1m), Company (excluding inter-company receivables: £0.2m (2021: £0.2m)

As set outin the investment property cost section above,the Directors have made assumptions with regards to the accounting forthe acquisition of investment properties which resulted in the establishment of a lease inducementfor unhabitable properties (see Note 3 to the Consolidated Financial Statements). As a result ofthe lack of accounting records available to us as detailed in the investment property cost points noted above,there is insufficient audit evidence as to the existence of

trade receivables, lease inducementreceivables for unhabitable properties and rent notrecognised because properties were unhabitable and therefore a limitation in the scope of our work.

Furthermore, as set outin the investment property cost section above,the Directors have made assumptions with regards to the accounting for the acquisition of investment properties whereby an element ofthe purchase price was reclassified as prepaid seller's works (see Note 3 to the Consolidated Financial Statements). As a result of the lack of accounting records available to us as detailed in the investment property cost points noted above,there is insufficient audit evidence as to the amountrecognised on acquisition and the timing for write off ofthese works and therefore a limitation in the scope of our work.

Additionally,there is insufficient audit evidence available to supportthe ageing oftrade receivables due to lack of evidence to supportthe allocation of cash received to individualtrade receivable balances such thatthere is uncertainty as to whatinvoices remain outstanding, and consequently,there is therefore a furtherlimitation of scope overthe Directors' assessment ofthe recoverability oftrade and otherreceivables;

• Restricted cash in the Group of £101.8m (2021: £39.9m), Company: £nil (2021: £0.4m)

As detailed in Note 3 to the Consolidated Financial Statements, in certain circumstances, a retention for a portion ofthe Seller's Works was deducted from the cash paid to the vendor as protection againstthe vendor not completing the Seller's Works. We have been informed by the Directors thatthe release of the retention did not always follow the receipt of a certificate of practical completion and as a result were recorded on a cash basis. As a result,there is a limitation in the scope of our work regarding whether retentions released during the period have been appropriately accounted for and whetherthey have been recorded in the correct period.

Furthermore, as detailed in Note 12 to the Consolidated Financial Statements, on 18 June 2021 the Company entered into an escrow agreement with a tenant whereby an affiliate of Karla Asset Management Limited provided £0.75m to an escrow accountin the name of Home REIT PLC with such funds to be used as approved by two AHRA fund managers. We have been informed by the Directors thatthese individuals were acting withoutthe knowledge or authority ofthe Directors. We have been informed by the Directors thatthey are not aware of any other similar escrow accounts existing, however as a result ofthe lack of adequate

accounting records and information available to the Directors, we are unable to conclude whether other similar arrangements exist and as such,there is a limitation in the scope of our work regarding the completeness of cash and cash equivalents.

• Total income in the Group of £7.0m (2021: £11.0m), Company: £0.3m (2021: £1.1m)

The Directors have had to make a number of assumptions due to the lack of contractual obligations and evidence as detailed in Note 3 of the Consolidated Financial Statements. Due to the assumptions made by the Directors overthe rent commencement date and the lack of audit evidence to supportthese assumptions, we have been unable to obtain sufficient appropriate audit evidence in respect of:

• the classification of cash received between rental income and lease inducementreceivables for unhabitable properties forthe year ended 31 August 2022 and forthe comparatives forthe period ended 31 August 2021;
• the completeness and accuracy ofthe straightline rent adjustmentto rental income forthe year ended 31 August 2022 and the comparatives for the period ended 31 August 2021; and
• the associated impairment ofthe lease inducementreceivable and straight-line rent adjustment.
• • General and administrative expenses in the Group of £9.9m (2021: £3.3m), Company: £8.7m (2021: £3.1m)

As noted above,the Directors have had to make a number of assumptions due to the lack of contractual obligations and evidence as detailed in Note 3 ofthe Consolidated Financial Statements. As a result of potential commissions paid on acquisition ofthe investment properties that have been capitalised as additions to the cost of investment properties in the Statement of Financial Position, but which potentially should have been expensed in the Consolidated Statement of Comprehensive Income, we have been unable to obtain sufficient appropriate audit evidence overthe completeness and accuracy of expenses forthe year ended 31 August 2022.

• Provision for expected credit losses of trade receivables in the Group of £1.9m (2021: £nil), Company: £nil (2021: £nil)

As set outin the trade and otherreceivables section above,there is insufficient audit evidence available to supportthe ageing oftrade receivables and consequently,there is therefore a furtherlimitation of scope overthe Directors' assessment ofthe recoverability oftrade and otherreceivables.

• Write-off of Seller's Works not initiated or completed in the Group of £11.9m (2021: £3.7m), Company: £nil, (2021: £0.4m)

As detailed in Note 3 to the Consolidated Financial Statements,the Directors have had to make a number of assumptions due to the lack of contractual obligations and evidence. Due to the assumptions made by the Directors and the lack of audit evidence to supportthese assumptions in relation to the unwind ofthe prepaid Seller's Works, we have been unable to obtain sufficient appropriate audit evidence overthe completeness and accuracy ofthe write-off of Seller's Works notinitiated or completed during the year ended 31 August 2022.

• Change in fair value of investment property in the Group of (£452.9m) (2021: £14.0m), Company: £5.1m, (2021: £0.4m)

As a result ofthe limitations detailed above with regards to investment property valuations and the historical purchase cost of investment properties, we have been unable to obtain sufficient appropriate audit evidence overthe completeness and accuracy ofthe movementin the fair value of investment property included in the Consolidated Statement of Comprehensive Income forthe year ended 31 August 2022 and the period ended 31 August 2021.

• Related party disclosures

The Investigation identified potentialrelated party transactions with individuals viewed as forming part of key management which had not been disclosed to the Directors norto us as auditors. This leads to a limitation of scope as to whether key management disclosures are complete and accurate. The key reasons giving rise to these limitations are as follows:

• there is an absence of appropriate processes and records in the yearto capture allrelated parties and transactions that may have taken place with those parties;
• the findings from the Investigation are inconclusive in terms of establishing whether or notrelated party transactions exist; and
• following the termination ofthe relationship with AHRA on 30 June 2023, we were then limited as to enquiries that could be made of individuals who were presentthroughoutthe year being audited.

Should there be furtherrelationships which by their nature would be disclosed as related parties and/oridentified as key members of AHRA,then transactions made with those related parties may have been made outside of normal commercialterms and which may resultin revisions being required to the recording and disclosure of such transactions. We have therefore been unable to conclude that

the Group and Company financial statements are free from material misstatement arising from the omission ofrelated party transactions being fully disclosed and we are unable to determine whetherthe disclosures in respect ofrelated party transactions with key members of AHRA in the Consolidated Financial Statements and Company Financial Statements are complete and accurate. In addition, and withoutfurther modifying our opinion, a number of other matters highlighted by the Investigation have been included within the Key Audit Matters section ofthis report below.

• • Consolidated Statement of Cash Flows As a result ofthe limitations outlined above, we were unable to obtain sufficient appropriate audit evidence over certain items disclosed in the Consolidated Statement of Cash Flows and the associated Notes to the Consolidated Financial Statements.
• • Opening balances as at 1 September 2021 In respect ofthe matters set out above, we have also not been able to obtain sufficient appropriate audit evidence in respect of opening balances as at 1 September 2021 and the corresponding figures forthe period ended 31 August 2021 in all cases. In particular, in respect ofthe 31 August 2021 valuation we have not been able to determine the impact, if any,the matters identified in Note 3 and Note 9 to the Consolidated Financial Statements would have on the inputs that were provided by the Directors to the previous independent valuerfor use in determining the value ofthe investment properties as at 31 August 2021.
• • Borrowings (disclosure only) We were unable to obtain sufficient audit evidence to supportthe disclosures regarding the fair value of borrowings as disclosed in Note 10 to the Consolidated Financial Statements.
• • Notes to the financial statements As a result ofthe limitations outlined above, we were unable to obtain sufficient appropriate audit evidence in respect ofthe Notes to the financial statements.

In addition, in respect ofthe Company financial statements we have been unable to obtain sufficient appropriate audit evidence in respect ofthe carrying value and associated impairment charge regarding the Company's investmentin subsidiary undertakings. The carrying value ofthe investmentin subsidiary undertakings of £nil (2021 - £10.4m) is based on the value ofthe assets and liabilities ofthe subsidiary undertakings. Forthe reasons detailed above we have

been unable to obtain sufficient appropriate audit evidence regarding those assets and liabilities detailed above to supportthe carrying value ofthe investment in subsidiaries. Forthe same reason we have been unable to obtain sufficient appropriate audit evidence regarding the expected creditloss overthe amounts due from subsidiaries of £329.5m (2021 - £211.8m) and the ageing thereof.

As a result ofthe matters set out above, we were also unable to determine whether any adjustments might have been found necessary in respect ofthe relevant elements making up the financial statements ofthe Group and/or Company. The possible effects of any undetected misstatements in respect ofthese matters, if any, could be pervasive and/or materialto the financial statements. We have not been able to obtain sufficient appropriate audit evidence through the performance of additional procedures.

Notwithstanding the disclaimer of opinion, our audit reportis consistent with the finalreport presented to the Audit Committee.

Emphasis of matter – financial statements prepared on a basis other than going concern

We draw your attention to Note 1 to the Consolidated Financial Statements which explain that as a result of (i) the uncertainty overthe timing of asset sales; (ii)risks around continued lender support; (iii)the threatened litigation; (iv)the FCA Investigation; and (v)the orderly wind-down ofthe Group's and Company's operations, the Directors consideritto be appropriate to adopt a basis of accounting otherthan going concern in preparing the Consolidated Financial Statements and Company Financial Statements. Accordingly,these financial statements have been prepared on a basis otherthan going concern as described in Note 1 to the Consolidated Financial Statements. Our opinion is not modified in respect ofthis matter.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit ofthe financial statements ofthe current period and include the most significant assessed risks of material misstatement(whether or not due to fraud)that we identified, including those which had the greatest effect on:the overall audit strategy,the allocation ofresources in the audit, and directing the efforts ofthe engagementteam. This matter was addressed in the context of our audit ofthe financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on this matter.

In addition to the matters included in the Basis for disclaimer of opinion section above, some of which we are required by ISAs (UK)to also include as key audit matters below, we determined the matters described below to be key audit matters to be communicated in ourreport. This is not a complete list of allrisks identified by our audit.

Investment property valuations

Referto Notes 2 to 3 to the Consolidated Financial Statements and Notes 2 to 3 to the Company Financial Statements in relation to significant judgements, estimates and accounting policies.

Referto Note 9 to the Consolidated Financial Statements in relation to investment properties.

The valuation of investment property requires significant judgement and estimation by the Directors and the independent valuer appointed by the Company and is therefore considered a key audit matter due to the subjective nature of certain assumptions inherentin each valuation.

Where the valuer has deemed a property to be unhabitable orthe tenantto be of very poor covenant strength, they have assumed that a hypothetical purchaser following due diligence would have disregarded the lease and valued them on the basis of Market Value – Vacant Possession ("MV-VP"). In this scenario valuations are based on comparable market transactions considering primarily capital values.

Where the valuer has deemed a property to be in a reasonable condition, capable of beneficial occupation and letto a tenant who is likely to meettheir obligations in the shortterm, the valuers have adopted an investment approach. In this scenario the valuer makes assumptions as to yield, the length of capitalisation period and the MV-VP value on reversion atthe end ofthe capitalisation period.

Key audit matter How the scope of our audit addressed the key audit matter

Given the passage oftime between the appointment of JLL as independent property valuers in August 2023 and the year-end, our approach to auditing the August 2022 valuations was to auditthe valuations as at August 2023 performed by JLL and to then perform roll back procedures using house price indices data to develop expectations ofthe August 2022 valuations. The procedures outlined below were therefore performed in respect ofthe August 2023 valuations to facilitate this approach.

Experience ofthe independent property valuer and relevance of its work

• We obtained the valuation report prepared by the independent property valuer, JLL, and discussed the basis ofthe valuations with them. We determined whetherthe basis ofthe valuations was in accordance with the requirements of accounting standards.
• We assessed JLL's experience, qualifications, competency, independence and basis ofthe valuation.
• We obtained a copy ofthe engagementletter with JLL and reviewed for any limitations in scope orfor evidence of management bias.

Data provided to the independent valuer("JLL")

• We checked the underlying data provided to JLL by the Directors. This data included inputs such as currentrent and lease term, and we agreed a sample to the executed lease agreements as part of our audit work.

Investment property valuations continued

Any inputinaccuracies (such as the physical condition of properties) or unreasonable bases used in the valuation judgements (such as in respect of vacant value and yield profile applied) could resultin a material misstatement of the Consolidated Statement of Comprehensive Income and the Consolidated Statement of Financial Position.

The lack of accurate information regarding, and adequate monitoring of,the condition and occupancy of the properties combined with the appointment of a new independent valuer afterthe balance sheet date, has led to the independent valuers having to make assumptions regarding the physical condition of properties atthe balance sheet date.

There is also a risk of fraud in relation to the valuation of the property portfolio where the Directors may influence the significantjudgements and estimates in respect of property valuations in orderto manage market expectations.

Key audit matter How the scope of our audit addressed the key audit matter

• JLL inspected a sample of properties internally and externally butrelied on the Directors' assessment ofthe physical condition ofthe properties across the portfolio. The Directors engaged their own expert, Vibrant Energy Solutions Ltd ("Vibrant"),to review the internal and external physical condition of certain ofthe Group's properties (see Note 9 to the Consolidated Financial Statements on pages 117 to 120). The inspections by Vibranttook place between August 2023 and May 2024. We assessed the experience, qualifications, competency and independence ofthe Directors' expert, Vibrant. In addition, we observed Vibrant performing a site inspection to enable us to assess the process as part of our evaluation oftheir work. We considered the level of coverage thatthe Directors achieved through their programme of inspections and tested a sample of data provided to JLL to the inspection reportto testthe accuracy of data, such as the condition ofthe property and the number of bedrooms.

Assumptions and estimates used by the independent property valuer("JLL") – MV-VP basis

• We obtained the comparable market evidence used by JLL to form the basis oftheir valuations for a sample of properties. With the assistance of ourin-house RICS qualified valuation experts, we performed our own marketresearch of sold property prices using available independentindustry data, reports and comparable transactions in the market, as well as the Group's post year-end auction sales to consider whetherthere is any contradictory market evidence. We considered whetherthe independent expectations set by the auditteam corroborated or contradicted information presented by JLL. Where contradictory evidence was identified, we challenged JLL on these matters and obtained supporting explanations and documentation forthe variances.
• For a sample ofresidential investment assets, in addition to the procedures performed above, we enquired of JLL as to how the gross yield and condition adjustments were determined and obtained corroborating evidence. We also considered whether any contradictory evidence existed.
• In respect ofthe sample selected, we discussed the assumptions used and the valuation movementin the period with both AEW and JLL. Where the valuation was outside of our expected range, we challenged JLL on specific assumptions and corroborated their explanations where relevant, including agreeing to third party evidence.

Key audit matter	How the scope of our audit addressed the key audit matter
Investment property valuations continued	Assumptions and estimates used by the independent property valuer JLL – investment approach • We obtained the discounted cash flow ("DCF") model, prepared by AEW on behalf ofthe Directors, which had been produced to mirror JLL's model. We compared the valuation perthe Directors' model to JLL's valuations and investigated any difference greaterthan 10% eitherindividually orin aggregate. We determined that a threshold of 10% was appropriate based on RICS guidance which states thatthe permitted margin of error when carrying out a valuation of property based on case law refers to a margin of error between 10% and 15% depending on the facts.
	• For all properties we tested the key inputs into the model.
	• For a sample of properties, we performed the procedures set out above in relation to MV-VP properties (as MV-VP was used as the exit value within the model).
	• With assistance from ourin-house RICS qualified valuation experts, we considered the relationship between MV-VP value and fair value.
	• We discussed the assumptions used with both AEW and JLL. Where the valuation was outside of our expected range, we challenged JLL on specific assumptions and corroborated their explanations where relevant, including agreeing to third party evidence.
	For all properties selected for detailed testing, we obtained the JLL valuation pack and inspection form. We performed a Google images search and compared this to the JLL pack as a first step to corroborate the physical state ofthe property and challenged JLL where differences were noted. In addition, as noted above,the Directors engaged Vibrantto review the internal and external physical condition of certain of the Group's properties (see Note 9 to the Consolidated Financial Statements on pages 117 to 120). In addition, we attended a sample of site inspections with Vibrantto observe the Directors' expert as part of our evaluation of competency and their work assessing the internal and external physical condition of investment properties. We also obtained previous sales data for each property sampled and where recent sales history was available, we compared this to the JLL valuation and challenged JLL where differences arose.

Key audit matter	How the scope of our audit addressed the key audit matter
Investment property valuations continued	From discussions with JLL, we ascertained that JLL had analysed post year-end sales data for assets sold from the Group's portfolio.
	We compared the sales prices achieved for properties sold post year-end to the August 2023 JLL valuation. Where the difference was outside of our expected range, we discussed this with JLL and challenged the year-end valuation accordingly.
	For all properties we considered the adequacy ofthe disclosures with regards to investment property valuations.
	We challenged the Directors and JLL to considerthe impact ofthe results ofthe final inspection programme on the valuation ofthe Group's properties.
	Key Observations Our observations and findings are set outin the Basis for disclaimer of opinion section above.

Property acquisition cost, Seller's Works and lease inducements

Referto Notes 2 to 3 to the Consolidated Financial Statements and Notes 2 to 3 to the Company Financial Statements in relation to significant judgements, estimates and accounting policies.

Referto Note 9 to the Consolidated Financial Statements in relation to allocation of purchase price between property acquisition cost, Seller's Works and lease inducements.

As detailed in Note 3 to the Consolidated Financial Statements,the Group purchased a number of properties where significant refurbishment work was required to be completed by the vendor before the properties were in a state where they were fitfortheir intended use by the Group's tenants. These properties were let on fully repairing leases whereby it was the responsibility ofthe tenant to maintain the upkeep of the properties in a state fitfor use. The Group had historically accounted forthese acquisitions in accordance with the legal form ofthe lease and purchase agreements. Significantjudgement was required when considering the substance ofthese transactions and whether or notthe accounting for such transactions should follow the legal form orthe substance.

The Directors, in light ofthe information now known, reconsidered the historical accounting and concluded thatthe accounting treatment should more appropriately reflectthe substance ofthe transaction notthe legal form. This has led to a prior period adjustment, as set out in Note 4 to the Consolidated Financial Statements, which affects the following financial statement areas:

• Investment properties
• Trade and otherreceivables
• Prepayments
• Rental income
• Movementin fair value of the investment property valuations

Key audit matter How the scope of our audit addressed the key audit matter

We challenged the Directors as to the appropriateness ofthe historic accounting forthese transactions. We obtained the Directors' original paper on the accounting forthe transactions. We assessed the Directors' competence and independence with regards to their assessment ofthe historical accounting for such transactions and as a result we advised the Directors to appoint an expertto assistthem with the accounting for such transactions.

We assessed the competence and independence ofthe Directors' expert. We obtained the revised paper on the accounting forthe acquisition of investment properties and challenged the conclusions.

We considered the adequacy ofthe disclosures made regarding the estimates and judgements and the prior period adjustment.

Key Observations

Our observations and findings are set outin the Basis for disclaimer of opinion section above.

Key audit matter		How the scope of our audit addressed the key audit matter
Revenue recognition Referto Notes 2 to 3 to the Consolidated Financial Statements and Notes 2 to 3 to the Company Financial Statements in relation to significant judgements, estimates and accounting policies. Referto Note 5 to the Consolidated Financial Statements in relation to Rental Income.	As a result ofthe lack of accounting records and information available to the Directors (see pages 106 to 109), a number of judgements and manual adjustments have been made by the Directors to revenue including: • Whether a property was habitable on acquisition and thus able to generate rental income. • The rent commencement date (which may be different to the lease commencement date). • Whetherlease inducements had been granted to tenants.	We challenged the Directors with regards to the assumptions made,their basis and sought evidence. Due to the lack ofthe existence of contractual obligations and/or evidence of such contractual obligations there was a limitation over our work. We obtained the Directors' schedule with regards to the physical status of investment properties. Given the lack of contemporaneous evidence with regards to the condition of investment properties atthe acquisition date, we were unable to conclude as to the reasonableness ofthe Directors' assumptions applied in calculating rental income with regard to the habitability ofthe property,the length and the start date ofthe lease. Wemade enquiriesoftheDirectors as todetailsof any lease inducements entered into.We reviewed a sample ofleases for evidenceoflease inducements.Wemade enquiriesoftheGroup's lawyers for detailsof any amendments toleases during the period and post year-end thatthey had been party to.We considered statements made in the public domain by theCompany, as tothe

existenceoflease inducements.We read and considered the resultsofthe forensic investigation undertaken by theDirectors' expertfor evidenceoflease inducements entered into.Given the lackof contractualobligations and audit evidence available,wewere unable toconclude as tothe value and accountingofthe lease inducements.We obtained a listingofjournals posted torevenueoutsideof the transactionalrevenue entries and attempted toobtain supporting explanation/documentation as applicable toensure appropriate.Given the limitations detailed in theBasis for disclaimerofopinion,wewere unable to corroborate journals tosupporting documentation.

We set expectations forthe rental income invoiced in the period based on the tenancy schedules as at 31 August 2021 and 31 August 2022.

We compared our expectations forthe totalrental income in the period, before the manual adjustments noted above,to thatincluded in the Consolidated Financial Statements and investigated any differences above a pre-determined threshold.

We obtained the tenancy schedule and agreed a sample of amounts to supporting lease documentation. As a result ofthe limitations around the allocation of cash receipts, we were unable to agree whetherthe allocation of cash receipts had been appropriately allocated to specific invoices and tenants.

Key audit matter		How the scope of our audit addressed the key audit matter
Revenue recognition continued		We tested a sample ofrental income for new leases in the period to the underlying lease agreement.
		Key Observations
		Our observations and findings are set outin the Basis for disclaimer of opinion section above.
Management override of controls	The Group made adjustments following the Investigation, the findings from our audit and information that has subsequently come to light for potential misstatements thatthe Directors are now aware ofrelating to investment properties,trade and other receivables, prepayments, revenue, administrative expenses and fair value movement on the revaluation of investment properties both in respect ofthe period ended 31 August 2021 and the year ended 31 August 2022.	We involved ourforensic specialists in ourresponse to, and our audit of,the findings ofthe Investigation.
		We evaluated the terms of engagement, competence and independence ofthe Group's appointed forensic investigators.
		We critically assessed the detailed findings and using ourforensic specialists considered ifthe approach taken was reasonable and challenged the Directors where we considered any additional procedures were necessary. We also considered the nature ofthe findings and undertook additional procedures and testing to satisfy ourselves where we considered it was necessary.
		Based on the prior period and current year misstatements identified now thatfurtherinformation has come to light, as well as the results ofthe
	There is a risk that controls which allowed forthese items to remain uncorrected in the Consolidated Financial Statements did not operate effectively, were insufficient or notin place and as a result could persistin similar or other areas.	Investigation, we reassessed our planned audit approach, revising ourrisk assessmentin respect of certain areas of the Consolidated Financial Statements and consequently revising and extending our audit procedures in those areas where errors had been identified or where matters had been raised through the Investigation. We also revisited and lowered our financial statement and specific materiality used in testing as appropriate. In light of findings from the Investigation we considered the work performed in respect of IT systems and IT general controls and determined thatIT general controls were effective solely forthe purposes of our work on information provided by the entity from the IT systems. Otherthan reliance on IT general controls forthe sole aspect of our audit as noted, we placed no reliance on any otherinternal controls for our audit and our final audit approach was entirely substantive in nature with the Directors' explanations being assessed against available
	In addition,there is evidence from the Investigation, and our audit work,that certain controls in place appearto have been overridden during and subsequentto the year ended 31 August 2022. As a result ofthe above,
	there is a risk that controls may not have prevented or detected and corrected material misstatements on a timely basis more broadly in the Consolidated Financial Statements forthe year ended 31 August 2022.	evidence that was considered to be reliable. An extended analysis was also performed overjournal entries with higherrisk criteria, which we agreed back to supporting evidence where possible. We were however unable to corroborate all journals we selected fortesting to supporting evidence due to the limitations in the scope of our work as outlined in the Basis of disclaimer of opinion section above.

Key audit matter		How the scope of our audit addressed the key audit matter
Management override of controls continued		Further, we extended the scope of our work throughout the audit, deepening our enquiries, and applying additional challenge, iteration and scepticism in all areas. We sought alternative representations and required additional procedures to be performed to supportthose representations where in ourjudgement,these were considered to be necessary.
		We considered the managementfee structure for AEW and whether or notthis provided an incentive to override controls and manipulate results.
		Key observations Our observations and findings are set outin the Basis for disclaimer of opinion section above.
Tenant receivables Referto Note 11 to the Consolidated Financial Statements	The Group has experienced a significant downturn in rent collections since November 2022 and a number oftenants are in financial distress or have gone into administration. As such,there is a risk that tenantreceivables as at 31 August 2022 may not be recoverable.	As detailed in the Basis for disclaimer of opinion section above, our work on this area was subjectto multiple limitations. As such, we were not able to perform any procedures to testthe recoverability of individualtenant receivables as we were unable to obtain sufficient appropriate audit evidence overthe ageing profile of the tenantreceivables as receipts from tenants did notinclude remittance statements, and as such the basis for allocation of cash to individual debtors was therefore unclear.
		We evaluated and assessed the Directors' IFRS 9 expected creditloss accounting policy choice adopted and application thereof.
		Key Observations Our observations and findings are set outin the Basis for disclaimer of opinion paragraph above.

Related party transactions

Referto Note 19 to the Consolidated Financial Statements The allegations made in the Viceroy Research Reportin November 2022 included a claim thatthe Group may have paid inflated acquisition prices forits properties.

Furthermore,the Investigation has identified potential related party transactions not previously disclosed to the Directors orto us as auditors. As a result ofthe change in Investment Adviser as detailed in Note 26 to the Consolidated Financial Statements,the Directors do not have access to all accounting records and information, including access to relevantindividuals.

As a result ofthe above,there is a risk that not allrelated party transactions have been identified, correctly accounted for and are not appropriately disclosed.

Key audit matter How the scope of our audit addressed the key audit matter

Without a waiver of privilege, we were provided with a copy ofthe report by Alvarez & Marsal Disputes and Investigations LLP dated 3 May 2023 which detailed the conclusions ofthe Investigation.

We critically assessed the detailed findings and using our forensic specialists considered ifthe approach taken was reasonable and whether any additional procedures were considered necessary. We also considered the nature ofthe findings and undertook additional procedures and testing to satisfy ourselves where we considered it was necessary.

We evaluated the controls in place surrounding related party transactions.

We obtained a listing of any known related parties and any known transactions that have occurred in the year and agreed these to supporting documentation. We ensured thatthese are appropriately disclosed in the Annual Report.

We considered whetherthe disclosures made in the Annual Report appropriately address the various allegations made againstthe Group regarding related party transactions.

Key Observations

Our observations and findings are set outin the Basis for disclaimer of opinion paragraph above.

Key audit matter		How the scope of our audit addressed the key audit matter
Annual Report preparation and disclosures	Given the pressures the Group is facing,there is a risk thatthe Directors could try to present a more positive picture ofthe Group in order to reduce shareholdertension. As such,there is a risk that the Annual Report(including the otherinformation) would not be fair, balanced and understandable orthat information may be incorrect orincorrectly presented.	We agreed the Financial Statements (including each ofthe primary statements and accompanying notes), presentation and disclosures to the underlying accounting records and checked the arithmetic accuracy ofthe Financial Statements.
		We performed audit procedures to ensure thatthe overall presentation ofthe Consolidated Financial Statements is in accordance with UK-adopted International Accounting Standards and applicable laws in respect ofthe Consolidated Financial Statements, and in accordance with UK GAAP in respect ofthe Company Financial Statements.
		We evaluated and assessed the disclosures made around the various assumptions, judgements and estimates made by the Directors, including but notlimited to:
		• Rent commencement date
		• Lease term
		• Value ofrent cover
		• Condition of properties
		• Quality oftenants and valuation oftenantreceivables
		• Habitability of properties
		• The value and status of Seller's Works
		We considered whether an appropriate level of disclosure has been made addressing the various allegations againstthe Group and thatthe Annual Reportis fair, balanced and understandable.
		In addition to the above, we challenged the Directors as to the appropriateness forinclusion of alternative performance measures in the Annual Report.
		Key Observations
		Our observations and findings are set outin the Basis for disclaimer of opinion section above, and our conclusion on whetherthe Directors' statement on fair, balanced and understandable is materially consistent with the Financial Statements or our knowledge obtained during the audit, notwithstanding our disclaimer of an opinion on the financial statements, is set outin the Other Information section below.

Other information

Corporate governance statement

The Listing Rules require us to review the Directors' statementin relation to going concern, longer-term viability and that part ofthe Corporate Governance Statementrelating to the Company's compliance with the provisions of the UK Corporate Governance Code specified for ourreview.

In line with our disclaimer of opinion on the financial statements, in the light ofthe knowledge and understanding ofthe Group and Company and its environment obtained in the course ofthe audit performed subjectto the pervasive limitation described above, based on the work undertaken as part of our audit and having considered the ongoing FCA investigation and potential litigation againstthe Company and the Directors, we are unable to conclude on whether each ofthe following elements ofthe Corporate Governance Statementis materially consistent with the Financial Statements.

Going concern and longer-term viability	• In relation to theCompany's reporting on how it has applied the UKCorporate GovernanceCode, otherthan the emphasis of matter – Financial Statements prepared on a basis otherthan going concern included above, we have nothing else thatis materialto add or draw attention to in relation to the statement on the Directors' assessment ofthe longer-term viability oftheCompany and whetherthe Directors considered it appropriate to adoptthe basis of accounting otherthan going concern; and
	• The Directors' explanation as to their assessment ofthe Group's prospects,the period this assessment covers and why the period is appropriate set out on pages 63 to 64.
Other Code provisions	• Directors' statement on fair, balanced and understandable set out on page 66;
	• Directors' confirmation thatthey have carried out a robust assessment ofthe emerging and principalrisks set out on page 66;
	• The section ofthe Annual Reportthat describes the review of effectiveness ofrisk management and internal control systems set out on page 55; and
	• The section describing the work ofthe AuditCommittee set out on pages 56 to 66.

Other Companies Act 2006 reporting

Based on the responsibilities described below and our work performed during the course ofthe audit, we are required by the Companies Act 2006 and ISAs (UK)to report on certain opinions and matters as described below.

Strategic Report and Directors' Report	Because ofthe significance ofthe matters described in the Basis for disclaimer of opinion section of ourreport above, we have been unable to form an opinion, whether based on the work undertaken in the course ofthe audit:
	• the information given in the Strategic report and the Directors'reportforthe financial yearfor which the financial statements are prepared is consistent with the financial statements; and
	• the Strategic report and the Directors'report have been prepared in accordance with applicable legalrequirements.
	Notwithstanding our disclaimer of an opinion on the financial statements, in the light ofthe knowledge and understanding ofthe Group and Company and its environment obtained in the course ofthe audit performed subjectto the pervasive limitation described above, we have notidentified material misstatements in the Strategic report orthe Directors'report.
Directors' remuneration	In our opinion,the part ofthe Directors'remuneration reportto be audited has been properly prepared in accordance with the Companies Act 2006.

Matters on which we are required to report by exception	Arising from the limitation of our work referred to above in the Basis for disclaimer of opinion section of ourreport above:
	• we have not obtained allthe information and explanations that we considered necessary forthe purpose of our audit; and
	• in our opinion, adequate accounting records have not been kept by the Company.
	We have nothing to reportin respect ofthe following matters in relation to which the Companies Act 2006 requires us to reportto you if, in our opinion:
	• returns adequate for our audit have not been received from branches not visited by us; or
	• the Company Financial Statements are notin agreement with the accounting records and returns; or
	• certain disclosures of Directors'remuneration specified by law are not made.

Responsibilities of Directors

As explained more fully in the Directors'responsibilities statement,the Directors are responsible forthe preparation ofthe financial statements and for being satisfied thatthey give a true and fair view, and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements,the Directors are responsible for assessing the Group's and the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors eitherintend to liquidate the Group orthe Company orto cease operations, or have no realistic alternative butto do so.

Auditor's responsibilities for the audit of the financial statements

Ourresponsibility is to conduct an audit ofthe Company's financial statements in accordance with International Standards on Auditing (UK) (ISAs (UK)) and to issue an auditor's report.

However, because ofthe matters described in the Basis for disclaimer of opinion section of ourreport above, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements.

We were appointed by the Directors, following the recommendation ofthe Audit Committee, on 17 September 2020 to auditthe financial statements forthe period from incorporation on 17 September 2020 to 31 August 2021 and subsequent financial periods. The period oftotal uninterrupted engagementincluding retenders and reappointments is two years, covering the year ended 31 August 2022.

We remain independent ofthe Group and the Company in accordance with the ethicalrequirements that are relevantto our audit ofthe financial statements in the UK, including the FRC's Ethical Standard as applied to listed public interest entities, and we have fulfilled our other ethicalresponsibilities in accordance with these requirements.

The non-audit services prohibited by that standard were not provided to the Group orthe Company.

Extent to which the audit was capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with ourresponsibilities, outlined above,to detect material misstatements in respect of irregularities, including fraud. The extentto which our procedures are capable of detecting irregularities, including fraud is detailed below:

Non-compliance with laws and regulations

Based on our understanding ofthe Group and the industry in which it operates; discussion with AEW, AHRA (during its tenure) and those charged with governance; obtaining and understanding the Group's policies and procedures regarding compliance with laws and regulations; and, we considered the significantlaws and regulations to be the UK Companies Act 2006,the UK Listing Rules and the UK Real Estate Investment Trust("REIT")regime.

The Group is also subjectto laws and regulations where the consequence of non-compliance could have a material effect on the amount or disclosures in the Financial Statements, for example through the imposition of fines or litigations. We identified such laws and regulations to be UK VAT regulations.

Our procedures in respect ofthe above included:

• We identified areas of laws and regulations that could reasonably be expected to have a material effect on the Financial Statements from our sector experience through discussion with the Directors, AEW and AHRA (during its tenure) (as required by auditing standards).
• We had regard to laws and regulations in areas that directly affectthe Financial Statements including financial reporting (including related company legislation) and taxation legislation. We considered that extent of compliance with those laws and regulations as part of our procedures on the related financial statementitems.
• We communicated identified laws and regulations throughout ourteam and remained alertto any indications of noncompliance throughoutthe audit.
• We reviewed Board and Committee meeting minutes for any instances of non-compliance with laws and regulations.
• We reviewed a reportfrom the Group's externaltax adviser, detailing the actions thatthe Group has undertaken to ensure compliance. With the assistance of ourinternaltax experts,this paper was reviewed and the assumptions challenged.
• We reviewed legal expenditure accounts to understand the nature of expenditure incurred and obtained confirmations from the Group's solicitors as to any ongoing legal action.

Fraud

We assessed the susceptibility ofthe financial statements to material misstatement, including fraud. Ourrisk assessment procedures included:

• Review ofthe allegations made in the Viceroy Research Report and any further allegations made in the press and the Directors' investigations thereinto;
• Enquiry with AHRA (during theirtenure), AEW and those charged with governance regarding any known or suspected instances of fraud;
• Obtaining an understanding ofthe Group's policies and procedures relating to:
  • Detecting and responding to the risks of fraud; and
  • Internal controls established to mitigate risks related to fraud.
• Review of minutes of meetings ofthose charged with governance for any known or suspected instances of fraud;
• Discussion amongstthe engagementteam, with assistance from ourinternal forensic specialists, as to how and where fraud might occurin the financial statements;
• Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; and
• Considering remuneration incentive schemes and performance targets ofthe Group's external advisers and the related financial statement areas impacted by these.

Based on ourrisk assessment, we considered the areas most susceptible to fraud to be:

Area identified	Details and audit response
Significant transactions outside the normal	We are aware of certain transactions that have occurred that are considered to be outside ofthe normal course of business.
course of business	In particular, we are aware ofrent-free periods and settlement agreements with vendors having been granted which we have been informed was withoutthe knowledge ofthe Directors (as detailed in Note 26 to the Consolidated Financial Statements), as well as settlement oftenantreceivables in non-traditional ways (as detailed in Notes 3, 5 and 11 to the Consolidated Financial Statements).
	Our procedures in respect ofthe above included:
	• We involved ourforensic specialists in ourresponse to, and our audit of,the findings ofthe Investigation;
	• We reviewed the contractual agreements forthe rent-free periods and settlement agreements that were now known to the Directors and considered the accounting treatmentthereof;
	• In respect ofthe settlement oftenantreceivables in non-traditional ways:
	– We obtained an analysis from the Directors of all cash receipts made from the Group's inception date to October 2022 and considered whetherthe analysis was accurate and complete;
	– Furthermore, in respect ofthe amount of £2.1m withheld from the acquisition of properties which was then offset against debtors from three separate tenant, we obtained the completion statementfor said transaction. We were unable to determine whatthe commercialrationale forthis transaction was.
Provisions, commitments and contingencies	We are aware thatthe Group is currently threatened with legal action and has also stated its intention to pursue legal action against various parties it suspects of undertaking wrongdoing againstthe Group and Company. As such,there is a risk that unrecorded liabilities, provisions, contingentliabilities or other expenses are not appropriately identified and/orrecorded atthe balance sheet date.
	Our procedures in respect ofthe above included:
	• Obtaining third party confirmations from all solicitors engaged by the Group to confirm information of open cases of litigation and the potential financial implications thereof;
	• Obtaining the Directors' assessment ofthe status of all cases of legal action against them as well as planned legal action against other parties and considering whether any ofthe matters indicate potential provisions or contingentliabilities to be disclosed in the financial statements;
	• Reading minutes of Board and Committee meetings,risk registers, public announcements issued and solicitors' confirmations obtained in orderto identify any non-compliance with laws and regulations.
	• Considered the adequacy ofthe disclosures in relation to contingentliabilities.
Going concern	Please referto the Emphasis of Matter and the Basis for disclaimer of opinion sections above.

Investment Property Valuations; Property acquisition cost, Seller's Works and lease inducements; Revenue recognition; Management override of controls; Tenant receivables; Related party transactions; and Annual	Please referto the relevant Key Audit Matters and the Basis for disclaimer of opinion section above.
Report preparation and disclosures

Our audit procedures were designed to respond to risks of material misstatementin the financial statements, recognising thatthe risk of not detecting a material misstatement due to fraud is higherthan the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations orthrough collusion. There are inherentlimitations in the audit procedures performed and the furtherremoved non-compliance with laws and regulations is from the events and transactions reflected in the financial statements,the less likely we are to become aware of it. In addition,the extentto which the audit was capable of detecting irregularities, including fraud was limited by the matters described in the Basis for disclaimer of opinion section of ourreport.

Use of our report

This reportis made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 ofthe Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone otherthan theCompany and theCompany's members as a body, for our audit work, forthis report, orforthe opinions we have formed.

Thomas Edward Goodworth (Senior Statutory Auditor)

For and on behalf of BDO LLP, Statutory Auditor

London United Kingdom 10 October 2024

BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127).

• Consolidated Statement of Comprehensive Income
• Consolidated Statement of Financial Position
• Consolidated Statement of Changes in Shareholders' Equity
• Consolidated Statement of Cash Flows
• Notes to the Consolidated Financial Statements
• Company Statement of Financial Position
• Company Statement of Changes in Shareholders' Equity

96 Home REIT plc | Annual Report | Forthe year ended 31 August 2022

Notes to the Company Financial Statements

Consolidated Financial Statements

Consolidated Statement of Comprehensive Income

			19 August 2020 to
		Forthe year ended 31 August 2022	31 August 2021, as restated
	Note	£'000	£'000
Income
Rental income	5	38,249	10,211
Otherincome	5	–	750
Impairment of lease inducement	5	(28,348)	–
Impairment ofrent straight-lining	5	(2,922)	–
Total income		6,979	10,961
Operating expenses
General and administrative expenses	6	(9,863)	(3,255)
Provision for expected creditlosses oftrade receivables	11	(1,850)	–
Other expenses	12	(375)	(375)
Total expenses		(12,088)	(3,630)
Change in fair value of investment property	9	(452,873)	14,012
Write-off of Seller's Works notinitiated or completed	11	(11,922)	(3,660)
Operating (loss)/profit for the year/period		(469,904)	17,683
Finance costs	7	(4,940)	(1,580)
(Loss)/profit before taxation		(474,844)	16,103
Taxation	8	–	–
(Loss)/income and total comprehensive (loss)/income for the
year/period attributable to shareholders		(474,844)	16,103
(Loss)/earnings per Share – basic and diluted (pence per Share)*	22	(79.52)	7.81

*Based on the weighted average number of Shares in issue forthe year ended 31 August 2022/period ended 31 August 2021.

All items in the above statement derive from continuing operations.

The notes on pages 101 to 133 form part ofthese financial statements.

Consolidated Financial Statements — continued

Consolidated Statement of Financial Position

	As at	As at 31 August 2021,
Note	31 August 2022 £'000	as restated £'000
Non-current assets
Investment property 9	414,270	320,932
Total non-current assets	414,270	320,932
Current assets
Trade and otherreceivables 11	16,139	3,130
Restricted cash 12	101,843	39,908
Cash and cash equivalents 12	74,514	6,218
Total current assets	192,496	49,256
Total assets	606,766	370,188
Non-current liabilities
Bank borrowings 10	–	117,528
Total non-current liabilities	–	117,528
Current liabilities
Bank borrowings 10	245,047	–
Trade and other payables 13	15,781	4,791
Total current liabilities	260,828	4,791
Total liabilities	260,828	122,319
Net assets	345,938	247,869
Capital and reserves
Share capital 15	7,906	2,406
Share premium 16	595,733	–
Special distributable reserve 17	201,040	229,360
(Accumulated losses)/retained earnings	(458,741)	16,103
Total capital and reserves attributable to equity holders of the company	345,938	247,869
Net asset value per share (pps) 23	43.76	103.03

The notes on pages 101 to 133 form part ofthese financial statements.

The consolidated financial statements of Home REIT plc were approved and authorised forissue by the Board of Directors on 10 October 2024 and signed on its behalf by:

Michael O'Donnell

Chair

Company number 12822709

Consolidated Financial Statements — continued

Consolidated Statement of Changes in Shareholders' Equity

Balance at 31 August 2022		7,906	595,733	201,040	(458,741)	345,938
Share issue costs	16	–	(12,001)	–	–	(12,001)
Share capital issued	15, 16	5,500	607,734	–	–	613,234
Dividend distribution	17	–	–	(28,320)	–	(28,320)
Transaction with owners:
Loss and total comprehensive loss forthe year attributable to shareholders		–	–	–	(474,844)	(474,844)
Opening balance at 1 September 2021 (restated)		2,406	–	229,360	16,103	247,869
Forthe year ended 31 August 2022	Note	Share capital £'000	Share premium £'000	Special distributable reserve £'000	Accumulated losses £'000	Total equity attributable to owners ofthe company £'000

Cancellation of share premium Balance at 31 August 2021	16, 17	– 2,406	(233,353) –	233,353 229,360	– 16,103	– 247,869
Share issue costs	16	–	(4,811)	–	–	(4,811)
Share capital issued	15, 16	2,406	238,164	–	–	240,570
Transaction with owners: Dividend distribution	17	–	–	(3,993)	–	(3,993)
Income and total comprehensive income forthe period attributable to shareholders		–	–	–	16,103	16,103
Forthe period from 19 August 2020 to 31 August 2021, as restated	Note	Share capital £'000	Share premium £'000	Special distributable reserve £'000	Retained earnings £'000	Total equity attributable to owners ofthe company £'000

The notes on pages 101 to 133 form part ofthese financial statements.

Consolidated Financial Statements — continued

Consolidated Statement of Cash Flows

	Note	Forthe year ended 31 August 2022 £'000	Forthe period from 19 August 2020 to 31 August 2021, as restated £'000
Cash flows from operating activities
(Loss)/income forthe year/period		(474,844)	16,103
Change in fair value of investment property	9	452,873	(14,012)
Finance costs	7	4,940	1,580
Effect of straightlining, lease inducements and impairments	5	29,258	(597)
Otherincome – escrow account	5	–	(750)
Other expenses – escrow account	12	375	375
Operating result before working capital changes		12,602	2,699
Decrease/(increase) in trade and otherreceivables	11	2,135	(344)
Increase in trade and other payables	13	10,925	4,704
Net cash flows generated from operating activities		25,662	7,059
Cash flows from investing activities
Purchase of investment properties	9	(597,420)	(312,770)
Transferto solicitors forfuture acquisitions	12	(18,260)	–
Net cash used in investing activities		(615,680)	(312,770)
Cash flows from financing activities
Proceeds from issue of share capital and share premium	15	613,234	240,570
Share issue costs	16	(12,001)	(4,811)
Dividend distribution Interest paid	17	(28,320) (4,472)	(3,993) (1,268)
Loan arrangementfee paid		(2,743)	(2,507)
Non-utilisation fee	20 7	(141)	(190)
Cash released from restricted cash account	20	92,757	84,128
Net cash generated from financing activities		658,314	311,929
Net increase in cash and cash equivalents		68,296	6,218
Cash and cash equivalents at beginning ofthe year/period		6,218	–
Cash and cash equivalents at end of the year/period	12	74,514	6,218

The notes on pages 101 to 133 form part ofthese financial statements.

Notes to the Consolidated Financial Statements

1. General information

Home REIT plc (the "Company") is a closed-ended investment company, incorporated in England and Wales on 19 August 2020 and is registered as a public company limited by shares underthe Companies Act 2006 with registered number 12822709. The Company is structured as an externally managed company with a board of non-executive directors (the "Directors" or the "Board"). The Company commenced operations on 12 October 2020 when its shares began trading on the London Stock Exchange.

Since the Company did not comply with the rules under DTR 4 to publish its 2022 annual financialreport within four months of its year-end,trading in its shares was suspended on 3 January 2023. Additionally,the Company did not meetthe requirementto file its halfyearly accounts within three months of its 2023 or 2024 period ends orits 2023 annualreport and accounts by 31 December 2023. The suspension ofthe Company's shares cannot be lifted until its financial statement filings are brought up to date and the Company satisfies any otherrequirements ofthe Financial Conduct Authority ("FCA").

The Group (the "Group") consists ofthe Company and its subsidiaries which are listed in Note 25.

The principal activities ofthe Group and the nature ofthe Group's operations are set outin the Strategic Report on pages 7 to 43.

As discussedmore fully inNote 19,on 15March 2023,the Company and its formerInvestmentAdviser,Alvarium HomeREITAdvisorsLimited("AHRA")(nowinliquidation), agreed bywayofletterof agreementthattheCompany was entitled toterminate the InvestmentAdvisory Agreement dated 22September 2020(the "IAA")(which governed the relationship between theCompany and AHRA)onor before 30June 2023.On 22May 2023,the Company appointedAEWUKInvestmentManagement LLP("AEW")toprovide property advisory services and announced its intenttoengageAEWas Investment Manager andAlternative Investment FundManager ("AIFM") afterreceiptof FCAand shareholder approval for a revised investment policy.On 25May 2023,the Company andAlvariumFundManagers (UK) Limited ("AlvariumFM") agreed bywayof variation agreement, as further variedon 18 July 2023,thatthe Investment ManagementAgreement dated 22September 2020 (the "IMA")(which governed the relationship between theCompany andAlvariumFM)would be varied to allowfortermination immediately upon theCompany giving notice inwriting toAlvariumFM, provided such noticewas given by notlaterthan 31August 2023,or upon either party giving notless than sixmonths' notice inwriting.On 30June 2023,the IAAwas terminated. On 21August 2023,theCompany terminated the IMA, theCompany's shareholders approved the revised

investment policy and theCompany appointedAEWas InvestmentManager andAIFM.

Going Concern

The Directors, atthe time of approving the financial statements, are required to consider whetherthey have a reasonable expectation thatthe Company and the Group has adequate resources to continue in operational existence forthe foreseeable future and do not considerthere to be any threatto their going concern status.

As discussed in Note 26, shareholders approved the New Investment Policy on 16 September 2024 to enter into an orderly process to wind down the Company's operations (the "Managed Wind-Down"). The Group will not make any furtherreal estate acquisitions and will not make any furtherinvestment. Capital expenditure will be permitted where itis deemed necessary or desirable to protect or enhance an asset's netrealisable value orin orderto comply with statutory obligations.

Cashflow projections have been prepared by AEW and agreed with the Board which consider:

• 1. The expected orderly disposal of properties through a combination of private treaty and auction sales. The Board expects that substantially all properties will be sold no laterthan 30 June 2025.
• 1. Revenue will continue to be collected on properties held by the Group.
• 1. Expenses are forecastto continue to be incurred atthe currentlevel forthose services required forthe continued operation ofthe Group. Notice periods have been considered where necessary and the majority of operations are expected to have concluded by 31 December 2025, when the annualreport and accounts forthe year ended 31 August 2025 are required to be filed.

As discussed in Note 10,the Group has been operating under periodic debt covenant waivers from and with the support of Scottish Widows Limited ("Scottish Widows" orthe "Lender") with the latest waiver extending to 31 October 2024. Scottish Widows has stated that it expects that both facilities and their associated interest and Deferred Fees to be fully paid by 31 December 2024. On this basis,the Directors believe the Lender will continue to supportthe Group untilthe debtis fully repaid. However,there is no guarantee that the Lender will continue to extend its support beyond the date ofthe latest waiverletter.

Since beginning property sales in August 2023,the average discountfrom the JLL's August 2022 valuation is 11.4%, and 13.2% if August 2023 through November 2023 sales are excluded, as this evidence was used by JLL as part ofthe valuation process (1.9% and 3.0% average discountfrom 31 August 2023 valuation

respectively). This discount occurs generally because atthe auction date:

• 1. The Group did notreceive from AHRA or nonperforming tenants, and therefore cannot produce critical information that buyers require, such as underlying occupancy,tenant and income information and property compliance certificates, and
• 1. The Group's advisers have experienced issues with accessing properties because oftenant imposed limitations or due to poor management by the non-performing tenants, which negatively impacts marketing including producing full information particulars.

The Group has been selling properties that are in poor condition in orderto minimise operating liabilities and risks. In orderto maximise future sales proceeds, AEW is prioritising selling properties which the Group controls and holds complete information for marketing. However, considering the past shortfallto the valuations and as a contingency to ensure the Company can fully repay the Lender and provide adequate working capitalto fund operations,the Group intends to sell a minimum of a further £25 million of property in the period to 31 December 2024. The remaining properties are expected to be sold in the period to 30 June 2025.

The Company has received a pre-action letter of claim which asserts thatthe Company provided information to investors which was false, untrue and/or misleading and as a resultinvestors suffered losses. The Directors are not currently able to conclude whether or when a formal claim may be issued and if a claim is issued, whatthe quantum of such claim may be. Further, on 12 February 2024,the Company was notified by the FCA of its commencement of an investigation into the Company, covering the period from 22 September 2020 to 3 January 2023. The Company and Directors are cooperating with the FCA in its investigation. However, they are not able to assess or quantify whatif any action may be taken. Untilthe Directors have better visibility into the ultimate exposure ofthese and any other contingentliabilities,they will not be able to satisfy themselves as to what, if any,reserves of excess cash will be required to settle these matters. When the Directors are able to estimate the range of exposure, the Company intends to return any estimated surplus capitalto investors, whilst maintaining a prudentlevel of cash to wind down the Company and Group and considering any other eventualities.

As a result of (i) uncertainty overthe timing of asset sales, (ii)risks around continued Lender support, (iii) the threatened litigation, (iv)the FCA investigation and (v)the Directors' expectation for an orderly winddown ofthe Company's operations,the Directors

considerit appropriate to adopt a basis of accounting otherthan as a going concern in preparing the financial statements. No material adjustments to accounting policies orthe valuation basis have arisen as a result of ceasing to apply the going concern basis.

2. Accounting policies

The principal accounting policies applied in the preparation ofthe financial statements are set out below.

Basis of Preparation

These Consolidated Financial Statements have been prepared in accordance with UK-adopted International Accounting Standards ("IFRS") and with the requirements of Companies Act 2006. The Consolidated Financial Statements ofthe Group have been prepared on a historical cost basis, as modified forthe Group's accounting forinvestment properties, which have been measured atfair value. Gains orlosses arising from changes in the fair value of investment property are included in profit orloss.

Whilstthe Directors are satisfied thatthe Group and the Company have adequate resources to continue in operation and to meet all liabilities as and when they fall due,the Directors considerit appropriate to adopt a basis otherthan going concern in preparing the financial statements because oftheir announced intention to enterinto a Managed Wind-Down forthe Group.

The preparation of financial statements in accordance with IFRS requires the Directors to make estimates and assumptions that effectthe reported amounts ofrevenues, expenses, assets and liabilities, and the disclosure of contingentliabilities atthe reporting date. Differences between our estimates and the actualresults will be recognised as they occur. Critical accounting estimates and key sources of estimation uncertainty in applying these accounting policies are disclosed in Note 3.

The Group has reviewed its past accounting policies and practices and, based on new information,the Board has amended several accounting policies and corrected certain amounts presented in the period ended 31 August 2021 Consolidated Financial Statements. To present comparable information using the same accounting policies,the Group has restated the Consolidated Financial Statements for 2021 in the 2022 Annual Report. The reasons why and impact ofthe changes are described more fully in Note 4.

The Group invests in residential property in the United Kingdom and receives revenue and pays expenses in Sterling. Therefore,the Directors have adopted Sterling as the presentation and functional currency in the Consolidated Financial Statements.

2. Accounting policies — continued

Basis of Consolidation

The Consolidated Financial Statements incorporate the financial statements ofthe Company and its subsidiaries. When the Company controls an investee, itis considered a subsidiary. The Company controls an investee if allthree ofthe following elements are present: power overthe investee, exposure to variable returns from the investee and the ability ofthe investor to use its powerto affectthose variable returns. The results of subsidiaries acquired or disposed of during the year are included from the effective date of acquisition or up to the effective date of disposal.

There are no accounting policies of subsidiaries which differfrom Group accounting policies. All intra-Group transactions, balances, income and expenses are eliminated in consolidation.

Acquisition of Investment Property

The Group has acquired properties directly and through the purchase of property-owning companies. On completion,the Group considers whether each acquisition represents a business or an asset.Underthe requirements of IFRS 3,to be considered a business, an acquired set of activities and assets mustinclude, at a minimum, an input and a substantive process that together significantly enhance the ability to create outputs. All purchase transactions to date have metthe criteria of an asset acquisition. The Group recognises acquisitions on completion.

The cost of an asset acquisition includes direct transaction costs and is allocated between the identifiable assets and liabilities acquired based upon theirrelative fair values atthe transaction date. Goodwill and deferred taxes are notrecorded in the purchase price allocation.

Purchased or prospective property acquisitions were previously presented to the Board as being high quality properties suitable for homeless accommodation in line with the Investment Policy (as defined on page 34 of the Company's prospectus forthe Initial Public Offering dated 22 September 2020). After detailed reviews ofthe Sale and Purchase Agreements (each a "SPA" and collectively,the "SPAs") by AEW,the Board now understands that most ofthe properties acquired were subjectto an obligation forthe vendorto complete certain works ("Seller's Works"),to ensure thatthe property was fitfor purpose (which was undefined) within a specified period as defined in the SPAs. The vendor was typically given between 6 and 12 months to complete the Seller's Works (the "Seller's Works Longstop Date" or "SWLD"). Because the acquisition price was paid in full on completion,the Group retrospectively estimated the value ofthe Seller's Works based on available information and allocated that portion ofthe purchase price as a prepayment

forfuture enhancements to be made. Where itis not possible to estimate the value ofthe Seller's Works the Group records the acquisition at cost. Ifthe work was completed and a certificate of practical completion was provided by the SWLD,the prepayment was reclassified into Investment Property. Ifthe work was not completed by the SWLD,the prepaid balance was written off to the income statement. The Group wrote-off £11,922,000 and £3,660,000 during the periods ending 31 August 2022 and 2021 respectively of prepaid Seller's Works when the vendor did not complete the Seller's Works by the SWLD. See Note 3 Significant Accounting Judgements and Estimates for a full discussion ofthe techniques used and assumptions made in determining the value ofthese Seller's Works.

In some cases, a retention was required to be held by the Group's solicitor atthe acquisition date to be released upon receipt of a practical completion statementfrom a qualified surveyor or at fixed dates in the future. Where the only condition ofrelease is the passage oftime,then the amountis initially recorded as a payable, which is reversed when the cash retention is released to the vendor. Forthose retentions associated with the performance of Seller's Works, the independent party would generally release the retention cash upon receipt ofthe Practical Completion Statement or otherwise atthe direction ofthe Investment Advisor. Ifthe requirements were not met by the SWLD,the cash was released back to the Group.

As discussed more fully in the Acquisition of Investment Property section of Note 3, Significant Accounting Judgements and Estimates, a portion ofthe purchase price was allocated to either a lease incentive asset (where the lease inception date is the same as the lease commencement date) or a debtor(where the property was not considered habitable at acquisition and therefore the lease was not considered to have commenced.) The lease incentive is amortised as a reduction of gross rental income on a straight-line basis overthe term ofthe lease. The debtor was reduced as cash was received from the tenant. The debtor and the lease incentive asset are assessed forimpairment at each balance sheet date in line with the accounting for Financial Instruments and Impairment of Non-Financial Assets respectively, as outlined in this note.

Investment Properties

Investment properties are those that are held to earn income orfor capital appreciation, or both. Investment properties are initially measured at cost(including transaction costs) and adjusted to theirfair value, as determined by an accredited independent external valuer, at each subsequent balance sheet date. Gains and losses arising from changes in the fair value of investment property are included in profit orloss in the period in which they arise.

2. Accounting policies — continued

Additions to properties include expenditures which resultin identifiable future economic benefits. All other property expenditures are expensed as incurred.

Lease incentives and straight-line rent adjustments (as described below under Rental Income) are offset againstinvestment property.

Investment property sales are recognised on the completion date.

Financial Instruments

The Group's accounting policy for each type of financial instrumentis as follows:

a) Financial assets

The Group's financial assets comprise rent and otherreceivables,restricted cash and cash and cash equivalents. Financial assets are initially recognised atfair value less directly attributable transaction costs and subsequently measured at amortised cost using the effective interestrate method. There are no financial assets held atfair value through profit orloss.

The Group utilises the simplified approach to measuring expected creditlosses ("ECL"s) within IFRS 9 using a provision matrix in the determination ofthe lifetime expected creditlosses. The receivable is written off againstthe provision when itis deemed uncollectible. Any recoveries made are recognised in profit orloss when received.

b) Financial liabilities

Tradeandotherpayables thatarefinancial liabilitiesare initiallyrecognisedatfairvalue,netofdirectlyattributable transactioncostsandsubsequentlymeasuredat amortisedcostusingtheeffectiveinterestratemethod.

Bank borrowings are initially recognised atfair value net of directly attributable transaction costs and subsequently measured at amortised cost using the effective interest method. Interest expense includes amortisation of initialtransaction costs and an allocation of any premium payable on redemption.

Cash and Cash Equivalents

Cash and short-term deposits in the balance sheet comprise cash at bank and short-term deposits with an original maturity ofthree months orless.

Restricted cash

Restricted cash represents:

• Cash withheld by the lender on drawdown borrowings. The Group only has access to this cash when acceptable security is provided and the Lender releases the restriction.
• Cash held by third parties, primarily the Group's solicitors, for a specific purpose such as future acquisitions and retentions.

Taxation

Current and deferred taxes are recognised on any profit orloss not exempt under UK REIT regulations. Currenttax is expected tax payable on any non-REIT taxable income forthe year, using tax rates enacted or substantively enacted atthe balance sheet date.

Dividends Payable to Shareholders

Final dividend distributions to the Group's shareholders are recognised as a liability in the Group's financial statements in the period in which the dividends are approved by the Group's shareholders. Interim dividends are recognised when paid.

Rental Income

The Group retains substantially allthe risks and rewards of ownership ofthe properties and accordingly, all leases are classified as operating leases. Rental income arising from the operating leases is accounted for on a straight-line basis overthe expected term ofthe lease. The lease term is the non-cancellable period of the lease together with any furtherterm for which the tenant has the option to continue the lease where, at the inception ofthe lease,the Directors are reasonably certain thatthe tenant will exercise that option. The Directors have concluded that due to the length of time to the option exercise date (19 years), none of the options to extend were reasonably certain to be exercised.

The Company's leases contain annual inflationary increases which are collared and capped at 1% and 4% respectively. Because ofthis change in annualrent,the straight-line adjustmentis rebased each year and the rental income arising from such uplifts is recognised on a straight-line basis overthe remaining lease term. Changes in the payment amount ortiming, orthe lease term made afterthe original lease agreement was signed are accounted as a lease modification. Lease modifications are accounted for as a new lease from the effective date ofthe modification, considering any prepaid or accrued lease balance atthat date.

The standard lease agreementincludes requirements thatthe tenants establish:

• A sinking fund deposit accountin the tenant's name to pay in on the rent payment date an amount of up to 7.5% ofthe rent due to fund a planned and costed programme of majorrepairs, maintenance and improvements, and
• A Void Surcharge Fund in the tenant's name to pay in on the rent payment date an amount of up to 7.5% ofthe rent due to be used in the event of a void in the property.

Because these amounts are established and controlled by and forthe benefit ofthe tenant, we have not accounted forthese amounts in these financial statements.

2. Accounting policies — continued

In certain cases,the Group acquired properties which were not considered habitable atthe acquisition date and simultaneously signed an operating lease. IFRS 16, Leases, defines a lease as 'a contract, or part of a contract,that conveys the rightto use an assetfor a period oftime in exchange for consideration.' If a property is deemed unhabitable (as described more fully in Note 3),the Directors have concluded thatthe lease has not conveyed the 'rightto controlthe use of an identified asset' and therefore the Group does not recognise the associated rentalrevenue until property improvementto a lettable standard is complete. Any cash received from the tenant while the property is judged to be unhabitable is applied as a reduction in the cost of property orthe debtor, as appropriate and as described in Acquisition of Investment Property above.

Impairment of Non-Financial Assets

Non-financial assets including lease incentives and straight-line rentreceivable assets are assessed for impairment at each balance sheet date or whenever events or changes in circumstances indicate thattheir carrying amount may not be recoverable. Where the carrying value of an asset exceeds its recoverable amount(the higher of value in use and fair value less costs to sell),the assetis impaired. As more fully described in Note 5, Total Income,the Group has received payments to settle debtors in several non-traditional ways as well as receiving cash from tenants which don't exactly tie to invoiced amounts. Accordingly,the impairmenttestis carried out on the smallest group of assets to which it belongs for which there are separately identifiable cash flows, which is on a tenant basis defined as the cash-generating units ("CGUs"). The Group assesses impairment of individual lease related assets, such as lease incentives and straight-line rentreceivables, atthe tenantlevels. Impairment charges of £31,270,000 (2021: £Nil) were recognised during 2022 as tenants were experiencing financial stress from August 2022.

Finance Costs

Costs associated with new financings are capitalised and amortised to finance costs overthe fixed term of the loans using the effective interest method.

Changes to Accounting Standards and Interpretations

Atthe date of authorisation ofthe financial statements, there were a number of standards and interpretations which were in issue but not yet effective. The Directors have assessed the impact ofthese amendments and has determined thatthe application ofthese amendments and interpretations in current and future periods will not have a significantimpact on its financial statements.

Description	Effective Date
Amendments to IFRS 3 Business Combinations; IAS 16 Property, Plant and Equipment; IAS 37 Provisions, Contingent Liabilities and Contingent Assets	1 January 2022
Annual Improvements to IFRSs (2018- 2020 Cycle) – IFRS 1, IFRS 9, Illustrative examples accompanying IFRS 16, IAS 41	1 January 2022
Amendments to IAS 1: Disclosure of accounting policies and definition of estimates	1 January 2023
Amendments to IAS 1 on the classification of liabilities as non-current, IFRS 16 on considering profitin sale leaseback transactions and IAS 7 on supplier finance	1 January 2024
Amendments to IFRS 17 Insurance Contracts and IAS 12 Income Taxes	1 January 2024
Amendmentto IAS 21	1 January 2025
Amendmentto IFRS 7	1 January 2026
Amendmentto IFRS 18 presentation of information in the primary financial statements	1 January 2027

As discussed more fully in Note 4, Correction of Prior Period Errors, in preparing the Consolidated Financial Statements for 2022,the Board has adjusted the Group's accounting treatmentin several areas. The Group has consistently applied the revised accounting treatmentin these areas in the current year and restated the 2021 comparatives accordingly. In addition,there are several new standards and interpretations which were effective forthe firsttime for periods beginning on or after 1 September 2021. The new standards impacting the Group are:

• Interest Rate Benchmark Reform – LIBOR 'phase 2' (Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4, and IFRS 16). The amendments provide reliefto the Group in respect of certain loans whose contractual terms are affected by interest benchmark reform (effective from 1 January 2021). Applying the practical expedientintroduced by the amendments, when the benchmarks are replaced the adjustments to the contractual cash flows will be reflected as an adjustmentto the effective interestrate. Therefore, the replacement ofthe loans' benchmark interest rate will notresultin an immediate gain orloss recorded in profit orloss.

2. Accounting policies — continued

• Amendments to IFRS 16 Leases: Covid-19-Related Rent concessions beyond 30 June 2021. The amendment extends the practical expedientto reductions in lease payments that were originally due on or before 30 June 2022. The amendment is to be applied mandatorily by those entities to apply the previous amendment Covid-19-Related Rent Concessions. The Group has not granted rent related concessions in relation to Covid-19.

These standards have been assessed to have no significantimpactto the Group as they are either notrelevantto the Group's activities orrequire accounting which is consistent with the Group's accounting policies.

3. Significant Accounting Judgements and Estimates

The preparation of financial statements in conformity with IFRS requires the Directors to make judgements, estimates and assumptions that affect the reported amounts recognised in the financial statements. Revisions to accounting estimates are recognised in the period in which the estimates are revised. The comparative amounts forthe period ended 31 August 2021 have been restated because those accounts contained errors as more fully described in Note 4.

Because AHRA is no longerinvolved with the Group, the Directors have had to reconsiderjudgements based on factors which were present at each balance sheet date and, as far as possible,remove hindsightfrom its decisions.

In the course of preparing the Consolidated Financial Statements,the Directors have had to make assumptions and judgements especially in the areas ofrentalrevenue recognition, valuation of investment property, and purchase price allocation related to the acquisition of investment property. The judgements, estimates and associated assumptions that have had a material impactin the presentation of assets and liabilities in these accounts are outlined below:

Acquisition of Investment Property

As discussed above under Accounting Policies,the Directors have reconsidered the purchase price allocation for every acquisition since inception and corrected previous errors. Because documentation was not always maintained or otherwise made available by AHRA,the Directors made a number of assumptions and estimates in orderto make certain allocations which can be summarised as follows:

Seller's Works

Purchased or prospective property acquisitions were presented to the Board as being high quality properties suitable for homeless accommodation in line with the Investment Policy atthattime. After detailed reviews ofthe SPAs by AEW,the Board now understands that most ofthe properties acquired were subjectto an obligation forthe vendorto complete Seller's Works,to ensure thatthe property was fitfor purpose (which was undefined) within a specified period as defined in the SPAs. The vendor was typically given between 6 and 12 months to complete the works,the SWLD. The Group paid the full purchase price except as discussed below under Retentions on completion. Under most ofthe SPA contracts the Group had limited recourse against the vendorifthe vendor did not complete the Seller's Works. Accordingly,the portion ofthe price paid atthe acquisition date related to the Seller's Works should have been presented as a prepayment untilthe works were complete and then reclassified into Investment Property. Ifthe Seller's Works were not completed by the Seller's Works Longstop Date,the prepayment should have been written off to the income statement. The Directors have corrected these errors in the previously published 2021 financial statements in the current year as detailed in Note 4.

AHRA was required to obtain a building condition report around the acquisition date. However, our use ofthese reports forthe preparation ofthese accounts was limited because ofthe following:

• 1. The reports were prepared by the Seller's advisers and the Group did not obtain a reliance letter which would allow the Directors to rely on the work performed or conclusions reached,
• 1. The scope ofthe report and/orthe expected standard of property was not clear or was undefined, or
• 1. The report did not always contain a detailed cost estimate of works required.

The Directors therefore used these reports as follows:

• 1. Where these reports provide an estimate ofthe improvement works required to bring the property into an acceptable condition (even ifthe Group does not have reliance),the Directors have used the budget associated with the works proposed for the first five years of ownership as our estimate of Seller's Works. The Directors used the first five years because those works presented after five years were generally not of a nature which would impactthe current use ofthe property.
• 1. For properties where building inspections contained information aboutthe condition ofthe property, but no cost estimate of works required to bring the property into an acceptable condition (even if

3. Significant Accounting Judgements and Estimates — continued

the Group do not have reliance),the Directors have estimated the value ofthose Seller's Works. Our estimate required an understanding of:

• 1. the type of property acquired (from single-family homes, Houses in Multiple Occupation ("HMO") or residential investments);
• 1. the condition ofthe property from building surveys completed atthe time ofthe acquisition (from conversion, boarded up, very poor, poor, fair, good and very good). The Directors classified any property deemed in very poor condition, orrequiring conversion or boarded-up as unhabitable; and
• 1. The number of bedrooms in the property.

Using this information,the Directors estimated the value ofthe Seller's Works using the following formula:

• 1. Ifthe building condition was very good or good,then the Seller's Works value was £0. For single-family homes,the Directors computed an 'expected spend' as the greater of £25,000 or 10% ofthe property's Market Value - with a special assumption of Vacant Possession ("MV-VP"), which was increased by a factor of 50% ifthe property is located in the South ("South" has been defined generally as the area south ofthe M4). If the property condition was assessed as fair,then the Directors used 50% ofthe expected spend; if assessed as poor,then the Directors used 100% of expected spend and if very poorthen the Directors used 125% of the expected spend.
• 1. For HMOs and residential investments,the Directors used the following costings to estimate the Seller's Works:

Type	Condition		North	South
HMO	Fair	Each bedroom	£5,000	£5,000
HMO	Poor	Each bedroom	£7,500	£7,500
Residential Investment	Fair	1st bedroom	£5,000	£7,500
Residential Investment	Fair	Additional bedroom	£2,500	£2,500
Residential Investment	Poor	1st bedroom	£7,500	£10,000
Residential Investment	Poor	Additional bedroom	£5,000	£5,000

If a building survey report could not be found or when an internal inspection was not able to be completed,then the Directors could not make a determination as to whether Seller's Works were required and accordingly recorded the acquisition at cost and revalued the property to market value atthe next balance sheet date through unrealised gain orloss (2022 – 542 properties and 2021 – 424 properties).

Lease Inducement Payments

The Group did not provide lease inducement consideration to tenants directly. However, AHRA expected the vendors to provide, and they generally did provide,the tenant with cash in the amount ofthe first year's rent, which was funded through original acquisition payment made by the Group to the vendor as part ofthe acquisition price. Based on the following factors,the Directors concluded thatthe substance ofthe transactions is such thatthe lease and the SPA should be accounted for as a single contract as setforth in IFRS 16, paragraph B2:

• Every property was acquired with a tenant already identified and ready to sign a standard Home REIT lease agreement(no property was acquired subjectto a pre-existing lease),
• AHRA had publicly stated thatthey expected each property vendorto provide cash representing atleast one year of worth ofrentin advance to the tenant atthe acquisition date,
• The vendor and tenant had significantinteractions, and in some cases previous or existing connections, both before and subsequentto the acquisition, and
• The SPA and lease contracts were signed on the same day

3. Significant Accounting Judgements and Estimates — continued

Ifthe contracts were to be considered a single contract, the paymentto the vendor which funded the tenant would be considered an inducementto enterinto the lease for a habitable property or a debtor(lease inducementreceivable for unhabitable properties).

Retentions

In certain circumstances, a retention for a portion of the Seller's Works was deducted from the cash paid to the vendor as protection againstthe vendor not completing the Seller's Works. The Group had not previously accounted forthese amounts (see impact ofthis in Note 4 'Correction of Prior Period Errors'). The Directors have corrected the previous accounting by establishing the retention as a restricted cash asset with an equal and offsetting other payable which is reclassified into Investment Property when approved by the lessee orreversed upon receipt of cash ifthe necessary condition forrelease was not achieved priorto the Seller's Works Longstop Date. The release ofthe retention did not always follow the receipt of a certificate of practical completion. The Directors therefore have recorded the release ofretentions on a cash basis which does not always fully align with the accounting for Seller's Works as above.

Valuation of Investment Property

As described more fully in Note 9, Investment Property, a number of significantjudgments were made by the independent valuerin determining fair value of investment properties, including:

• the credit quality ofthe tenant and the condition of the property were considered in determining the best valuation technique to value each property,
• the Group undertook an exercise to inspect each property to determine its current condition which occurred from August 2023 to May 2024. The condition ofthe property as determined atthe inspection date is assumed to be the condition ofthe property for valuation purposes at 31 August 2022,
• For properties valuedon investment basis,rentswere capped at five years andoverall valuewas capped at 150%of vacant possession value (exceptfor certain subtenantswhere the full subleasewas considered).

Rental Revenue Recognition

If a property was deemed habitable at acquisition, then rents are recognised on a straight-line basis over the life ofthe lease. Forthose properties thatthe Group purchased that were in very poor condition or boarded up, orrequired conversion,the Directors have now concluded, based upon review by AEW of the original surveyorreports as crosschecked against recentinspection reports,thatthese properties were unhabitable and therefore did not meetthe criteria underIFRS 16 Leases forthe lease to reach its Commencement Date. Accordingly,the Directors' concluded thatrevenue recognition would only begin when the associated properties were put, at a minimum, into a habitable condition. The Directors have corrected the lease revenue and instead recorded any cash received from a tenant(or a party on its behalf) associated with this lease to reduce the debtor set up as discussed above under Lease Inducement Payments. If a property was considered habitable atthe acquisition date,then the Commencement date was the same as the lease inception date.

During the period from September 2021 to October 2022, withoutthe knowledge or authority ofthe Directors, debtors were settled in several nontraditional ways, including:

• As noted above, at acquisition vendors usually had an obligation to improve a property to a good lettable standard and in some cases, vendors paid tenants to transferthe obligation to the tenants. The settlement agreements to transition capex obligations on properties from vendors to tenants resulted in cash of £1,748,000 being transferred to the Group to be used to settle debtors instead of being paid directly to the tenants. Cash in excess of outstanding debtors atthe time was received in the amount of £282,000 and the excess funds were reimbursed to the associated two tenants;
• Vendors made payments on behalf of 14 tenants in the amount of £7,166,000;
• One tenant settled amounts on behalf oftwo other tenants in the amount of £1,614,000; and
• The Group withheld £2,142,000 from the acquisition of properties with an agreed price of £17,040,000, such thatfunds transferred at acquisition were £14,898,000. The funds withheld were offset against debtors from three tenants.

These transactions were used to settle specific debtors from specific tenants as directed by AHRA. The Directors considered whetherthe more appropriate accounting would be to reduce the carrying value of the property forthe cash payment or as a creditor. The debtor balances would then be written off as uncollectible underIFRS 9. However,there was correspondence between AHRA and vendors which provided evidence ofthe intent ofthe cash transfers. Further,there were no signed notes or other agreements executed which would signify any lending arrangements. Accordingly,the Directors concluded that applying the cash received against outstanding debtors was in-line with the intent ofthe transaction.

3. Significant Accounting Judgements and Estimates — continued

Any outstanding debtors at 31 August 2022 after making the above cash applications were provided forin full.

The Group assesses impairment of individual lease related assets, such as lease incentives and straightline rentreceivables, atthe tenantlevels. Impairment charges of £31,270,000 (2021: £Nil) were recognised during 2022 as tenants were experiencing financial stress from August 2022.

4. Correction of Prior Period Errors

As described more fully in Note 3 Significant Accounting Judgements and Estimates,the Directors have reconsidered the purchase price allocation for every acquisition since inception which resulted in the following corrections of information presented in the 2021 Annual Report and Accounts. IFRS requires an additional comparative Statement of Financial Position be presented atthe beginning ofthe year being restated in orderto demonstrate the impactto the opening position. However, since the Company commenced operations on 12 October 2020,there is nothing to present.

Property Condition – Unhabitable Properties and Seller's Works

Many ofthe properties the Group has purchased were in poor condition and the vendor had agreed to improve to an acceptable standard within a specified period as defined in the SPA, including 172 which were unhabitable (2022 – 120 and 2021 – 52). With some exceptions where the Group kept a retention, atthe acquisition date,the Company paid the full purchase price with the expectation thatthe vendor would complete the required works from the funds paid at acquisition. Even where the Group kept a retention, it had inadequate security and limited recourse against the vendorifthe vendor did not complete the Seller's Works, and accordingly, most ofthe vendors did not complete the works priorto the agreed SWLD. Amounts paid in respect of Seller's Works were previously included in the cost of properties acquired. The correction to the previous accounting policy has resulted in the reallocation ofthe estimated value ofthe Seller's Works from property costto prepaid Seller's Works, ifthe property was considered habitable. Where works were subsequently completed on a property,the related prepaid Seller's Works balance was reclassified into Investment Property. Where works had not been initiated before the SWLD, the related prepaid Seller's Works balance was written off to the income statement. Ifthe property was boarded up or otherwise deemed unhabitable, at the time of acquisition,the Directors could not make a reasonable retrospective estimate ofthe works

required and instead recorded the property at cost and revalued the property in line with the external valuation atthe following balance sheet date.

Retentions

As noted above, in certain circumstances, a retention was deducted from the cash paid to the vendor as protection againstthe vendor not completing the Seller's Works. The Group had not previously accounted forthese amounts. The amounts were generally held by the buyer's solicitorto be released upon receipt of approval as dictated underthe SPA, although in some cases AHRA, withoutthe knowledge or authority ofthe Directors,released the retentions withoutreceiving a certificate of practical completion as required under most SPAs. Ifthe works were not completed,the balance was released back to the Group and the creditorreversed accordingly. The Directors have corrected the previous accounting by establishing the retention as a restricted cash balance with an offsetting short-term creditor.

Lease Inducement Payments

As discussed above,the Group did not provide lease inducement consideration to tenants directly. However, the Investment Adviser expected the vendors to provide, and they generally did provide,the tenant with cash in the amount ofthe first year's rent, which was funded through the original acquisition payment made by the Group to the vendor as part ofthe acquisition price. The Directors therefore concluded thatthe substance ofthe transactions was such thatthe lease and the SPA should have been accounted for as a single contract as setforth in IFRS 16, paragraph B2.

Accordingly,the Directors allocated an amount equal to twelve months ofrent payable to establish either a lease inducement asset or a debtor(for habitable and unhabitable properties respectively)representing the first year ofrentin the revised purchase price allocation.

Escrow Account

On 18 June 2021,theCompany entered into an escrow agreement with NobleTree Foundation Limited, a tenant, and IntertrustTrustee 3 (Jersey) Limited whereby an affiliate of KarlaAssetManagement Limited provided £750,000 to an escrow accountin the name of theCompany with such funds to be used as approved by twoAHRAfund managers, acting withoutthe authority ofthe Directors.The fund could be accessed by the two tenants, NobleTree Foundation Limited and Big Help Project, and as approved by the two fundManagers. As at 31August 2021, £375,000 had been distributed with the rest distributed in the 2022 financial year.The financial statements for 2021 did notreflectthese transactions and have been restated to accountforthe revenue and expenses associated with this arrangement.

4. Correction of Prior Period Errors — continued

Financing Costs

Financing costs were incorrectly presented netin the 2021Consolidated Statement ofCash Flows and have been splitinto their components in orderto be fully consistent with the 2022 presentation.

Impact on Statement of Comprehensive Income:

	31 August 2021, as Previously Reported £'000	Unhabitable Properties Adjustment £'000	Prepaid Seller's Works Adjustment £'000	Lease Inducement Adjustment £'000	Retentions Adjustment £'000	Escrow Account Adjustment £'000	31 August 2021, as Restated £'000
Income
Amounts invoiced in accordance with
lease agreements Rent notrecognised because properties were unhabitable	10,677 –	– (1,063)	– –	– –	– –	– –	10,677 (1,063)
Rent straightlining and lease inducement amortisation	1,078	–	–	(481)	–	–	597
Rental income	11,755	(1,063)	–	(481)	–	–	10,211
Otherincome	–	–	–	–	–	750	750
Total income	11,755	(1,063)	–	(481)	–	750	10,961
Expenses
General and administrative expenses	(3,255)	–	–	–	–	–	(3,255)
Other expenses	–	–	–	–	–	(375)	(375)
Total expenses	(3,255)	–	–	–	–	(375)	(3,630)
Change in fair value of investment property	14,012	–	–	–	–	–	14,012
Write-off of Seller's Works notinitiated or completed	–	–	(3,660)	–	–	–	(3,660)
Operating profit for period	22,512	(1,063)	(3,660)	(481)	–	375	17,683
Finance costs	(1,580)	–	–	–	–	–	(1,580)
Profit before taxation	20,932	(1,063)	(3,660)	(481)	–	375	16,103
Taxation	–	–	–	–	–	–	–
Total comprehensive income for the period attributable to shareholders	20,932	(1,063)	(3,660)	(481)	–	375	16,103
Earnings per share – basic and diluted (pence per share)	10.15	(0.52)	(1.77)	(0.23)	–	0.18	7.81

4. Correction of Prior Period Errors — continued

Impact on Statement of Financial Position:

	31 August 2021,	Unhabitable	Prepaid	Lease		Escrow	Tenant
	as Previously	Properties	Seller's Works	Inducement	Retentions	Account	Receivables	31 August 2021,
	Reported £'000	Adjustment £'000	Adjustment £'000	Adjustment £'000	Adjustment £'000	Adjustment £'000	Adjustment £'000	as Restated £'000
Non-current assets
Investment property:
Property
acquisitions in period	312,770	(16,693)	–	–	–	–	–	296,077
Lease inducement on
unhabitable properties recognised as receivable	–	(1,604)	–	–	–	–	–	(1,604)
Rent straightlining and lease inducement	1,078	16,693	–	(481)	–	–	–	17,290
Prepaid Seller's Works
recognised as receivable	–	–	(4,843)	–	–	–	–	(4,843)
Increase in fair value of
investment property	14,012	–	–	–	–	–	–	14,012
Investment property	327,860	(1,604)	(4,843)	(481)	–	–	–	320,932
Total non
current assets	327,860	(1,604)	(4,843)	(481)	–	–	–	320,932
Current assets Trade and other receivables:
Tenantreceivables	1,191	–	–	–	–	–	–	1,191
Cash received for
unhabitable properties	–	–	–	–	–	–	942	942
Totaltenantreceivables
in accordance with
lease agreements	1,191	–	–	–	–	–	942	2,133
Rent notrecognised
because properties
were unhabitable	–	–	–	–	–	–	(1,063)	(1,063)
Tenantreceivables, net	1,191	–	–	–	–	–	(121)	1,070
Prepaid expenses	215	–	–	–	–	–	–	215
Tenant receivables and other financial assets	1,406	–	–	–	–	–	(121)	1,285
Prepaid Seller's Works recognised as receivable	–	–	4,843	–	–	–	–	4,843
Write-off of Seller's
Works notinitiated
or completed	–	–	(3,660)	–	–	–	–	(3,660)
Prepaid Seller's Works	–	–	1,183	–	–	–	–	1,183
Lease inducement on unhabitable properties
recognised as receivable	–	1,604	–	–	–	–	–	1,604
Cash received for
unhabitable properties	–	(942)	–	–	–	–	–	(942)
Lease inducement receivable for
unhabitable properties	–	662	–	–	–	–	–	662
Trade and other receivables	1,406	662	1,183	–	–	–	(121)	3,130

4. Correction of Prior Period Errors — continued

Impact on Statement of Financial Position — continued:

	31 August 2021, as Previously Reported £'000	Unhabitable Properties Adjustment £'000	Prepaid Seller's Works Adjustment £'000	Lease Inducement Adjustment £'000	Retentions Adjustment £'000	Escrow Account Adjustment £'000	Tenant Receivables Adjustment £'000	31 August 2021, as Restated £'000
Restricted cash	35,872	–	–	–	3,661	375	–	39,908
Cash and
cash equivalents	6,218	–	–	–	–	–	–	6,218
Total current assets	43,496	662	1,183	–	3,661	375	(121)	49,256
Total assets	371,356	(942)	(3,660)	(481)	3,661	375	(121)	370,188
Non-current liabilities
Bank borrowings	117,528	–	–	–	–	–	–	117,528
Total non current liabilities	117,528	–	–	–	–	–	–	117,528
Current liabilities Trade and other payables	1,130	–	–	–	3,661	–	–	4,791
Total current liabilities	1,130	–	–	–	3,661	–	–	4,791
Total liabilities	118,658	–	–	–	3,661	–	–	122,319
Net assets	252,698	(942)	(3,660)	(481)	–	375	(121)	247,869
Capital and reserves: Share capital Special distribution	2,406	–	–	–	–	–	–	2,406
reserve	229,360	–	–	–	–	–	–	229,360
Retained earnings	20,932	(942)	(3,660)	(481)	–	375	(121)	16,103
Capital and reserves attributable to equity holders of the Company	252,698	(942)	(3,660)	(481)	–	375	(121)	247,869

4. Correction of Prior Period Errors — continued

Impact on Consolidated Statement of Cash Flows

	31 August
	2021, as	Unhabitable	Seller's	Lease		Escrow	Finance	Rent Straight	31 August
	Previously	Properties	Works	Inducement	Retentions	Account	Costs	Lining	2021, as
	Reported £'000	Adjustment £'000	Adjustment £'000	Amortisation £'000	Adjustment £'000	Adjustment £'000	Adjustment £'000	Adjustment £'000	Restated £'000
Cash flows
from operating
activities
(Loss)/income for
the year/period	20,932	(1,063)	(3,660)	(481)	–	375	–	–	16,103
Change in fair value
of investment
property	(14,012)	–	–	–	–	–	–	–	(14,012)
Finance costs	–	–	–	–	–	–	1,580	–	1,580
Effect of straight
lining, lease
inducements
and impairments	–	–	–	481	–	–	–	(1,078)	(597)
Otherincome –
escrow account	–	–	–	–	–	(750)	–	–	(750)
Other expenses –
escrow account	–	–	–	–	–	375	–	–	375
Operating result
before working
capital changes	6,920	(1,063)	(3,660)	–	–	–	1,580	(1,078)	2,699
Increase in
trade and other
receivables	(1,406)	1,063	3,660	–	(3,661)	–	–	–	(344)
Increase in
trade and other payables	1,130	–	–	–	3,661	–	(87)	–	4,704
Net cash flows
from operating activities	6,644	–	–	–	–	–	1,493	(1,078)	7,059
Cash flows from
investing activities
Purchase of
investment
properties	(313,848)	–	–	–	–	–	–	1,078	(312,770)
Net cash used
in investing
activities	(313,848)	–	–	–	–	–	–	1,078	(312,770)

4. Correction of Prior Period Errors — continued

	31 August 2021, as Previously Reported £'000	Unhabitable Properties Adjustment £'000	Seller's Works Adjustment £'000	Lease Inducement Amortisation £'000	Retentions Adjustment £'000	Escrow Account Adjustment £'000	Finance Costs Adjustment £'000	Rent Straight Lining Adjustment £'000	31 August 2021, as Restated £'000
Cash flows from
financing activities
Proceeds from issue
of share capital and
share premium	240,570	–	–	–	–	–	–	–	240,570
Share issue costs	(4,811)	–	–	–	–	–	–	–	(4,811)
Dividend distribution	(3,993)	–	–	–	–	–	–	–	(3,993)
Interest paid	–	–	–	–	–	–	(1,268)	–	(1,268)
Loan arrangement
fee paid	(2,472)	–	–	–	–	–	(35)	–	(2,507)
Non-utilisation fee	–	–	–	–	–	–	(190)	–	(190)
Cash released from restricted
cash account	84,128	–	–	–	–	–	–	–	84,128
Net cash generated from financing activities	313,422	–	–	–	–	–	(1,493)	–	311,929
Net increase in cash
and cash equivalents	6,218	–	–	–	–	–	–	–	6,218
Cash and cash equivalents
at beginning
ofthe period	–	–	–	–	–	–	–	–	–
Cash and cash
equivalents at end
of the period	6,218	–	–	–	–	–	–	–	6,218

5. Income

	Forthe year ended 31 August 2022 £'000	19 August 2020 to 31 August 2021, as restated £'000
Amounts invoiced
in accordance with lease agreements	38,336	10,677
Effect of straight-lining rent	3,753	1,078
Rent notrecognised because properties were unhabitable	(2,099)	(1,063)
Lease inducement amortisation	(1,741)	(481)
Rental income	38,249	10,211
Otherincome	–	750
Impairment of lease inducement	(28,348)	–
Impairment ofrent straight-lining	(2,922)	–
Total income	6,979	10,961

Rental income includes amounts receivable in respect oftenantleases forthose properties deemed habitable (see Note 3) and is measured atthe fair value ofthe consideration received orreceivable. All properties subjectto leases are based in the UK.

As discussed in Note 3, in certain cases,the Group acquired properties which were not considered habitable atthe acquisition date but which were subjectto an operating lease. If a property is deemed unhabitable,the Group does notrecognise any associated rentalrevenue untilrequired improvements are complete. Any cash received from the tenant while the property is judged to be unhabitable is applied as a reduction in the debtor established at acquisition (in lieu of a lease incentive) orthe property carrying value, as appropriate and as described in Note 3, Acquisition of Investment Property. During the year and period ended 31 August 2022 and 2021,the Group purchased 120 and 52 properties,respectively, which have retrospectively been deemed unhabitable at acquisition. Payments received of £2,169,000 and £942,000 in 2022 and 2021 respectively associated with the in-place leases for unhabitable properties have been applied againstthe debtor established at acquisition in the year/period ended 31 August 2022 and 2021. During the year/period ended 31 August 2022 and 2021, no properties were improved to a state which the Group considered habitable.

During the period from September 2021 to October 2022, withoutthe knowledge and authority ofthe Directors, debtors were settled in several nontraditional ways, including:

• As noted above, at acquisition vendors usually had an obligation to improve a property to a good lettable standard and in some cases, vendors paid tenants to transferthe obligation to the tenants. The settlement agreements to transition capex obligations on properties from vendors to tenants resulted in cash of £1,748,000 being transferred to the Group to be used to settle debtors instead of being paid directly to the tenants. Cash in excess of outstanding debtors atthe time was received in the amount of £282,000 and the excess funds were reimbursed to the associated two tenants;
• Vendors made payments on behalf of 14 tenants in the amount of £7,166,000;
• One tenant settled amounts on behalf oftwo other tenants in the amount of £1,614,000; and
• The Group withheld £2,142,000 from the acquisition of properties with an agreed price of £17,040,000, such thatfunds transferred at acquisition were £14,898,000. The funds withheld were offset against debtors from three tenants.

These transactions were used to settle specific debtors from specific tenants as directed by AHRA. The Directors considered whetherthe more appropriate accounting would be to reduce the carrying value of the property forthe cash payment or as a creditor. The debtor balances would then be written off as uncollectible underIFRS 9. However,there was correspondence between AHRA and vendors which provided evidence ofthe intent ofthe cash transfers. Further,there were no signed notes or other agreements executed which would signify any lending arrangements. Accordingly,the Directors concluded that applying the cash received against outstanding debtors was in-line with the intent ofthe transaction.

Any outstanding debtors at 31 August 2022 after making the above cash applications were provided forin full.

The Group assesses impairment of individual lease related assets, such as lease incentives and straightline rentreceivables, atthe tenantlevels. Impairment charges of £31,270,000 (2021: £nil) were recognised during 2022 as tenants were experiencing financial stress from August 2022.

On 18 June 2021,the Company entered into an escrow agreement with Noble Tree Foundation Limited, a tenant, and Intertrust Trustee 3 (Jersey) Limited whereby an affiliate of Karla Asset Management Limited provided £750,000 to an escrow accountin the name ofthe Company with such funds to be used as approved by two AHRA fund managers, acting without the authority ofthe Directors. The fund could be accessed by the two tenants, Noble Tree Foundation Limited and Big Help Project, as approved by the

5. Income — continued

two fund managers. As at 31 August 2021, £375,000 had been distributed with the rest distributed in the financial year 2022.

The future minimum rents receivable under noncancellable operating leases are (excluding rents associated with unhabitable properties) are:

Total	1,060,615	362,230
> 5 years	806,460	276,378
Year 5	51,848	17,514
Year 4	51,334	17,340
Year 3	50,826	17,169
Year 2	50,323	16,999
Year 1	49,824	16,830
Future minimum rents receivable in the period:	As at 31 August 2022 £'000	As at 31 August 2021, as restated £'000

AEW has assessed the condition of each property and the credit strength of each tenant and classified the annualrentreceivable under non-cancellable operating leases in place at 31 August 2022 as detailed below:

Rent roll at 31 August 2022	53,915
Non-performing tenants in unhabitable properties	2,770
Non-performing tenants in habitable properties	31,789
Performing tenants in unhabitable properties	1,814
Performing tenants in habitable properties	17,542
	As at 31 August 2022 £'000

6. General and administrative expenses

	Forthe year ended 31 August 2022 £'000	19 August 2020 to 31 August 2021, as restated £'000
Investment advisory fees	5,322	1,828
Fees paid to the Group's Independent Auditor	2,280	268
Board and Directors' fee	176	150
Other administrative expenses	2,085	1,009
Total	9,863	3,255

Fees paid to the Group's Independent Auditor, BDO LLP, include the following (all fees are inclusive of VAT):

	Forthe year ended 31 August 2022 £'000	19 August 2020 to 31 August 2021, as restated £'000
Fees payable to the company's auditorforthe audit ofthe company's annual accounts*	2,164	182
Fees payable to the company's auditor:
Audit ofthe accounts of subsidiaries	72	12
Audit-related assurance services:
• Audit ofthe Group's initial accounts	–	43
• Interim review	44	31
Included in general and adminstrative expenses	2,280	268
Reporting accountant services,recognised directly in equity as share issue costs	–	92
Audit services to support equity raising activities which were classified as a prepaid in FY21 and reclassified directly into equity in FY22	–	129

*The FY22 auditfee is £1,906,000 in excess ofthe original auditfee agreed as a result of additional audit procedures.

7. Finance costs

	Forthe year ended 31 August 2022 £'000	19 August 2020 to 31 August 2021 £'000
Loan interest	4,481	1,274
Non-utilisation fees	141	190
Amortisation of loan arrangementfees	318	116
Total finance costs	4,940	1,580

8. Taxation

The Group is a real estate investmenttrust("REIT") and as a resultthe profit and gains arising from the Group's property rental business are exemptfrom UK corporation tax provided it meets certain conditions as set outin the UK REIT regulations. Profits arising from any residual activities (e.g.trading activities and interestincome), afterthe utilisation of any available residualtax losses, are subjectto corporation tax atthe main rate of 19% forthe year.

	Forthe year ended 31 August 2022 £'000	19 August 2020 to 31 August 2021 £'000
Currenttax	–	–
Origination and reversal of temporary differences	–	–
Total deferred tax	–	–
Tax charge	–	–

The Company made distributions forthe 2021 and 2022 financial years as documented in its PID tracker as submitted to HM Revenue & Customs ("HMRC") based on estimates of its Property Income, which is required to maintain REIT status. As discussed in Note 4, Correction of Prior Period Errors, comprehensive income for 2021 has been revised lower and the result for 2022 is a comprehensive loss. The Company has agreed with HMRC thatit willrevise it's PID tracker, butit will notrecall past PIDs and reissue ordinary dividends. Because PIDs are assessed annually,this overpayment of PID forthe financial years 2021 and 2022 is not expected to impactfuture periods.

Reconciliation ofthe totaltax charge

The reconciliation of profit before tax multiplied by the standard rate of corporation tax forthe year of 19% to the totaltax charge in the statement of comprehensive income is as follows:

	Forthe year ended 31 August 2022 £'000	19 August 2020 to 31 August 2021, as restated £'000
(Loss)/profit before tax	(474,844)	16,103
Tax atthe standard rate of UK corporation tax of 19%	90,220	(3,060)
Effect of:
REIT exempt income and gains	–	398
Revaluation of investment properties	(86,046)	2,662
Losses nottaxed for which no benefit can be recognised	(4,174)	–
Tax charge	–	–

UK REITexemptincome includes property rental income thatis exemptfrom UKCorporationTax in accordance with Part 12 oftheCorporationTaxAct 2010.

9. Investment property

year/period1	414,270	320,932
Fair value at the end of the
(Decrease)/Increase in fair value of investment property	(452,873)	14,012
Impairment ofrent straight lining and lease inducement	(31,270)	–
Rent straightlining and lease inducement	34,014	17,290
Prepaid Seller's Works recognised as receivable	(19,034)	(4,843)
Reclassification of first year inducement where building is considered as unhabitable	(2,918)	(1,604)
Reclassification of first year inducement where building is considered as habitable	(32,001)	(16,693)
Property acquisitions in the year/period	597,420	312,770
Freehold investment property atthe beginning year/period	320,932	–
	As at 31 August 2022 £'000	As at 31 August 2021, as restated £'000

1. Included within the carrying value of investment property is £20,034,000 (2021 £17,290,000) in respect of lease inducements and rent-free periods which are allocated on a linear basis overthe lease term.

The Group recognises investment properties atfair value at each balance sheet date in accordance with IFRS 13 which recognises a variety of fair value inputs depending upon the nature ofthe investment. The valuations have been prepared in accordance with the RICS Valuation – Global Standards July 2017 (the "Red Book") and incorporate the recommendations ofthe International Valuation Standards and the RICS Valuation – Professional Standards UK January 2014 (Revised April 2015) which are consistent with the principles set outin IFRS 13. Specifically, IFRS 13 defines the fair value hierarchy as follows:

Level 1: Quoted (unadjusted) market prices in active markets foridentical assets orliabilities.

Level 2: Valuation techniques for which the lowestlevel inputthatis significantto the fair value measurementis directly orindirectly observable.

9. Investment property — continued

Level 3: Valuation techniques for which the lowestlevel inputthatis significantto the fair value measurementis unobservable.

Property valuations are inherently subjective and are made by the valuer based on assumptions which may not be accurate. Accordingly,the valuation of investment property is classified as Level 3.

The investment properties have been valued as at 31 August 2022 by Jones Lang LaSalle Limited ("JLL"), an accredited independent external valuer with relevant and recent experience of valuing residential properties ofthe type in which the Group invests. Fair value is the estimated amountfor which a property would exchange on the date ofthe valuation in an arm's-length transaction and has been estimated using a combination ofthe investment approach and MV-VP. The investment approach involves applying a yield to the future income stream net of estimated voids and rent-free periods and then a reversion to MV-VP, which future cash flows are discounted back to the balance sheet date. The yield and estimated rental values are observed based on the valuers' judgment of comparable property and leasing transactions in the market. The primary factors which have been considered in assessing which valuation technique to use is the covenant strength ofthe tenantincluding their payment history and the property's condition. The other significantfactors which are considered under both techniques include the property's type, its location and market conditions. The Group has been assessing the current condition (inspections occurred from August 2023 to May 2024) of each property through a formal inspection programme, whereby Vibrant Energy Solutions Ltd ("Vibrant") was engaged to perform an internal inspection of most properties and issue a condition report. If properties were inspected by another party for another purpose during that period,those properties have been excluded from the Vibrantinspection process and instead the valuer has made use ofthe report ofthe alternative provider. The condition ofthe properties as assessed in the inspection programme has been assumed to be the condition ofthe properties atthe balance sheet dates.

To arrive at opinions of fair value, JLL divided the assets into four categories and estimated rental value and yield for each:

• Individual properties (suitable for occupation by a single family)

• Houses of Multiple Occupation (properties with individual bedrooms but common kitchen and other facilities, "HMO's")
• Residential investments (properties with individual flats for occupation), and
• Development properties (properties which are considered derelict and require substantialredevelopment)

Because JLL were appointed in August 2023 to perform valuations as at 31 August 2023 and 2022, JLL computed the values as of 31 August 2023 and adjusted their opinion ofthose values as at 31 August 2022 using reference to house price and rental marketindices. To adjust MV-VP, JLL adopted the Nationwide Seasonally Adjusted House Price Index on a regional basis, with the quarters adjusted forthe August year ends. To adjust marketrent, JLL adopted the ONS Index of Private Rented Sector Housing Rental Prices, UK on a regional basis which is recorded monthly.

At 31August 2023, all properties within the portfolio were subjectto a lease, albeit as discussed in Note 3, not all ofthe leases were deemed to have commenced (forthe purposes ofrecognising revenue) as those properties were deemed to be unhabitable. The security ofthe unexpired term forthese leases differs across the portfolio depending on the covenant strength of the tenant. Fortenants with a weak covenant strength (JLL considered each tenant's credit profile as at 31August 2022 which resulted in more properties being valued on an investment basis compared to 31August 2023) or where a property was deemed unhabitable or not fitfor-purpose, JLL disregarded the leases and valued the properties on the basis of MV-VP. Where a property was deemed to be in a reasonable condition, capable of beneficial occupation, and letto a tenant who was likely to meetits rent demands in the short-term, JLL adopted the investment approach. Forthose tenants, JLL capped the unexpired lease term at five years, even where the actual unexpired lease term was for a longer period. This was due to a lack of confidence in those tenants being able to fulfil theirlease obligations beyond five years. Forthose properties which were subletto a tenant with a strong covenant, JLL ignored the primary in-place lease and instead capitalised the sublease passing rentforits remaining term (up to eight years). Where a property has a high passing rentin comparison to JLL's opinion of MV-VP, JLL capped the Fair Value at 150% of MV-VP.

9. Investment property — continued

The Group classifies all assets measured atfair value as below:

Fair value hierarchy

		Quoted prices	Significant	Significant
		in active markets	observable inputs	unobservable inputs
	Total	(level 1)	(level 2)	(level 3)
As at 31 August 2022	£'000	£'000	£'000	£'000
Assets measured at fair value:
Investment property	414,270	–	–	414,270
		Quoted prices in active	Significant observable	Significant unobservable
		markets	inputs	inputs
	Total	(level 1)	(level 2)	(level 3)
As at 31 August 2021	£'000	£'000	£'000	£'000
Assets measured at fair value:

The investment propertieswere valued at 31August 2021 byKnight Frank LLP, an accredited independent external valuerwith relevant and recent experienceof valuing residential propertiesofthe type inwhich theGroup invests.Knight Frank initiallywere alsoengaged tovalue the investment properties as at 31August 2022 but resignedon 5May 2023.

The 2021Knight Frank valuation valued each asseton the investment approach.Having retrospectively considered the substanceofthe transactions and considered the levelofworks required,theDirectors nowconsiderthat the substanceof some transactionswas thatof a forward funding arrangement.TheDirectors have deducted the estimateof prepaidSeller'sWorks fromthe fair value oftheKnight Frank valuation.Additionally, as discussed inNotes 3 and 4,theDirectors alsoconsiderthatthe substanceof entering intosimultaneous acquisition and leasing transactions resulted in the indirect payment oflease inducements and the accounting should be corrected accordingly.These amounts have alsobeen deducted fromthe valueoftheKnight Frank valuation, including adjustmentfor associated amortisation. TheDirectors have alsoconsideredwhetherthe 31August 2021Knight Frank valuation required additional adjustments and concluded that nofurther adjustments were required.

Investment property as per the Knight Frank valuation, as previously reported	327,860
Lease incentive amortisation	481
Prepaid Seller's Works	4,843
Lease incentive debtorfor unhabitable buildings	1,604
Amounts allocated to:
Investment property balance, as restated	320,932
	As at 31 August 2021, as restated £'000

9. Investment property — continued

The fair value of investment property at 31 August 2022 and 2021 was split between valuation techniques:

	As at 31 August 2022 £'000	As at 31 August 2021, £'000
Investment valuation approach	222,380	327,860
Market value – vacant possession approach	191,890	–
Fair value at the end of the year/period	414,270	327,860

Unobservable inputs used in the valuations (the 2022 figures exclude those properties valued using MV-VP):

Passing rent and yield range

Sector	Passing rent pa	Passing	Valuation	Valuation
	31 August 2022	rent pa range	31 August 2022	yield range
	£'000	£'000	£'000	%
Residential	23,409	3-324	222,380	2.6-32.6
Sector	Passing rent pa	Passing	Valuation	Valuation
	31 August 2021	rent pa range	31 August 2021	yield range
	£'000	£'000	£'000	%
Residential	18,275	3-365	327,860	5.25-5.78

The average passing rent per annum was £17,000 (2021: £26,000) and the average valuation yield was 11% forthe year ended 31 August 2022 (2021: 5.34%).

Sensitivities of measurement of significant unobservable inputs

As noted above,the Group's property portfolio valuation is open to judgements and is inherently subjective by nature. Because 876 of 2,239 properties (39.1% of properties) are valued using the MV-VP approach at 31 August 2022, and those valued underthe investment approach are capped at 150% of MV-VP, changes in passing rents and initial yields do notimpactthe fair value as much as general price movements in the property market. The table below shows the sensitivities of measurement ofthe Group's investment property to those inputs (2022 excludes those properties valued using MV-VP):

As at 31 August 2022	-5% in passing	+5% in passing	+100bps in net	-100bps in net
	rent	rent	initial yield	initial yield
	£'000	£'000	£'000	£'000
Investment property	(3,300)	3,600	(6,800)	6,900
As at 31 August 2021	-5% in passing	+5% in passing	+25bps in net	-25bps in net
	rent	rent	initial yield	initial yield
	£'000	£'000	£'000	£'000
Investment property	(16,393)	16,393	(14,073)	15,395

For 2022, a 5% increase/decrease in MV-VP (for all properties) would increase/decrease the overall value of investment property by approximately £16,500,000.

As described in the Lease Inducement Payments section of Note 3, lease incentives of £32,001,000 and £16,693,000 were allocated at each acquisition totalling 1,408 and 659 leases to acquired properties in the year/ period ended 31 August 2022 and 2021,respectively.

10. Financial instruments

Set out below is a comparison ofthe book value and fair value ofthe Group's financial instruments where a difference exists. The fair value of financial instruments notincluded in the comparison is equalto book value.

	As at 31 August 2022		As at 31 August 2021
Bank borrowings	Book value £'000	Fair value £'000	Book value £'000	Fair value £'000
Term loan	250,000	231,746	120,000	113,468
Unamortised loan arrangementfees	(4,953)	–	(2,472)	–
Bank borrowings	245,047	231,746	117,528	113,468

The following table sets outthe fair value ofthose financial liabilities measured at amortised cost where there is a difference between book value and fair value.

Borrowings	31 August 2022	231,746	–	–	231,746
Borrowings	Date of valuation	£'000	£'000	£'000	£'000
		Total	(level 1)	(level 2)	(level 3)
			markets	inputs	inputs
			in active	observable	unobservable
			Quoted prices	Significant	Significant

			Quoted prices in active markets	Significant observable inputs	Significant unobservable inputs
		Total	(level 1)	(level 2)	(level 3)
Borrowings	Date of valuation £'000	£'000	£'000	£'000
Borrowings	31 August 2021	113,468	–	113,468	–

The Group's borrowings comprise two fixed term loan facilities, one for £120 million and the otherfor £130 million. Both facilities are with Scottish Widows Limited. The £120 million facility has an all-in rate of 2.07% per annum for the duration ofthe loan term and was due forrepaymentin December 2032. The £130 million facility has an all-in rate of 2.53% forthe duration ofthe loan and was due forrepaymentin December 2036.

The Company and its subsidiaries are party to agreements with (amongst others) Scottish Widows including (in the case ofthe subsidiaries ofthe Company) facility agreements and (in the case ofthe Company) guarantees. Various breaches have occurred underthose agreements. Since an initial waiverletter dated 30 January 2023 for an initial waiver period waiving certain breaches, new waiverletters have been issued on the expiry of each previous waiver period. The current waiverletteris scheduled to expire on 31 October 2024. The current waiverletterrelates to various matters including financial covenants, an adverse change in the financial position ofthe Company and its subsidiaries, a failure to deliver audited accounts and otherinformation,the suspension ofthe shares ofthe Company on the London Stock Exchange and the tax status ofthe Company. Scottish Widows has indicated thatthey expectthe Group to undertake all efforts to repay both facilities by 31 December 2024. As a result of loan covenant breaches,the Group's borrowings have been reclassified as currentliabilities in the year ended 31 August 2022.

The Group utilises a weighted approach ofthe income method and parto value its bank borrowings. The income approach estimates the fair value of a debtinstrument by calculating the difference between contractual and market debt service payments discounted at an equity yield reflective ofthe risks inherentin the investment. The Group weighted the fair value ofthe debt at 50% ofthe income approach and 50% of par. The Group estimated the marketreplacementrate to be 4.78% for Home Holdings 1 and 4.97% for Home Holdings 2 as at 31 August 2022. If the estimated replacementrate were to increase or decrease by 1%,the resulting change in fair value would be a decease/increase in the mark-to-market of £10,939,000 and £12,757,000 respectively.

11. Trade and otherreceivables

	As at 31 August 2022 £'000	As at 31 August 2021, as restated £'000
Tenantreceivables
in accordance with lease agreements	9,916	2,133
Rent notrecognised because properties were unhabitable	(2,099)	(1,063)
Tenantreceivables, net	7,817	1,070
Otherreceivables	426	–
Prepaid expenses	40	215
Tenantreceivables and other financial assets	8,283	1,285
Provision for doubtful debts	(1,850)	–
Nettenantreceivables and other financial assets	6,433	1,285
Prepaid Seller's Works	8,295	1,183
Lease inducementreceivable for unhabitable properties	1,411	662
Trade and other receivables	16,139	3,130

Debtors

All currenttrade andotherreceivable amounts are duewithinone year.The carrying value oftrade and otherreceivables classified at amortised cost approximates fair value.

The Directors analysed the expected creditloss and concluded that collection of debtorsof £1,850,000 was doubtful and provided for such amounts at 31August 2022 (2021: nil).

During the period from September 2021 toOctober 2022,withoutthe knowledge or authorityoftheBoard, debtorswere settled in several non-traditionalways, including as follows:

• As noted above, at acquisition vendors usually had an obligation to improve a property to a good lettable standard and in some cases, vendors paid tenants to transferthe obligation to the tenants. The settlement agreements to transition capex obligations on properties from vendors to tenants resulted in cash of £1,748,000 being transferred to the Group to be used to settle debtors instead of being paid directly to the tenants. Cash in excess of outstanding debtors atthe time was received in the amount of £282,000 and the excess funds were reimbursed to the associated two tenants;

• Vendors made payments on behalf of 14 tenants in the amount of £7,166,000;
• One tenant settled amounts on behalf oftwo other tenants in the amount of £1,614,000; and
• The Group withheld £2,142,000 from the acquisition of properties with an agreed price of £17,040,000, such thatfunds transferred at acquisition were £14,898,000. The funds withheld were offset against debtors from three tenants.

These transactionswere used tosettle specific debtors from specific tenants as directed byAHRA.The Directors consideredwhetherthe more appropriate accounting would be to reduce the carrying valueofthe property for the cash paymentor as a creditor.The debtor balances would then bewritten offas uncollectible underIFRS9. However,therewas correspondence betweenAHRAand vendorswhich provided evidenceofthe intentofthe cash transfers. Further,therewere nosigned notesor other agreements executedwhichwould signify any lending arrangements.Accordingly,the Directors concluded that applying the cash received against outstanding debtors was in-linewith the intentofthe transaction.

Anyoutstanding debtors at 31August 2022 after making the above cash applicationswere provided forin full.

The following table sets outthe ageing profileoftrade andotherreceivables that are financial assets:

	As at 31 August 2022 £'000	As at 31 August 2021, as restated £'000
30 days orfewer	2,839	621
31 to 60 days	1,140	234
61 to 90 days	3,146	408
91 to 120 days	831	22
Over 120 days	327	–
	8,283	1,285

Prepaid Seller's Works

As discussed more fully in Note 3, a portion ofthe purchase price in the amount of £19,034,000 and £4,843,000 were allocated to Seller's Works in the year/ period ended 31 August 2022 and 2021,respectively. This is the estimated amount of capital expenditures to improve the property to a lettable standard. In the year/period ended 31 August 2022 and 2021 £11,922,000 and £3,660,000 was written off when the vendor did not complete the Seller's Works by the SWLD.

11. Trade and otherreceivables — continued

Prepaid Seller's Works at the end of the year/period	8,295	1,183
Write-off of Seller's Works notinitiated or completed	(11,922)	(3,660)
Prepaid Seller's Works recognised during the year/period	19,034	4,843
Prepaid Seller's Works at beginning ofthe year/period	1,183	–
	As at 31 August 2022 £'000	As at 31 August 2021, as restated £'000

Lease Inducementfor unhabitable properties

As discussed more fully in Note 3, a portion ofthe purchase price in the amount of £2,918,000 and £1,604,000 in the year/period ended 31 August 2022 and 2021,respectively were allocated to a receivable for unhabitable properties in lieu of a lease inducement because the associated properties were not considered habitable at acquisition. In the year/period ended 31 August 2022 and 2021 £2,169,000 and £942,000 of cash was received associated with the leases.

12. Cash reserves

Total cash reserves	176,357	46,126
Cash and cash equivalents	74,514	6,218
Restricted cash held by third parties	101,843	39,908
Cash held in escrow for property repairs	–	375
Retentions held by solicitors	10,468	3,661
Cash held by solicitors for property acquisitions	18,260	–
Cash held in Lockbox accounts	73,115	35,872
	As at 31 August 2022 £'000	As at 31 August 2021, as restated £'000

The Group only gains access to the restricted cash held in Lockbox accounts when approved security is provided to the Lender(£73,115,000; 2021: £35,872,000). Cash of £18,260,000 was held by the Group's solicitors which was to be used to complete investment property acquisitions subsequentto 31 August 2022 (31 August 2021: £nil).

Retentions of £12,089,000 and £5,330,000 were withheld from the acquisition of properties in the year/ period ended 31 August 2022 and 2021,respectively. AHRA authorised the release of £5,282,000 and

£1,669,000 retentions to vendors in the year/period ended 31 August 2022 and 2021,respectively.

	As at 31 August 2022 £'000	As at 31 August 2021, as restated £'000
At beginning of the year/period	3,661	–
New retentions on acquisitions in the year/period	12,089	5,330
Retentions released to vendors	(5,282)	(1,669)
Retentions at the end of the year/period	10,468	3,661

On 18 June 2021,the Company entered into an escrow agreement with Noble Tree Foundation Limited, a tenant, and Intertrust Trustee 3 (Jersey) Limited whereby an affiliate of Karla Asset Management Limited provided £750,000 to an escrow accountin the name ofthe Company with such funds to be used as approved by two AHRA fund managers, acting without the authority ofthe Directors. The fund could be accessed by the two tenants, Noble Tree Foundation Limited and Big Help Project, as approved by the two fund managers. As at 31 August 2021, £375,000 had been distributed with the rest distributed in the financial year 2022.

13. Trade and other payables

Total trade creditors and accrued expenses	15,781	4,791
Retentions payable	10,468	3,661
Accrued expenses	4,938	777
Trade creditors	375	353
	As at 31 August 2022 £'000	As at 31 August 2021, as restated £'000

Alltrade and other payables are due within one year. The Directors considerthatthe carrying amount of trade and other payables approximates fair value.

Retentions payable are amounts due to vendors payable when they complete property improvements which were agreed in the original SPA. See Note 12 for more information on retentions.

14. Financialrisk management

The Group's activities expose itto a variety of financial risks: creditrisk, liquidity risk and interestrate risk.

Alvarium FM and AHRA had risk management procedures and processes in place which would have enabled them to monitorthe risks ofthe Group. The objective in managing risk is the creation and protection of shareholderincome and value. Risk is inherentin the Group's activities, butitis managed through a process of ongoing identification, impact assessment, and monitoring and subjectto risk limits and other controls.

The principal financialrisks facing the Group in the management of its portfolio are as follows:

Creditrisk

Creditrisk is the risk that a tenant or another counterparty will not meetits obligations under a lease or other financial instrument which would cause financial loss to the Group. The Group is exposed to creditrisk through its tenantleases and cash deposits on account with its commercial bank and with solicitors pending completion of acquisitions or Seller's Works.

Itis the Group's policy to enter commercial banking arrangements with reputable financial institutions. The AIFM monitors the credit worthiness of banks used by the Group by review of creditratings, financial statements and other public records and news on a quarterly basis. Where the Group transfers funds to its solicitors pending acquisitions or as a retention subjectto completion of a workstream,the associated law firms place those funds in legally restricted client accounts.

In respect oftenantleases, in the event of a default by a tenant,the Group suffers an income shortfall and additional costs in reletting the property as well as vacancy costs. Payment of dividends is dependent upon the receipt ofrental income. Further, a default by a tenant would adversely impactthe value of investment property by either widening the yield underpinning an investment-based valuation or change the appropriate fair value technique from investment basis to MV-VP.

The Board were not presented with any information by AHRA thatindicated thattenants were in financial difficulty. Since its appointment, AEW has undertaken an assessment of existing tenants classifying each tenantinto the following categories: liquidation (now or expected),replacement/rationalised and potential long-term tenants. In situations where the tenantis not considered long-term, AEW expectto surrender the leases to take back control ofthe underlying properties to eitherlet directly as PRS orre-letto a housing providerfor Supported Living. Where lease surrenders cannot be agreed commercially, AEW has taken action againstthe tenants which could include statutory demands, forfeiture and winding up petitions. In the few instances where the tenantis performing well,the leases willremain in place, although terms may be varied.

AEW is continuing to assess potential prospective tenants and property managers, including quality providers of social housing and support services for properties suitable for occupation. Stringent covenant and capability analysis will be undertaken on all proposed property managers and tenants in accordance with AEW's rigorous processes. AEW provides regular updates to the Board on its strategy by tenant and the progress against business plans.

The table below shows the Group's exposure to creditrisk:

	As at 31 August 2022 £'000	As at 31 August 2021, as restated £'000
Cash and cash equivalents	74,514	6,218
Restricted cash	101,843	39,908
Tenantreceivables and other financial assets	6,433	1,285
	182,790	47,411

Liquidity risk

AEW manages the Group's liquidity and funding risks by regularly updating a short-term (13 week) cash flow forecastto ensure sufficient unrestricted cash balances are held within the Group to meet current and future needs. To assess longerterm requirements, AEW prepares a medium-term cash flow forecast which is reviewed with the Board. AEW assesses the ability of tenants to settle obligations within normalterms of credit which supports both forecasts.

14. Financialrisk management — continued

The following table details the Group's liquidity analysis in respect of its financial liabilities on contractual undiscounted payments (assuming repayment ofthe debt underthe original contractualterms, before consideration of loan covenant breaches):

		3-12	1-5
	< 3 months	months	years	5 years +	Total
31 August 2022	£'000	£'000	£'000	£'000	£'000
Bank borrowings and interest	1,440	4,337	23,124	293,622	322,523
Retentions payable1	10,468	–	–	–	10,468
Trade and other payables	5,313	–	–	–	5,313
	17,221	4,337	23,124	293,622	338,304
		3-12	1-5
	< 3 months	months	years	5 years +	Total
31 August 2021, as restated	£'000	£'000	£'000	£'000	£'000
Bank borrowings and interest	620	1,881	9,950	135,640	148,091
Retentions payable1	3,661	–	–	–	3,661
Trade and other payables	1,130	–	–	–	1,130
	5,411	1,881	9,950	135,640	152,882

1. As discussed inNotes 3 and 4,the Group has accounted for retentions on a cash basis as supporting documentation was not always available to supportthe release of amounts to vendors. Accordingly, all amounts are presented as due within the nextthree months in the table above.

Interestrate risk

Interestrate risk is the risk thatthe fair value or future cash flows of a financial instrument will fluctuate because of changes in marketinterest rates. As discussed more fully in Note 1 and below, Scottish Widows expects the fullrepayment ofthe debt atthe earliest possible date and notlaterthan 31 December 2024. AEW is working with: i) an auction house to sell some properties and ii)third-party brokers to package portfolios of properties to sell in orderto fully repay the Lender by that date.

Capital management

Untilthe announcement ofthe managed wind-down discussed in Note 1,the Board and AEW monitored the Group's capital position to provide sustainable returns for shareholders,to facilitate growth and to maintain an optimal capital structure to reduce the cost of capital.

The Group considers proceeds from share issuance, bank borrowings and retained earnings as capital. The Group historically targeted aggregate borrowings of 35% ofthe value ofthe Group's assets with a maximum level of 50%. However, with the unrealised loss on investment property of £452,873,000 in the yearto 31 August 2022,the LTV has risen above 50%. As noted above,the Group intends to sell portfolios of properties in orderto fully repay the Lender atthe earliest possible date and in any event before 31 December 2024. The dividend policy ofthe Group is to distribute atleast 90% of its tax-exempt profit.

The Company and its subsidiaries are party to agreements with (amongst others) Scottish Widows Limited including (in the case ofthe subsidiaries of the Company) facility agreements and (in the case ofthe Company) guarantees. Various breaches have occurred underthose agreements. Since an initial waiverletter dated 30 January 2023 for an initial waiver period waiving certain breaches, new waiverletters have been issued on the expiry of each previous waiver period. The current waiverletteris scheduled to expire on 31 October 2024. The current waiverletterrelates to various matters including financial covenants, an adverse change in the position ofthe Company and its subsidiaries, a failure to deliver audited accounts and otherinformation,the suspension ofthe shares ofthe Company on the London Stock Exchange and the tax status ofthe Company.

The Company has re-evaluated the covenant compliance for both fixed term loans (referred to in Note 10 above) based on the restated financial information and concluded thatthe loan-to-value, historic interest cover and projected interest cover covenants would have been breached as of 31 August 2022. Accordingly,the bank borrowings balance is now presented as current.

15. Share Capital

Ordinary Shares of £0.01 each	As at 31 August 2022 Number	As at 31 August 2021 Number
Atthe beginning of the year/period	240,570,465	–
Issued on incorporation	–	1
Further Shares issued during the year/period	550,000,000	240,570,464
Issued and fully paid at year/period end	790,570,465	240,570,465

Share capital is the nominal amount ofthe Company's shares in issue.

The Company was incorporated on 19 August 2020 issuing one ordinary share of £0.01 nominal value for £1. On 3 September 2020, 50,000 redeemable preference shares of £1 each were issued at £1 per share (quarter paid up). The Company achieved admission to the premium listing segment ofthe Official List ofthe London Stock Exchange (the "IPO") on 12 October 2020.

Atthe date ofthe Company's IPO,the Company issued and allotted a further 240,570,464 ordinary shares of £0.01 nominal value each at £1 per share. Therefore, 240,570,465 ordinary shares have been issued and fully paid. The redeemable preference shares were redeemed at par and cancelled on the date ofthe IPO.

On 27 September 2021,the Group raised £350 million through an initial issue of 321,100,917 new Shares at an issue price of 109 pence per new Share.

On 31 May 2022,the Group raised £263 million through an initial issue of 228,899,083 new Shares at an issue price of 115 pence per new Share.

16. Share premium

	As at 31 August 2022 £'000	As at 31 August 2021 £'000
Balance atthe beginning of the year/period	–	–
Share premium arising on shares issued in relation to equity issuance	607,734	238,164
Share issue costs	(12,001)	(4,811)
Transferto special distributable reserve (Note 17)	–	(233,353)
Balance at end of year/period	595,733	–

The share premium relates to amounts subscribed for share capital in excess of nominal value less associated issue costs ofthe subscriptions.

17. Special distributable reserve

Balance at end of year/period	201,040	229,360
Dividend distribution (Note 18)	(28,320)	(3,993)
Transferfrom share premium account(Note 16)	–	233,353
Balance at beginning of the year/period	229,360	–
	As at 31 August 2022 £'000	As at 31 August 2021 £'000

The special distributable reserve represents the cancelled share premium (forthe first share issuance) less dividends paid from this reserve. This is a distributable reserve.

18. Dividends

On 15 September 2021,the Group declared an ordinary dividend of 0.84 pence per Share, which was paid on 22 October 2021 to shareholders on the register as at 24 September 2021. This dividend was paid as a property income distribution.

On 27 January 2022,the Group declared a dividend of 1.37 pence per Share, which was paid on 25 February 2022 to shareholders on the register as at 4 February 2022. 0.10 pence ofthis dividend was paid as a non-property income distribution. The remaining balance of 1.27 pence was paid as property income distribution.

On 5 May 2022,the Group declared a dividend of 1.37 pence per Share, which was paid on 10 June 2022 to shareholders on the register as at 13 May 2022. This dividend was paid as a property income distribution.

18. Dividends — continued

On 4 August 2022,the Group declared a dividend of 1.38 pence per Share, which was paid on 9 September 2022 to shareholders on the register as at 12 August 2022. This dividend was paid as a property income distribution.

The Board approved these distributions based on financial statements and forecasts provided by AHRA and to ensure it distributed Property Income, as defined, in orderto comply with REIT regulations. In addition,the Board considered thatit had the substantial Special Distributable Reserve (Note 17) which could cover any imprecision in AHRA's estimates. However, had the full, accurate information regarding the material corrections made to these financial statements been provided to the Board atthe time of approving the distributions,the Board would not have approved the distributions.

19. Related party transactions

Investment Adviser

AHRA was appointed as the investment adviserto the Group by entering into the IAA with the Company. Underthis agreement, AHRA was to advise the Group in relation to the management, investment and reinvestment ofthe assets ofthe Group. As at 31 August 2022, AHRA was a subsidiary of Alvarium RE Limited (now AlTi RE Limited ("AlTi RE")). As noted in Note 26, on 4 January 2023,the Company announced that AlTi RE had sold AHRA, its wholly-owned subsidiary,to AHRA's managementin exchange for a promissory note.

The investment advisory fees were calculated as an amount calculated in arrears in respect of each month, in each case based upon the net asset value (adjusted for undeployed cash) ofthe Group on the following basis:

• a One-twelfth of 0.85%, per calendar month of net asset value up to and including £500 million;
• b One-twelfth of 0.75% per calendar month of net asset value above £500 million up to and including £750 million; and
• c One-twelfth of 0.65% per calendar month of net asset value above £750 million.

During the year ending 31 August 2022,the Group incurred fees of £5,322,000 (2021: £1,828,000). At 31 August 2022 an amount of £582,000 was unpaid (2021: £175,000).

Initially,the IAA could be terminated on 12 months' written notice, such notice to expire on or at any time afterthe fifth anniversary of 12 October 2020. Additionally,the IAA could be terminated with immediate effect on the occurrence of certain events, including insolvency orin the event of a material and continuing breach. On 15 March 2023,the Company and AHRA agreed to terminate the IAA with effectfrom 30 June 2023.

On 22 May 2023, AEW was appointed as Property Adviserforthe transition period and subsequently on 21 August 2023, on expiry ofthe transition period as AIFM and Investment Manager(see AIFM section below below). The transition period lasted from the date of appointment untilthe commencement of Phase 1. Phase 1 continues fortwo years from the date of commencement, at which time Phase 2 commences. Phase 1 commenced when the following occurred:

• 1. Alvarium FM and AHRA ceasing to actforthe Group,
• 1. FCA approval ofthe appointment of AEW as AIFM fortheCompany
• 1. The adoption ofthe Amended Investment Policy.

During the transition period, AEW was paid £3,000,000 per annum. AEW is paid an annual fee in Phase 1 :

• 1. A fixed fee of £3,000,000 from the commencement ofthe transition period and as increased at each successive anniversary by the lower of CPI, RPI and 5%;
• 1. A variable fee for disposal ofinvestments of £422 per bed, as defined; and
• 1. A variable fee of 10% ofrent collected by the Group from its investments.

The maximum amount payable in any year under this agreementis £5,000,000 (which is increased in year 2 to the extentthattotal fees in year 1 fall below £5,000,000.) In Phase 2,the Company shall pay a fee of 0.75% of NAV, subjectto a minimum annual fee of £3,000,000, which increases annually atthe lower of CPI, RPI or 5% (from the commencement ofthe transition period).

AIFM

Underthe terms ofthe IMA, Alvarium FM was appointed as the AIFM ofthe Company. The AIFM acts as investment manager with responsibility forthe management ofthe assets ofthe Group in accordance with the investment policy ofthe Group and the policies and directions ofthe Board and is regulated in the conduct of investment business by the FCA. Alvarium FM is a subsidiary of Alvarium Investments Limited (now AlTi Asset Management Holdings 2 Limited). Underthe IMA, Alvarium FM received a fee of £40,000 per annum. No performance fee was payable to Alvarium FM as at 31 August 2022 and 2021. The IMA was terminated on 21 August 2023. On the same day, AEW was appointed as AIFM. Compensation for AEW's role as AIFM is included in its fee discussed above.

Corporate Broker 19. Related party transactions — continued

Alvarium Securities Limited (now called Ellora Partners Limited) ("Alvarium Securities") was appointed on 22 September 2020 to provide corporate broking services to the Group. Alvarium Securities is a subsidiary of Alvarium Investments Limited (now called AlTi Asset Management Holdings 2 Limited). Alvarium Securities was paid an annualretainerfee in the amount of £50,000 by the Group. During the year ending 31 August 2022,the Group incurred additional fees of £10,413,000 (2021: £3,878,000) from Alvarium Securities in relation to equity raises in September 2021 and May 2022. In 2021 these fees were in relation to the initial public offering and subsequent admission to the London Stock Exchange. These costs have been treated as a reduction in equity as share issue costs. Alvarium Securities resigned on 8 February 2023.

On 1 November 2022,the Company announced that it had appointed Jefferies International Limited as Joint Corporate Brokerin exchange for an annual retainer of £50,000. On 1 February 2023,the agreement was terminated.

On 5 July 2023,the Company appointed Liberum Capital Limited (now Panmure Liberum Capital Limited) ("Liberium") as corporate broker and Capital Markets

Adviser("CMA"). Liberum are paid an annual corporate broking fee of £150,000 untilthe one-year anniversary ofthe Company being readmitted to trading on the main market ofthe London Stock Exchange ("readmission"). Afterthat date, Liberum will be paid an annualretainer of £100,000, with additional fees of up to £50,000 depending on certain criteria. Liberum was initially due to be paid a CMA fee of £200,000 until 31 December 2023. When readmission did not occur by 31 December 2023,the annualretainer was increased to £240,000.

Directors

The Directors are entitled to receive a fee from the Group at such rate as may be determined in accordance with the Articles of Association. The initial fees are £36,000 for each Director and £50,000 forthe Chair per annum. The Chair ofthe Audit Committee receives an additional fee of £5,000 per annum. During the year ended 31 August 2022, Directors' fees of £176,000, including related costs of £13,000 (31 August 2021: £150,000) were paid, of which none was payable atthe 31 August 2022 and 2021.

As at 31 August 2022,the Directors had the following shareholdings in the Group all of which are beneficially owned:

	Number of Shares held	% of Shares in issue
Lynne Fennah	55,000	0.007
Simon Moore	56,000	0.007
Marlene Wood	30,000	0.004
Peter Cardwell	10,000	0.001

The above Directors were appointed on 3 September 2020. On incorporation on 19 August 2020 William Saunders and Alan Sauvain were appointed as Directors, and subsequently resigned as Directors on 3 September 2020.

20. Reconciliation ofliabilities to cash flows from financing activities

	Borrowing as at 31 August 2022 (£'000)	Borrowing as at 31 August 2021 (£'000)
Balance atthe beginning of year/period	117,528	–
Cash flows from financing activities
Net bank borrowings drawn down	92,757	84,128
Bank borrowing held in restricted account	73,115	35,872
Prior period cash transferred from restricted account	(35,872)	–
Loan arrangementfees paid	(2,743)	(2,507)
Non-cash movements
Amortisation of loan arrangementfees	318	116
Loan arrangementfees accrued	(56)	(81)
Balance at end of the year/period	245,047	117,528

21. Contingent liabilities

Harcus Parker Limited ("Harcus Parker"), a law firm specialising in claimant group actions, soliciting investors on a fully contingent basis ('no win no fee')to join togetherin bringing claims againstthe following parties:

• the Company
• the Directors Defendants (those directors who were in office when the Shares were suspended);
• AHRA;
• Alvarium FM; and
• AlTi RE,the former principal of AHRA by way of an Appointed Representative Agreement.

As ofthe date ofthis document,there has been no claim issued by Harcus Parker. Harcus Parker has sent a pre-action letter of claim (enclosing draft particulars of claim)to the Company and Director Defendants (along with the other defendant parties listed above) on behalf of a number of shareholders in the Company, which alleges thatthe Company and the Director Defendants provided information to investors which was false, untrue and/or misleading and as a result shareholders suffered losses. The Board is not currently able to conclude whether or when a formal claim may be issued and, if a claim is issued, whatthe quantum of such a claim may be. The Board has stated publicly that both the Company and the Director Defendants intend vigorously to defend the threatened claims. The Company and the Director Defendants sent a lengthy and detailed letter ofresponse to Harcus Parker. On 5 March 2024,the Company announced thatitintends to bring legal proceedings againstthose it considers are responsible for wrongdoing. To that end,the Company

22. (Loss)/earnings per Share

sent pre-action letters of claim to Alvarium FM and AlTi RE on 12 April 2024, and AHRA on 29 May 2024.

Two ofthe Company's subsidiaries issued statutory demands to a tenantin August 2024. In response, the tenant disputed the statutory demands and subsequently filed a claim in court against 8 different parties, including the Company and the two subsidiaries. The other defendants include other companies and individuals, one of which is a former director ofthe subsidiaries. The claim has been issued by Court butthe tenant has not yet served the proceedings on the Company and subsidiaries. The claim alleges damages for conspiracy, misrepresentation,rescission ofthe leases and interest and court costs. The tenant has not provided particulars of its losses but claims to have suffered a primary loss (from all parties) of approximately £1 million. One ofthe remedies being sought by the tenantis rescission ofthe leases, which would nullify the effects ofthe leases from inception. Further, the Directors believe thatif any damages have been incurred by the tenant,they are lowerthan the rent owed to the group (and which are supported by payments itis receiving from underlying occupants) However,the Directors cannot estimate whatif any amounts would be payable untilthe particulars of the losses are disclosed in detail. The Board intend to vigorously defend their position if and when the claim is issued by the tenant.

On 12 February 2024,the Company was notified by the FCA of its commencement of an investigation into the Company, covering the period from 22 September 2020 to 3 January 2023. The Directors are not able to assess or quantify whatif any action may be taken.

(Loss)/earnings per share perIFRS is calculated by dividing profit orloss attributable to ordinary equity holders ofthe Group by the weighted average number of Shares in issue forthe year/period ended 31 August 2022 and 2021. Amounts shown below are both basic and diluted measures as there were no dilutive instruments in issue throughoutthe period.

(Loss)/earnings per share (pence)	(79.52)	7.81
Weighted average number of Shares in issue during year/period	597,120,672	206,203,256
(Loss)/earnings (£'000)	(474,844)	16,103
	Year ended 31 August 2022	19 August 2020 to 31 August 2021, as restated

23. Net asset value per Share

Net asset value per Share is calculated by dividing the consolidated net assets attributable to ordinary equity holders ofthe Group by the number of Shares outstanding atthe reporting date. Amounts shown below are both basic and diluted measures as there were no dilutive instruments in issue throughoutthe current or comparative periods.

NAV per Share	43.76p	103.03p
Number of Shares ('000)	790,570	240,570
NAV (£'000)	345,938	247,869
	Year ended 31 August 2022	19 August 2020 to 31 August 2021, as restated

24. Segmental information

Operating segments are identified on the basis of internal financialreports regarding components ofthe Group that are regularly reviewed by the chief operating decision maker(which in the Group's case is the Board) in order to allocate resources to the segments and to assess their performance.

The internal financialreports contain financial information at a Group level as a whole and there are no reconciling items between the results contained in these reports and the amounts reported in the consolidated financial statements.

The Group's property portfolio comprises investment property. The Board considers that allthe properties have similar economic characteristics. Therefore, in the view ofthe Board,there is one reportable segment.

All ofthe Group's properties are based in the UK and as such no geographical grouping is considered appropriate for segmental analysis.

During the yearthe Group had two tenants, which were considered to be major customers, contributing more than 10% ofthe Group's contractual annual passing rent. The Directors understand that certain tenants have common directors, however,they do not have enough information to consider whetherthey would be considered companies under common control, as defined in IFRS 3, Business Combinations. The Group has not aggregated the tenants with common directors in this disclosure.

		For the year ended 31 August 2022		19 August 2020 to 31 August 2021
	% oftotal	£'000	% oftotal	£'000
Lotus Sanctuary CIC	12%	6,593	13%	2,297
Supportive Homes CIC*	10%	5,585	–	–
Othertenants (each less than 10%)	78%	41,737	87%	15,970
Rental income	100%	53,915	100%	18,267

* In the prior period SupportiveHomes CIC annual rent was shown as a part ofthe othertenant's balance.

25. Consolidated entities

The Company owns 100% ofthe equity shares of all subsidiaries listed below and has the powerto appoint and remove the majority ofthe board of directors ofthose subsidiaries. The relevant activities ofthe below subsidiaries are determined by the respective directors based on simple majority votes. Therefore,the Board has concluded thatthe Company has control over allthese entities and allthese entities have been consolidated within this set of financial statements.

Name of entity	Principal activity	Country of incorporation	Ownership
Home Holdings 1 Limited	Property investment	UK	100%
Home Holdings 2 Limited	Property investment	UK	100%
Home Holdings 3 Limited	Property investment	UK	100%
Home Holdings 4 Limited	Property investment	UK	100%

25. Consolidated entities — continued

On 25 May 2022 the below named entities were subjectto a members voluntary liquidation. The net assets ofthese entities were transferred to Home Holdings 1 Limited.

Fox Alpha SPV Limited

Fox Bravo SPV Limited

FPI Co 417 Limited

FPI Co 418 Limited

FPI Co 419 Limited

Grolar Developments SPV 9 Limited

Grolar Developments SPV 11 Limited

Pathway Homes Group (Exeter) Limited

Pathway Homes Group (Luton) Limited

Pathway Homes Group (Morecambe) Limited

Pathway Homes Group (Plymouth) Limited

Pathway Homes Group (Stoke) Limited

26. Post balance sheet events Investment Adviser and AIFM

On 4 January 2023,theCompany announced that Alvarium RE Limited (now calledAlTiRe Limited) sold its wholly owned subsidiaryAHRA,toAHRA's management in exchange for a promissory note which was effective on 30 December 2022.

On 15March 2023,theCompany agreed withAHRA to terminate the IMA(which formed the contractual relationship between theCompany,Alvarium FMand AHRA) with effectfrom 30 June 2023.On 22May 2023, theBoard appointedAEW to provide property advisory services and announced its intentto engageAEW as InvestmentManager andAIFMafterreceipt of FCAand shareholder approvalfor a revised investment policy.On 21August 2023,Alvarium FMceased to act asAIFMafter shareholders approved the revised investment policy and theBoard oftheCompany formally appointedAEW as InvestmentManager andAIFM.

Non-Executive Director Changes

On 18 January 2024,theCompany announced the appointment ofMichaelO'Donnell as an independent non-executive director succeeding Lynne Fennah as independent non-executive chair with immediate effect.

On 2April 2024,theCompany announced the appointment of Peter Williams as seniorindependent non-executive director with immediate effect.

On 7 June 2024,theCompany announced the appointment ofRod Day as an independent nonexecutive director with immediate effect.

Dividends

On 12 December 2022,theCompany declared an interim dividend of 1.38 pence per share in respect ofthe period from 1 June 2022 to 31August 2022, which was paid on 20 January 2023 to shareholders on the register as at 22 December 2022.This dividend was paid as a property income distribution.

On 16 February 2023,theBoard announced that except for any distributions that would be required to maintain REITstatus,thatit has ceased paying any further dividends untilfurther notice.

Acquisitions and disposals

From 1 September 2022 to 30 November 2022,the Group acquired 232 new assets totalling £104,061,000 (including purchase costs) of which £5,882,000 related to Seller's Works due to be completed by the vendor.

From 4August 2023 to 10October 2024,the Group exchanged on the sale of 1,491 properties for gross sales proceeds of £216,522,000, of which 1,228 properties had completed with gross sales proceeds of £169,749,000. Investment properties which were valued at £220,145,000 in the 31August 2022Consolidated Statement of Financial Position were exchanged for £195,151,000.Ofthe proceeds received on completions, £120,166,000 was applied againstthe outstanding loan balances.As of 10October 2024, 263 properties have exchanged but not completed with a total gross sales value of £46,773,000.

Restricted cash

Ofthe cash held in lockbox accounts as at 31August 2022, £34,234,000 of cash was released after Home Holdings 2 Limited provided approved security to the Lender.The balance of £38,881,000 was never released.Ofthe balance, £30,000,000 was applied againstthe outstanding borrowings inApril 2023 and the balance of £8,881,000 was applied in December 2023.

Cash held by solicitors at 31August 2022 of £18,260,000 was used to fund a portion ofthe purchase price ofthe assets acquired as discussed above.

Ofthe retentions held by solicitors, £5,240,000 has been released to theCompany since 31August 2022.

Viceroy Research Report and Subsequent Appointment of Alvarez & Marsal Disputes and Investigations LLP

On 23 November 2022,theCompany acknowledged thatViceroyResearch LLP ("ViceroyResearch") issued a short-sellerreport.On 30 November 2022,theCompany published a detailed rebuttal, which was supported by a full verification exercise conducted by Stephenson Harwood LLP,theCompany's primary legal advisers atthe time, and based on formalrepresentations from AHRAandAlvarium FM.Also on 30 November 2022, ViceroyResearch issued a response to the rebuttal.

26. Post balance sheet events — continued

In late December 2022 theBoard received information which resulted in theBoard considering it appropriate to instructAlvarez&Marsal Disputes and Investigations LLP ("A&M")to conduct an investigation into allegations of wrongdoing, including matters raised in theViceroy Research report dated 23 November 2022 and the response thereto issued by theCompany.On 5May 2023, A&Mdelivered to theCompany a detailed report. Without waiver of privilege,the key findings ofthe report were:

• Arrangements with the Group's corporate tenants and vendors relating to the cost ofrefurbishment of properties were not broughtto the attention of the Board by AHRA, so thatthe Board was unable to consider whether a release of a vendor's liabilities forrefurbishment of properties was appropriate. These arrangements included a representative of AHRA, withoutthe knowledge or authority of the Board, entering into a settlement agreement on 8 December 2022 between the Group and various property vendors (the "Aggregators"), whereby the Company would pay £675,000 and purportedly waive any refurbishment claims against the Aggregators in relation to 488 properties on 8 December 2022.
• The Board had not approved, or been provided with information regarding alternative arrangements to settle outstanding rent arrears (as discussed in Note 5);
• There was limited evidence of detailed ongoing monitoring oftenants being undertaken by AHRA;
• AHRA provided inaccurate information about occupancy rates to The Good Economy Partnership Limited, who had been commissioned by the Company to produce an independentreport on the Group's performance and social impact on an annual basis;
• Certain connections between tenants existed that were not disclosed to the Board; and
• There existed certain undisclosed potential outside business interests and undeclared potential conflicts of interest as between certain persons associated with AHRA and third parties.

Tenant matters and lease amendments

On 29 September 2022,AHRAentered into deeds of variation on behalf ofthe Group with N-Trust Homes CICand Select Social HousingCIC(withoutBoard knowledge) such that all leases with both tenants received a rent-free period with retroactive effect from 1March 2022 and extending eighteen months to 31August 2023 in exchange for changing the lease extension agreementfrom five years to ten years.

On 4October 2022,AHRAentered into a deed of variation on behalf ofthe Group with ICDE HomesCIC (withoutBoard knowledge) such that all leases with ICDE HomesCICreceived a rent-free period with retroactive effectfrom 1March 2022 and extending eighteen months to 31August 2023 in exchange for changing the lease extension agreementfrom five years to ten years.

Since 31August 2022, a number oftenants have surrendered leases or gone into creditors voluntary liquidation.Ofleases associated with the tenants in place on the 2,239 properties owned by the Group on 31August 2022, 369 are still in in place, 452 properties have been turned overto a property managerresulting in the Group having directleases with the occupants, 349 are re-tenanted, and 1,069 have been sold.

Other Advisor Updates

On 19 January 2023,theCompany announced that AHRAhad engaged sector specialist, Simpact Group,to perform a detailed review ofthe Group's portfolio and to monitor and assist with managing the Group's tenants, including rent collection and recovery of arrears.The contract was subsequently assigned to theCompany and the engagement was terminated with effectfrom 31October 2023.

On 13 February 2023,theCompany appointed Smith Square Partners LLP as financial adviser and the relationship was terminated on 24August 2023 with effectfrom 24 November 2023.

As described more fully in Note 19,Alvarium Securities resigned as corporate broker on 8 February 2023.On 5 July 2023,theCompany engaged Liberum as capital markets adviser as more fully described in Note 19.

On 29October 2022,theCompany appointed Jefferies International Limited as joint broker.The agreement with Jefferies International Limited was terminated on 1 February 2023.

Lender Discussions

As a result ofthe property sales discussed above and application oflockbox amounts againstthe loan balance, as of 30 September 2024,the outstanding loan balances totalled £71,981,000.

On 19 June 2023 Scottish Widows imposed a Deferred Fee of 0.5%ofthe aggregate amounts outstanding on the two fixed term loans (referred to in Note 10) at each of 31August 2023 and 30 November 2023, payable on the full and finalrepayment ofthe loan.On 4 December 2023 Scottish Widows imposed a further Deferred Fee effective from 30 November 2023 being the equivalent of 5.0%per annum on the aggregate amounts outstanding on the two loans as computed on a daily basis, payable at the earlier of 28 June 2024 orthe full and finalrepayment ofthe loans.On 2 July the Deferred Fee was increased from 5%to 7%with effectfrom 1 July 2024 untilthe

26. Post balance sheet events — continued

fullrepayment ofthe loan. From 31August 2022 to the finalrepayment ofthe two loans in December 2024, the Group expects payments to Scottish Widows will total £268,534,000, which is comprised of payments of principal of £250,000,000, of contractual interest of £9,477,000 and ofthe Deferred Fees of £9,057,000.

Property Valuation

The investment properties that were held at 31August 2023 have been valued as at 31August 2023 by Jones Lang LaSalle Limited ("JLL") with a fair value of £412,720,000.

Potential Litigation/FCA Investigation

Apre-action letter of claim has been sentto the Company and the Director Defendants by Harcus Parker on behalf of certain shareholders oftheCompany.On 5March 2024,theCompany announced thatitintends to bring legal proceedings againstthose parties it considers are responsible for wrongdoing.On 12April 2024, theCompany issued pre-action letters of claim to Alvarium FMandAlTiRE Limited,AHRA's principal. On 29May 2024,theCompany issued a pre-action letter of claim toAHRA.

On 13 February 2024,theCompany announced thatit had been notified by the FCAofits commencement of an investigation into theCompany covering the period from 22 September 2020 to 3 January 2023.

Other

As noted above,the following subsidiary entities were putinto member's voluntary liquidation and subsequently dissolved on the date in parenthesis: FoxAlpha SPVLimited (22August 2023); FoxBravo SPVLimited (22August 2023); FPICo 417 Limited (22August 2023); FPICo 418 Limited (22August 2023); FPI Co 419 Limited (25August 2023); Grolar Developments SPV9 Limited (22August 2023); Grolar Developments SPV11 Limited (22August 2023); Pathway Homes Group (Exeter) Limited (22August 2023); Pathway Homes Group (Luton) Limited (22August 2023); Pathway Homes Group (Morecambe) Limited (10 January 2024); Pathway Homes Group (Plymouth) Limited (22August 2023); Pathway Homes Group (Stoke) Limited (22August 2023).

27. Controlling parties

There is no ultimate controlling party ofthe Group.

Company Financial Statements

Company Statement of Financial Position

Company number: 12822709

		As at	As at 31 August 2021
	Note	31 August 2022 £'000	Restated £'000
Non-current assets
Investmentin subsidiaries	5	–	10,390
Investment property	6	3,447	8,793
Amounts due from subsidiaries	7	329,499	185,551
Total non-current assets		332,946	204,734
Current assets
Amounts due from subsidiaries	7	13	26,279
Trade and otherreceivables	7	161	228
Restricted cash	8	–	375
Cash and cash equivalents	8	16,581	68
Total current assets		16,755	26,950
Total assets		349,701	231,684
Non-current liabilities
Amounts due to subsidiaries	9	–	1,750
Total non-current liabilities		–	1,750
Current liabilities
Trade and other payables	9	3,796	589
Total current liabilities		3,796	589
Total liabilities		3,796	2,339
Net assets		345,905	229,345
Capital and reserves
Share capital	10	7,906	2,406
Share premium	11	595,733	–
Special distributable reserve	12	201,040	229,360
Accumulated losses		(458,774)	(2,421)
Total capital and reserves attributable to equity holders of the company		345,905	229,345

The loss and total comprehensive loss attributable to the shareholders ofthe parent Company forthe year ended 31 August 2022 amounted to £456,353,000 (for the period from 19 August 2020 to 31 August 2021: loss of £2,421,000).

The Company financial statements of Home REIT plc were approved and authorised forissue by the Board of Directors on 10 October 2024 and signed on its behalf by:

The notes on pages 136 to 144 form part ofthese financial statements.

Michael O'Donnell

Chair

Company Financial Statements — continued

Company Statement of Changes in Shareholders' Equity

Balance at 31 August 2022		7,906	595,733	201,040	(458,774)	345,905
Share issue costs	11	–	(12,001)	–	–	(12,001)
Share capital issued	10, 11	5,500	607,734	–	–	613,234
Dividend distribution	12	–	–	(28,320)	–	(28,320)
Transaction with owners:
Loss forthe year		–	–	–	(456,353)	(456,353)
Opening balance		2,406	–	229,360	(2,421)	229,345
Forthe year ended 31 August 2022	Note	Share capital account £'000	Share premium account £'000	Special distributable reserve £'000	Accumulated losses £'000	Total equity attributable to owners ofthe Company £'000

Forthe period from 19 August 2020 to 31 August 2021, as restated	Note	Share capital account £'000	Share premium account £'000	Special distributable reserve £'000	Accumulated losses £'000	Total equity attributable to owners ofthe Company £'000
Loss forthe period		–	–	–	(2,421)	(2,421)
Transaction with owners:
Dividend distribution	12	–	–	(3,993)	–	(3,993)
Share capital issued	10, 11	2,406	238,164	–	–	240,570
Share issue costs	11	–	(4,811)	–	–	(4,811)
Cancellation of share premium	11, 12	–	(233,353)	233,353	–	–
Balance at 31 August 2021		2,406	–	229,360	(2,421)	229,345

The notes on pages 136 to 144 form part ofthese financial statements.

Notes to the Company Financial Statements

1. Basis of preparation

Home REIT plc (the "Company") is a closed-ended investment company, incorporated in England and Wales on 19 August 2020 and is registered as a public company limited by shares underthe Companies Act 2006 with registered number 12822709. The Company is structured as an externally managed company with a board of non-executive directors (the "Directors" orthe "Board"). This set of financial statements has been prepared in accordance with Financial Reporting Standard 101 'Reduced Disclosure Framework' ("FRS 101"). Where referred to herein,the Group (the "Group") consists ofthe Company and its subsidiaries which are listed in Note 25 to the Consolidated Financial Statements.

Disclosure exemptions adopted

In preparing these financial statements the Company has taken advantage of disclosure exemptions conferred by FRS 101 and therefore these financial statements do notinclude:

• Certain disclosures regarding the Company's capital;
• A statement of cash flows;
• The effect of future accounting standards not yet adopted;
• The disclosure ofthe remuneration of key management personnel; and
• Disclosure ofrelated party transactions with wholly owned subsidiaries ofthe Company.

The Company has taken advantage ofthe exemption allowed under Section 408 ofthe Companies Act 2006 and has not presented its own profit and loss accountin these financial statements.

The Group has reviewed their past accounting policies and practices and, based on new information,the Board has amended several accounting policies and corrected certain amounts presented in the period ended 31 August 2021 Consolidated Financial Statements. To present comparable information using the same accounting policies,the Company has restated its financial statements for 2021. The reasons why and impact ofthe changes are described more fully in Note 4.

2. Significant accounting judgements and estimates

The preparation of financial statements requires the Directors to make estimates and assumptions that effectthe reported amounts ofrevenues, expenses, assets and liabilities, and the disclosure of contingent liabilities atthe reporting date. Differences between our estimates and the actualresults will be recognised as they occur. Critical accounting estimates and key

sources of estimation uncertainty in applying these accounting policies are disclosed in Note 3 to the Consolidated Financial Statements.

Valuation of investment properties

The Company presents its investment property at fair value. Significant assumptions and methods of valuations are consistent with the Group disclosures for which details are given in Note 9 ofthe Consolidated Financial Statements.

Impairment of investments in and amounts due from subsidiaries

The Company uses the net assets ofthe investees to support both the investments in and amounts due from subsidiaries. When an impairment of a portion (ie not all) ofthose balances is considered to have occurred,the Company impairs the investmentin subsidiary balance first and then any amounts due from subsidiaries second. In estimating the net assets available for assessing impairment, balances due from otherrelated parties are considered after otherimpairments have been recorded.

3. Principal accounting policies

The principal accounting policies adopted in the preparation ofthe Company financial statements are consistent with the Group which are described in Note 2 to the Consolidated Financial Statements. Policies adopted in the preparation ofthe Company's financial statements that are notincluded in the Consolidated Financial Statements are given below:

a Impairment of investments in and amounts due from subsidiaries

Investmentin subsidiaries and amounts due from subsidiaries are included in the statement of financial position at costless provision forimpairment. The balances are assessed forimpairment at each balance sheet date or whenever events or changes in circumstances indicate thattheir carrying amount may not be recoverable. Where the carrying value of an asset exceeds its recoverable amount(the higher of value in use and fair value less costs to sell),the asset is impaired.

Because the net assets ofthe investees support both the investments in and amounts due from subsidiaries, when an impairment of a portion (i.e. not all) ofthose balances is considered to have occurred,the Company impairs the investmentin subsidiary balance first and then any amounts due from subsidiaries second. In estimating the net assets available for assessing impairment, balances due from otherrelated parties are considered after otherimpairments have been recorded.

b Guarantor 3. Principal accounting policies — continued

The Company acts as a guarantorto the loan facilities oftwo of its subsidiaries as described in Note 10 to the Consolidated Financial Statements. Atinception, the Company recognises the guarantee at cost and subsequently measures the liability atthe higher of:

• a. The initial cost ofthe guarantee, and
• b. The expected creditlosses ofthe financial guarantee overthe life ofthe underlying contract.

The Company did notreceive any remuneration for the guarantee and does not expect any creditlosses related to the guarantee overthe life ofthe underlying contract. Accordingly,the Company has notrecognised a liability.

4 Correction of Prior Period Errors

As described more fully in Note 4 to the Consolidated Financial Statements,there have been a number of corrections made to the information originally presented in the 2021 Annual Report and Accounts. Details on those changes which impacted the Company are as follows:

Property condition – unhabitable properties and Seller's Works

Several ofthe Company's properties were in poor condition at acquisition and the vendor had agreed to improve those properties to an acceptable standard within a specified period as defined in the Sale and Purchase Agreement("SPA"). Atthe acquisition date, the Company paid the full purchase price with the expectation thatthe vendor would complete the required works from the funds paid at acquisition. The vendor was typically given between 6 and 12 months to complete the Seller's Works ("Seller's Works Longstop Date"). The Company had inadequate security and limited recourse againstthe vendorifthe vendor did not complete the Seller's Works, and most ofthe vendors did not complete the works priorto the agreed SWLD. Amounts paid in respect of Seller's Works were previously included in the cost of properties acquired. The correction to the previous accounting policy has resulted in the reallocation ofthe estimated value ofthe Seller's Works from property costto prepaid Seller's Works, ifthe property was considered habitable. Where works were subsequently completed on a property,the related prepaid Seller's Works balance was reclassified into Investment Property. Where works had not been initiated before the SWLD, the related prepaid Seller's Works balance was written off to the Statement of Comprehensive Income. If the property was boarded up or otherwise deemed unhabitable, atthe time of acquisition,the Directors

could not make a reasonable retrospective estimate of the works required and instead recorded the property at cost and revalued the property in line with the external valuation atthe following balance sheet date.

Lease inducement payments

As discussed in Note 3 to the Consolidated Financial Statements,the Company did not provide lease inducement consideration to tenants directly. However,the Investment Adviser, Alvarium Home REIT Advisors Ltd ("AHRA") expected the vendors to provide, and they generally did provide,the tenant with cash in the amount ofthe first year's rent, which was funded through original acquisition payment made by the Company to the vendor as part ofthe acquisition price. The Directors therefore concluded thatthe substance ofthe transactions is such thatthe lease and the SPA should be accounted for as a single contract as setforth in IFRS 16, paragraph B2.

Accordingly,the Directors allocated an amount equal to twelve months ofrent payable to establish either a lease inducement asset or a debtor(for habitable and unhabitable properties respectively)representing the first year ofrentin the revised purchase price allocation.

Escrow account

On 18 June 2021,the Company entered into an escrow agreement with Noble Tree Foundation Limited, a Tenant, and Intertrust Trustee 3 (Jersey) Limited whereby an affiliate of Karla Asset Management Limited provided £750,000 to an escrow accountin the name of the Company with such funds to be used as approved by two AHRA fund managers, acting withoutthe authority ofthe Directors. The fund could be accessed by the two tenants, Noble Tree Foundation Limited and Big Help Project, and as approved by the two fund managers. As at 31 August 2021, £375,000 had been distributed with the rest distributed in the 2022 financial year. The financial statements for 2021 did notreflect these transactions and have been restated to account forthe revenue and expenses associated with this arrangement.

4. Correction of Prior Period Errors — continued

Impact on profit and loss account and net assets

The changes to the accounting policies resulted in an increase in 2021 loss reported from £2,151,000 to £2,421,000 and a decrease in net assets at 31 August 2021 from £229,615,000 to £229,345,000.

Impact on Statement of Financial Position

	31 August 2021, as Previously Reported £'000	Unhabitable Properties Adjustment £'000	Prepaid Seller's Works Adjustment £'000	Lease Inducement Amortisation £'000	Escrow Account Adjustment £'000	Tenant Receivables Adjustment £'000	31 August 2021, as Restated £'000
Non-current assets
Investment Property
Property acquisition in period	8,980	(314)	–	–	–	–	8,666
Lease inducement on unhabitable properties recognised as receivables	–	(224)	–	–	–	–	(224)
Rent straightlining and lease inducement	48	314	–	(14)	–	–	348
Prepaid Seller's Works recognised as receivable	–	–	(434)	–	–	–	(434)
Increase in fair value of investment property	437	–	–	–	–	–	437
Investment property	9,465	(224)	(434)	(14)	–	–	8,793
Investmentin subsidiaries	10,390	–	–	–	–	–	10,390
Amounts due from subsidiaries	185,551	–	–	–	–	–	185,551
Total non-current assets	205,406	(224)	(434)	(14)	–	–	204,734
Current assets
Amounts due from subsidiaries	26,279	–	–	–	–	–	26,279
Trade and other receivables
Cash received for unhabitable properties	–	–	–	–	–	197	197
Tenant receivables in accordance with lease agreements	–	–	–	–	–	197	197
Rent notrecognised because properties were unhabitable	–	–	–	–	–	(197)	(197)
Tenant receivables, net	–	–	–	–	–	–	–
Prepaid expenses	201	–	–	–	–	–	201
Tenant receivables and other financial assets	201	–	–	–	–	–	201
Prepaid Seller's Works recognised as receivable	–	–	434	–	–	–	434
Write-off of Seller's Works not initiated or completed	–	–	(434)	–	–	–	(434)
Prepaid Seller's Works	–	–	–	–	–	–	–

4. Correction of Prior Period Errors — continued

	31 August 2021, as Previously Reported £'000	Unhabitable Properties Adjustment £'000	Prepaid Seller's Works Adjustment £'000	Lease Inducement Amortisation £'000	Escrow Account Adjustment £'000	Tenant Receivables Adjustment £'000	31 August 2021, as Restated £'000
Lease inducement on unhabitable properties recognised as receivable	–	224	–	–	–	–	224
Cash received for unhabitable properties	–	(197)	–	–	–	–	(197)
Lease inducement receivable for unhabitable properties	–	27	–	–	–	–	27
Trade and other receivables	201	27	–	–	–	–	228
Restricted cash	–	–	–	–	375	–	375
Cash and cash equivalents	68	–	–	–	–	–	68
Total current assets	26,548	27	–	–	375	–	26,950
Total assets	231,954	(197)	(434)	(14)	375	–	231,684
Non-current liabilities
Amounts due to subsidiaries	1,750	–	–	–	–	–	1,750
Total non-current liabilities	1,750	–	–	–	–	–	1,750
Current liabilities
Trade and other payables	589	–	–	–	–	–	589
Total current liabilities	589	–	–	–	–	–	589
Total liabilities	2,339	–	–	–	–	–	2,339
Net assets	229,615	(197)	(434)	(14)	375	–	229,345
Share capital	2,406	–	–	–	–	–	2,406
Special distribution reserve	229,360	–	–	–	–	–	229,360
Accumulates losses	(2,151)	(197)	(434)	(14)	375	–	(2,421)
Capital and reserves attributable to equity holders of the Company	229,615	(197)	(434)	(14)	375	–	229,345

5. Investment in subsidiaries

Investmentin subsidiaries is included in the statement of financial position at costless provision forimpairment.

Balance at end of year/period	–	10,390
Impairment of balance	(10,390)	–
Additions in the year/period	–	10,390
Balance at beginning of year/period	10,390	–
	As at 31 August 2022 £'000	As at 31 August 2021 £'000

After considering the recoverability of its investments in subsidiaries,the Company has fully impaired the balance as at 31 August 2022.

A list ofthe Company's subsidiary undertakings is included in Note 25 to the Consolidated Financial Statements.

6. Investment Property

Fair value at the end of the year/period	3,447	8,793
(Decrease)/increase in fair value ofinvestment property	(5,143)	437
Impairment ofrent straight lining and lease inducement	(238)	–
Rent straightlining and lease inducement	35	348
Prepaid Seller's Works recognised as a receivable	–	(434)
Reclassification of first year inducement where building is considered as unhabitable	–	(224)
Reclassification of first year inducement where building is considered as habitable	–	(314)
Property acquisitions in the year/period	–	8,980
Freehold investment property atthe beginning year/period	8,793	–
	As at 31 August 2022 £'000	As at 31 August 2021, as restated £'000

At 31 August 2022,the investment properties have been valued by Jones Lang LaSalle Limited ("JLL"), an accredited independent external valuer with relevant and recent experience of valuing residential properties ofthe type in which the Group invests. The investment properties were valued at 31 August 2021 by Knight Frank, an accredited independent external valuer with relevant and recent experience of valuing residential properties ofthe type in which the Group invests. Knight Frank initially were also engaged to value the investment properties at 31 August 2022 butresigned on 5 May 2023. That valuation considered alltenants to be financially viable and prepared the valuation of each asset on the investment approach. Otherthan as described below,the Directors have not adjusted the valuation as of 31 August 2021 because the Directors believe itis representative ofthe market at thattime. The August 2021 Knight Frank valuation of £9,465,000 has been reduced forthe amounts allocated to lease inducement on unhabitable properties and prepaid Seller's Works both recorded as receivables and adjusted forthe amortisation ofthe lease inducement on habitable properties recognised as an expense, as follows:

previously reported	9,465
Investment property as per the Knight Frank LLP valuation, as
Lease incentive amortisation	14
Prepaid Seller's Works	434
Lease incentive debtorfor unhabitable buildings	224
Amounts allocated to:
Investment property balance, as restated	8,793
	As at 31 August 2021, as restated £'000

Detailed information aboutthe valuation of investment property is included in Note 9 to the Consolidated Financial Statements.

7. Trade and otherreceivables

13 174 713,909 (384,410) 329,499 329,499	26,279 26,507 185,551 – 185,551 185,551
47,675 (47,662)	26,279 –
161	228
–	27
161	201
40	201
(27)	(197) –
148	197
As at 31 August 2022 £'000	As at 31 August 2021, as restated £'000
	121

All currenttrade and otherreceivables are due within one year.

Amounts due from subsidiaries are interestfree and repayable on demand. The Company has classified the outstanding balances in line with the timing ofthe expected recovery ofthese amounts.

After considering the recoverability of amounts due from subsidiaries,the Company has recognised creditlosses in the amount of £432,072,000 as at 31 August 2022 (as at 31 August 2021: none).

The Directors considerthatthe remaining carrying amount oftrade and otherreceivables approximates fair value.

8. Cash and cash equivalents

Total cash and cash equivalents	16,581	443
Cash held at bank	16,581	68
Restricted cash (see Note 4)	–	375
	As at 31 August 2022 £'000	As at 31 August 2021, as restated £'000

9. Trade and other payables

	As at 31 August 2022 £'000	As at 31 August 2021, £'000
Amounts due to subsidiaries	–	1,750
Non-current liabilities	–	1,750
	As at 31 August 2022 £'000	As at 31 August 2021, £'000
Trade and other payables	3,796	589

Alltrade and other payables are due within one year. The Directors considerthatthe carrying amount of trade and other payables approximates fair value.

Current liabilities 3,796 589

10. Share capital

	As at	As at
	31 August 2022	31 August 2021
Ordinary Shares of £0.01 each	Number	Number
Atthe beginning of
the year/period	240,570,465	–
Issued on incorporation	–	1
Further Shares issued
during the year/period	550,000,000	240,570,464
Issued and fully paid at
year/period end	790,570,465	240,570,465

Detailed information aboutthe share capital ofthe Company is included in Note 15 to the Consolidated Financial Statements.

11. Share premium

	As at 31 August 2022 £'000	As at 31 August 2021 £'000
Balance atthe beginning of year/period	–	–
Share premium arising on equity issuance	607,734	238,164
Share issue costs	(12,001)	(4,811)
Transferto special distributable reserve (Note 12)	–	(233,353)
Balance at the end of year/period	595,733	–

The share premium relates to amounts subscribed for share capital in excess of nominal value less associated issue costs ofthe subscriptions.

12. Special distributable reserve

Balance at the end of year/period	201,040	229,360
Dividend distribution	(28,320)	(3,993)
Transferfrom share premium (Note 11)	–	233,353
Balance atthe beginning of year/period	229,360	–
	As at 31 August 2022 £'000	As at 31 August 2021 £'000

The special distributable reserve represents the cancelled share premium (forthe first share issuance) less dividends paid from this reserve. This is a distributable reserve.

13. Dividends

On 15 September 2021,the Company declared an ordinary dividend of 0.84 pence per Share, which was paid on 22 October 2021 to shareholders on the register as at 24 September 2021. This dividend was paid as a property income distribution.

On 27 January 2022,theCompany declared a dividendof 1.37 pence perShare,whichwas paidon 25 February 2022 toshareholderson the register as at 4 February 2022. 0.10penceofthis dividendwas paid as a non-property income distribution.The remaining balanceof 1.27 pence was paid as property income distribution.

On 5 May 2022,the Company declared a dividend of 1.37 pence per Share, which was paid on 10 June 2022 to shareholders on the register as at 13 May 2022. This dividend was paid as a property income distribution.

On 4 August 2022,the Company declared a dividend of 1.38 pence per Share, which was paid on 9 September 2022 to shareholders on the register as at 12 August 2022. This dividend was paid as a property income distribution.

The Board approved these distributions based on financial statements and forecasts provided by AHRA and to ensure it distributed Property Income, as defined, in orderto comply with REIT regulations. In addition,the Board considered thatit had the substantial Special Distributable Reserve (Note 12) which could cover any imprecision in AHRA's estimates. However, had the full, accurate information regarding the material corrections made to these financial statements been provided to the Board atthe time of approving the distributions,the Board would not have approved the distributions.

14. Guarantee of subsidiary debt

As described in Note 10 to the Consolidated Financial Statements,the Company provided a guarantee to Scottish Widows Limited on two fixed term loan facilities where wholly-owned subsidiaries are the borrowers. Various breaches have occurred under those agreements. Since an initial waiverletter dated 30 January 2023 for an initial waiver period waiving certain breaches, new waiverletters have been issued on the expiry of each previous waiver period. The current waiverletteris scheduled to expire on 31 October 2024. The current waiverletterrelates to various matters including financial covenants, an adverse change in the position ofthe Company and its subsidiaries, a failure to deliver audited accounts and otherinformation,the suspension ofthe shares ofthe Company on the London Stock Exchange and the tax status ofthe Company. In addition, Scottish Widows Limited has indicated thatthey expectthe Group to undertake all efforts to repay both facilities by 31 December 2024. Despite the breaches,the Company does not believe thatit will be called to fund any credit losses and therefore has not established a liability for the guarantee.

15. Contingent liabilities

Harcus Parker Limited ("Harcus Parker"), a law firm specialising in claimant group actions, soliciting investors on a fully contingent basis ('no win no fee')to join togetherin bringing claims againstthe following parties:

• the Company
• the Directors Defendants (those directors who were in office when the Shares were suspended);
• AHRA;
• The Company's former AIFM, Alvarium Fund Managers (UK) Limited ("Alvarium FM"); and
• AlTi RE,the former parent of Alvarium FM and AHRA by way of an appointed representative agreement.

15. Contingent liabilities — continued

Asofthe dateofthis document,there has been noclaim issued byHarcusParker.HarcusParker has sent a preaction letterof claim(enclosing draft particularsof claim) totheCompany andDirectorDefendants (alongwith theother defendant parties listed above)on behalfof a numberof shareholders in theCompany,which alleges thattheCompany and theDirectorDefendants provided information toinvestorswhichwas false, untrue and/or misleading and as a result shareholders suffered losses. TheBoard is not currently able toconcludewhetheror when a formal claimmay be issued and, if a claimis issued, whatthe quantumof such a claimmay be.TheBoard has stated publicly that both theCompany and theDirector Defendants intend vigorously todefend the threatened claims.TheCompany and theDirectorDefendants sent a lengthy and detailed letterofresponse toHarcusParker. On 5March 2024,theCompany announced thatitintends tobring legal proceedings againstthose it considers are responsible forwrongdoing.Tothat end,theCompany sent pre-action lettersof claimtoAlvariumFMandAlTi REon 12April 2024, andAHRAon 29May 2024.

Two oftheCompany's subsidiaries issued statutory demands to a tenantin August 2024. In response, the tenant disputed the statutory demands and subsequently filed a claim in court against 8 different parties, including theCompany and the two subsidiaries. The other defendants include other companies and individuals, one of which is a former director ofthe subsidiaries. The claim has been issued byCourt but the tenant has not yet served the proceedings on the Company and subsidiaries. The claim alleges damages for conspiracy, misrepresentation,rescission of the leases and interest and court costs. The tenant has not provided particulars ofits losses but claims to have suffered a primary loss (from all parties) of approximately £1 million. One ofthe remedies being sought by the tenantis rescission ofthe leases, which would nullify the effects ofthe leases from inception. Further,the Directors believe thatif any damages have been incurred by the tenant,they are lowerthan the rent owed to the group (and which are supported by payments itis receiving from underlying occupants) However,the Directors cannot estimate whatif any amounts would be payable untilthe particulars of the losses are disclosed in detail. The Board intend to vigorously defend their position if and when the claim is issued by the tenant.

On 12 February 2024,the Company was notified by the FCA of its commencement of an investigation into the Company, covering the period from 22 September 2020 to 3 January 2023. The Directors are not able to assess or quantify whatif any action may be taken.

16. Related party transactions

Investment Adviser

AHRA was appointed as the investment adviserto the Group by entering into the Investment Advisory Agreement with the Group. Underthis agreement, the Investment Adviser advised the Group in relation to the management, investment and reinvestment ofthe assets ofthe Group. As at 31 August 2022, AHRA was a subsidiary of Alvarium Investments Limited,the ultimate parent company ofthe AIFM and the Brokerto the Group. On 4 January 2023,the Company announced that Alvarium RE Limited sold its wholly-owned subsidiary, Alvarium Home REIT Advisors Limited,to its managementin exchange for a promissory note.

The investment advisory fees shall be an amount calculated in arrears in respect of each month, in each case based upon the adjusted net asset value ofthe Group on the following basis:

• a One-twelfth of 0.85%, per calendar month of net asset value up to and including £500 million;
• b One-twelfth of 0.75% per calendar month of net asset value above £500 million up to and including £750 million; and
• c One-twelfth of 0.65% per calendar month of net asset value above £750 million.

During the year ending 31 August 2022,the Company incurred fees of £5,322,000 (2021: £1,828,000). At 31 August 2022 an amount of £582,000 was unpaid (2021: £175,000).

Initially,the Investment Advisory Agreement could be terminated on 12 months' written notice, such notice to expire on or at any time afterthe fifth anniversary of 12 October 2020. Additionally,the Investment Advisory Agreement could be terminated with immediate effect on the occurrence of certain events, including insolvency orin the event of a material and continuing breach. On 15 March 2023,the Company and AHRA agreed to terminate the Investment Advisory agreement with effectfrom 30 June 2023.

On 22 May 2023, AEW UK Investment Management LLP ("AEW") was appointed as Property Adviser forthe transition period and subsequently on 21 August 2023, on expiry ofthe transition period as AIFM and Investment Manager(see AIFM section below below). The transition period lasts from the date of appointment untilthe Commencement of Phase 1. Phase 1 continues fortwo years from the date of commencement, at which time Phase 2 would have commenced. Phase 1 commenced when the following occurred:

• 1. The adoption ofthe Revised Investment Policy,
• 1. The old Investment Manager and Investment Advisor ceased to actforthe Group,
• 1. FCA approval of AEW as AIFM fortheCompany.

AEW is paid an annual fee in Phase 1 ofthe agreement:

16. Related party transactions — continued

• 1. A fixed fee of £3,000,000 from the commencement ofthe Transition Period and as increased at each successive anniversary by the lower of CPI, RPI and 5%;
• 1. A variable fee for disposal ofinvestments of £422 per bed, as defined; and
• 1. A variable fee of 10% ofrent collected by the Group from its investments.

The maximum amount payable in any year under this agreementis £5,000,000 (which is increased in year 2 to the extentthattotal fees in year 1 fall below £5,000,000.) In Phase 2,the Company shall pay a fee of 0.75% of NAV, subjectto a minimum annual fee of £3,000,000, which increases annually atthe lower of CPI, RPI or 5% (from the commencement ofthe ofthe Transition Period.)

AIFM

Underthe terms ofthe Investment Management Agreement dated 22 September 2020, Alvarium Fund Managers (UK) Limited was appointed as the Alternative Investment Fund Manager(AIFM)to the Company. The AIFM acts as investment manager with responsibility forthe management ofthe assets ofthe Company in accordance with the investment policy ofthe Company and the policies and directions ofthe Board and is regulated in the conduct of investment business by the FCA. Alvarium Fund Managers (UK) Limited is a subsidiary of Alvarium Investments Limited,the ultimate parent company ofthe Broker and the Investment Adviserto the Company. Underthe Investment Management Agreement, the AIFM received a fee of £40,000 per annum. No performance fee was payable to the AIFM as at 31 August 2022 and 2021. The AIFM agreement with Alvarium Fund Managers (UK) Limited was terminated on 21 August 2023. On the same day, AEW UK Investment Management LLP was appointed as AIFM. Compensation forits role as AIFM is a component of the Investment Advisory fee discussed above.

Corporate Broker

Alvarium Securities Limited ("Alvarium Securities") was appointed on 22 September 2020 to provide corporate broking services to the Company. Alvarium Securities is a subsidiary of Alvarium Investments Limited,the ultimate parent company ofthe AIFM and the Investment Adviser. Alvarium Securities was paid an annualretainerfee in the amount of £50,000 by the Company. During the year ending 31 August 2022, the Company incurred additional fees of £10,413,000 (2021: £3,878,000) from Alvarium Securities in relation to equity raises in September 2021 and May 2022. In 2021 these fees were in relation to the initial public offering and subsequent admission to the London

Stock Exchange. These costs have been treated as a reduction in equity as share issue costs. On 8 February 2023, Alvarium Securities resigned.

On 1 November 2022,the Company announced that it had appointed Jefferies International Limited as Joint Corporate Brokerin exchange for an annualretainer of £50,000. On 1 February 2023,the agreement was terminated.

On 5 July 2023,the Company appointed Liberum Capital Limited as corporate broker and Capital Markets Advisor("CMA"). Liberum are paid an annual corporate broking fee of £150,000 untilthe one year anniversary ofthe Company being readmitted to trading on the main market ofthe London Stock Exchange ("readmission"). Afterthat date, Liberum will be paid an annualretainer of £100,000, with additional fees of up to £50,000 depending on certain criteria. Liberum was initially due to be paid a CMA fee of £200,000 until 31 December 2023. When Readmission did not occur by 31 December 2023,the annualretainer was increased to £240,000.

Directors

Directors are entitled to receive a fee from the Group at such rate as may be determined in accordance with the Articles. The initial fees are £36,000 for each Director and £50,000 forthe Chair per annum. The Chair ofthe Audit Committee receives an additional fee of £5,000 per annum. During the year ended 31 August 2022, Directors' fees of £176,000 (31 August 2021: £150,000) were paid, of which none was payable atthe 31 August 2022 and 2021.

As at 31 August 2022,the Directors had the following shareholdings in the Group all of which are beneficially owned.

	Number of Shares held	% of Shares in issue
Lynne Fennah	55,000	0.007
Simon Moore	56,000	0.007
Marlene Wood	30,000	0.004
Peter Cardwell	10,000	0.001

The above Directors were appointed on 3 September 2020. On incorporation on 19 August 2020 William Saunders and Alan Sauvain were appointed as Directors, and subsequently resigned as Directors on 3 September 2020.

17. Post balance sheet events

Post balance sheet events ofthe Company are included in Note 26 to the Consolidated Financial Statements.

18. Ultimate controlling party

There is no ultimate controlling party ofthe Company.

Appendix 1 – Key Regulatory News Services Announcements September 2021 to 10 October 2024

Home REIT plc | Annual Report | Forthe year ended 31 August 2022 145

Appendix 2 – Governance and Internal Control

Glossary

Company information

Appendix 1

Key Regulatory News Service Announcements 1 September 2021 to 10 October 2024

Date	Title	Key
15-Sep-21	Interim Dividend Declaration 0.84 pence perOrdinary Share in respect ofthe period from 1May 2021 to 31August 2021.	SA
	From 1 September 2021,theCompany is targeting an annual dividend of 5.5 pence per Ordinary Share.
23-Sep-21	Results of Oversubscribed Initial Issue Gross proceeds of £350m through an Initial Issue of New Ordinary Shares at an issue price of 109 pence.	SA
18-Oct-21	£166.4m of acquisitions Acquired 23 portfolios comprising 366 properties for an aggregate purchase price* of £166.4m.	PROP
11-Nov-21	Acquisitions Acquired 19 portfolios comprising 173 properties for an aggregate purchase price* of £62.6m.	PROP
02-Dec-21	New 15-year term £130m debt facility agreed New facility secured on a 15-yearterm with a low fixed all-in rate of 2.53% per annum.	F
17-Dec-21	Further £60m deployed following equity issue – Acquisitions Acquired 20 portfolios comprising 89 properties for an aggregate purchase price* of £60.2m.	PROP
25-Jan-22	Net proceeds of £350m Equity Issue fully deployed – Acquisitions Acquired 240 additional properties for an aggregate purchase price* of £55.1m.	PROP
27-Jan-22	Dividend declaration Interim dividend of 1.37 pence per Ordinary Share.	SA
10-Mar-22	Investment Adviser Update Jamie Beale, part ofAHRA's managementteam to step down for personalreasons. Gareth Jones, who has acted as Fund Manager andCFO,remains and will continue to be supported by the widerteam at AHRA, includingCharlotte Fletcher as Head of Transactions.	IA
05-May-22	Home REIT acquires 156 properties for £42.4m Acquired 156 properties for an aggregate purchase price* of £42.4m.	PROP
05-May-22	Interim Dividend Declaration Interim dividend of 1.37 pence per Ordinary Share.	SA
27-May-22	Result of Oversubscribed Placing Gross proceeds of £263m through an issue of New Ordinary Shares at an issue price of 115 pence.	SA
04-Jul-22	Home REIT adds 998 beds to portfolio for £92.3m Acquired 183 properties for an aggregate purchase price* of £84.9m.	PROP
	In addition, 33 properties recently acquired for an aggregate purchase price* of £7.4m.
04-Aug-22	Interim Dividend Declaration Interim dividend of 1.38 pence per Ordinary Share.	SA
05-Aug-22	£85.1m of acquisitions and Investment Adviser update Acquired 199 properties for an aggregate purchase price of £85.1m.	PROP, IA
	Alex Baker has joined Gareth Jones andCharlotte Fletcher within the senior managementteam atAHRA.
13-Sep-22	Home REIT acquires 158 properties for £57.4m Acquired 158 properties for an aggregate purchase price of £57.4m.	PROP

Date	Title	Key
01-Nov-22	Trading update	T, IA
	Circle Housing, a tenant was placed into voluntary administration in July 2022.
	AHRAUpdate: appointed James Snape asCFO; Gareth Jones stepping back from his role as fund manager whilst he takes a period ofleave for health reasons.Charlotte Fletcherremains as co-fund manager whilstAlex Baker has been promoted from assistantfund managerto co-fund manager.
23-Nov-22	Response to inaccurate short selling report	RTP
	Full year results delay
25-Nov-22	TheCompany is required to delay publication ofits Results while BDO completes an additional verification exercise.	RES
30-Nov-22	Full response to short selling report	RTP
12-Dec-22	Dividend announcement and further update	SA, RES
	Interim dividend of 1.38 pence per Ordinary Share declared and takes the total dividends paid and declared in respect ofthe financial year ended 31August 2022 to 5.5 pence per Ordinary Share. TheCompany's auditor BDO is carrying out enhanced audit procedures.
03-Jan-23	Temporary share suspension	SN
	The listing oftheCompany's ordinary shares has been temporarily suspended with effectfrom 7.30 a.m. on 3 January 2023.
04-Jan-23	Statement re Alvarium Home REIT Advisors Limited	IA
	Alvarium RE Limited (now calledAlTi RE Limited) entered into an agreementto sell AHRA to a newly formed entity owned by the management ofAHRAfunded by way of a promissory note.
12-Jan-23	Response to media reports	T
	TheCompany has seen a general deterioration in its rent collection position and neither Big Help Group nor Noble Tree Foundation has paid rent contractually due forthe quarterto 30 November 2022.
19-Jan-23	External Property Manager	IA
	AHRA has entered into an agreement with Simpactto accelerate and further support AHRA's ongoing asset management and monitoring programme.
25-Jan-23	Response to media reports – Tenant update	T
	Lotus Sanctuary has not paid any rentforthe quarterto 30 November 2022.
16-Feb-23	Update, Review of Strategic Options, Possible Sale	SP, SN, IA
	Alvarium Securities resigned as broker and the agreement with Jefferies was terminated. Smith Square Partners LLP appointed as Financial Advisers on 13 February 2023.
	Forthe quarter ending November 2022, only 23% ofrent has been collected.
	The Board is considering all strategic options including the possible sale ofthe Company. TheCompany received an unsolicited approach from Bluestar Group Limited.
	A&M instructed to investigate allegations of wrongdoing in early January 2023.
06-Mar-23	Tenant update	T
	Gen LivUKCICand Lotus SanctuaryCIC,tenants making up 5.7% and 12.5% respectively oftheCompany's annualrentroll, have entered into a creditors' voluntary liquidation ("CVL").
15-Mar-23	Update on Review of Strategic Options	IA, SN
	The Board is considering all its options forthe ongoing management oftheCompany's assets, and, consequently, is initiating a process to consider candidates to act as investment adviser.
	The Board continues to explore all options, including an orderly realisation of some or all ofits assets and/or a sale oftheCompany to maximise value for shareholders.

Appendix 1 — continued
Date	Title	Key
16-Mar-23	Extension of PUSU deadline The Takeover Panel has consented to an extension to the deadline by which Bluestaris	SN

16-Mar-23	Extension of PUSU deadline	SN
	The Takeover Panel has consented to an extension to the deadline by which Bluestaris required eitherto announce a firm intention to make an offer or announce thatit does notintend to make an offer.
05-Apr-23	Further Update on Review of Strategic Options	IA, SN, F
	TheBoard continues to explore all available options, and is giving particular consideration to the potential sale in the near-term of a limited number of properties.
	The Group has agreed to repay £30m of debt. The Lender has also provided the Group with access to additionalfunds for general working capital purposes.
	The Board has recently received an initial draft ofA&M's report on its investigation findings.
13-Apr-23	Further extension of PUSU deadline The Takeover Panel has consented to an extension.	SN
11-May-23	Response to announcement by Bluestar	SN
	The Board believes that progressing Bluestar's proposal atthis time is unlikely to maximise value for shareholders. TheCompany is now no longerin an offer period under the TakeoverCode.
23-May-23	Appointment of AEW The Board has entered into an agreement withAEW under which, effective immediately, AEW will act as theCompany's PropertyAdviser and will become the Investment Manager and AIFM to theCompany.	IA
30-May-23	Update on Internal Investigation	IA
	A&M has delivered to theCompany a detailed report("A&M Report"). TheCompany
	reserves all ofits rights in respect ofthe matters referred to in the A&M Report and does not wish to prejudice its position in respect of any further action which may follow. Accordingly, and mindful ofits obligations,there is a limit on the information thatthe Company feels thatitis appropriate to disclose publicly.
	Key findings:
	• Arrangements forthe refurbishment of properties were not broughtto the Board's attention by the Investment Adviser.
	• Settlement ofrent arrears and arrangements with tenants were not broughtto the Board's attention by the Investment Adviser.
	• Ongoing monitoring oftenants was limited by the Investment Adviser.
	• Information provided to The Good Economy by the Investment Adviser was inaccurate
28-Jul-23	Notice of General Meeting	SN, INV, SP
	Circular published containing details of proposed amendments to theCompany's Original Investment Policy.
	TheCompany has appointed JLL as its new property valuer.
02-Aug-23	Tenant update	T
	Redemption ProjectCIC, a tenant making up 11% ofrent demanded in June, has entered into aCVL.
	Serenity SupportCIC, a tenant making up 1% ofrent demanded in June, has also entered into aCVL.
04-Aug-23	Property Sales Exchanged on the sale of 40 properties for gross proceeds of £4.8m.	PROP
21-Aug-23	Result of General Meeting Shareholders approved the Amended Investment Policy.	INV, IA
	AEW has been appointed as theCompany'sAIFM and Investment Manager with immediate effect.

Date	Title	Key
23-Aug-23	Transfer of sub-leases 100 leases of properties in the One (Housing & Support)CICportfolio were surrendered, with theCompany assuming directleases with the existing sub-tenant, Mears Limited.	T
04-Sep-23	Monthly Update JLL to undertake valuations as at 31 August 2022, 28 February 2023 and 31August 2023. Vibrant Energy Matters appointed to inspect all 2,473 properties. Revised accounting policies forlease income recognition and acquisition accounting are being finalised. The Board has initiated a formal and phased succession process.	SP, RES, D
07-Sep-23	Tenant update Supportive HomesCIC, a tenantrepresenting 11.3% ofrent demanded in August 2023, has entered into aCVL.	T
22-Sep-23	Surrender of leases and transfer of sub-leases Redemption has agreed to surrenderits leases on 146 properties with Mears Limited becoming a directtenantfor 77 properties the remaining lease term. Forthe remaining 69 properties,theCompany has agreed flexible leases with theCommunity Accommodation Group and appointed Myshon Limited to manage the properties.	T
29-Sep-23	Property Sales Exchanged on the sale of 137 properties for gross proceeds of £22.8m.	PROP
02-Oct-23	Monthly Update Repayment of £3.8m of debt.	F
06-Nov-23	Monthly Update Exchanged on the sale of a further 14 properties for £9.0m on 2 November 2023.	PROP
09-Nov-23	Property Sales Exchanged on the sale of 153 properties for gross proceeds of £24.3m.	PROP
28-Nov-23	Surrender of leases Agreement with Eden Safe forthe surrender ofits leases on 38 properties. The Company will be appointingCentrick as Property Managerto these properties.	T
05-Dec-23	Monthly Update Marigold Housing, which leases 15 properties representing 0.9% ofrent demanded in November, entered into liquidation on 15 November 2023. Repayment of £17.9m of debt. TheCompany and the Lender have agreed an additionalfee of 5.00% per annum charged on the aggregate outstanding loan balances on a daily basis from 30 November 2023. The additionalfee is payable atthe earlier of 28 June 2024 or on full repayment ofthe loans.	T, F
20-Dec-23	Property Sales Overlast five days exchanged on the sale of 80 properties for gross proceeds of £16.2m.	PROP
20-Dec-23	Property Valuation and Portfolio Update JLL has issued draft valuation report as at 31 August 2023, 28 February 2023 and 31 August 2022. The reduction in the property valuation is principally a result of a re-assessment ofthe quality ofthe assets and ofthe covenant strength ofthe tenants.	PROP
08-Jan-24	Monthly Update Repayment of £25.6m of debt.	F

Date	Title	Key
18-Jan-24	Directorate Change Appointment of Michael O'Donnellto succeed Lynne Fennah as Independent Non ExecutiveChair with immediate effect with Lynne remaining on the Board to provide continuity. The remaining members ofthe Board understand that shareholders would like to see a refresh ofthe Board and so they will step down on publication on the Company's financialresults.	D
24-Jan-24	Property Sales Exchanged on the sale of 103 properties for gross proceeds of £6.6m.	PROP
05-Feb-24	Monthly Update Repayment of £9.9m of debt.	F
13-Feb-24	Notification of Investigation by the FCA TheCompany has been notified by the FCAofits commencement of an investigation into theCompany, covering the period from 22 September 2020 to 3 January 2023.	L
15-Feb-24	Property Sales Exchanged on the sale of 117 properties for gross proceeds of £5.6m.	PROP
05-Mar-24	Monthly Update Repayment of £13.7m of debt. TheCompany intends to bring legal proceedings againstthose parties it considers are responsible for wrongdoing.	F, L
28-Mar-24	Property Sales Exchanged on the sale of 63 properties for gross proceeds of £6.1m.	PROP
02-Apr-24	Directorate Change Appointment of Peter Williams as SeniorIndependent Non-Executive Director.	D
04-Apr-24	Monthly Update Repayment of £5.1m of debt.	F
18-Apr-24	Update on Potential Litigation TheCompany has recently issued a comprehensive response to a pre-action letter of claim received from Harcus Parker, on behalf of certain shareholders.	L, IA
	TheCompany recently issued pre-action letters of claim toAlvarium FM and AlTi RE**.
19-Apr-24	Property Sales Exchanged on the sale of 65 properties for gross proceeds of £15.9m.	PROP
07-May-24	Monthly Update Repayment of £3.9m of debt.	F
10-May-24	Property Sales Exchanged on the sale of 76 properties for gross proceeds of £14.6m.	PROP
29-May-24	Agreement Secured For Surrender Of Leases Agreement with Big Help forthe surrender ofits leases on over 600 properties.	T
04-Jun-24	Tenant Update Noble Tree Foundation Limited ("Noble Tree") a tenant of 143 properties and representing c.7% ofrent demanded in April, has entered into administration.	T
05-Jun-24	Monthly Update Repayment of £8.3m of debt.	F
	TheCompany has now issued a pre-action letter of claim toAHRA.	IA
07-Jun-24	Directorate Change Appointment of Rod Day as Independent Non-Executive Director. Rod will in due course Chairthe AuditCommittee.	D

Appendix 1 — continued

Date	Title	Key
17-Jun-24	Update on Re-financing The Board has concluded thatit will not be able to secure a re-financing ofthe existing facility with Scottish Widows, on terms thatit could recommend to shareholders, despite extensive and advanced discussions with a potential lender.	F
21-Jun-24	Property Sales Exchanged on the sale of 133 properties for gross proceeds of £11.36m.	PROP
28-Jun-24	Publication of Accounts Further delay to the publication ofAnnual & Interim Reports now expected for August 2024.	RES
03-Jul-24	Monthly update Repayment of £17.1m of debt	F
	The existing lender has revised the terms ofthe additionalfee charged on the outstanding loan amount and the 5% fee will increase to 7% from 1 July 2024 until the fullrepayment ofthe loan. The Lender expects to be fully repaid no laterthan 31 December 2024.
16-Jul-24	Proposed managed wind-down strategy TheCompany announced the proposed adoption of a managed wind-down strategy pursuantto which the assets oftheCompany would be sold with the objectives of optimising remaining shareholder value and repaying theCompany's loan balance.	INV
02-Aug-24	Property Sales Exchanged on the sale of 226 properties for gross proceeds of £26.5m.	PROP
05-Aug-24	Monthly Update Repayment of £8.5m of debt. Lynne Fennah has notified theCompany of herintention to step down from the Board on the publication ofthe 2023 financialresults, but will continue to assisttheCompany, when necessary, on historic legal and FCA matters.	F, D
08-Aug-24	Tenant Update One (Housing & Support)CIC, a tenant of 110 properties and representing c.7% of properties as at 31 July 2024, has entered into administration.	T
14-Aug-24	Agreement Secured For Surrender Of Leases Agreement with Mansit Housing forthe surrender ofits leases on 68 properties.	T
23-Aug-24	Notice of General Meeting Circular published containing details of proposed amendments to theCompany's Amended Investment Policy.	SN, INV
30-Aug-24	Property Sales Exchanged on the sale of 101 properties for gross proceeds of £18.5m.	PROP
05-Sep-24	Monthly Update Repayment of £12.2m of debt.	F
16-Sep-24	Result of General Meeting Shareholders approved the ordinary resolution forthe Managed Wind-Down strategy.	SN, INV
30-Sep-24	Property Sales Exchanged on the sale of 200 properties for gross proceeds of £36.9m.	PROP

* Purchase price including acquisition costs

** Correction:the RNS announcement dated 18 April 2024 referred to AlTi RE Limited as the Company's former investment adviser's "appointed representative" instead of "principal".

Key:

D Directors

F Financing Update IA Investment Adviser/ AIFM/Investment Manager

INV Investment Policy

L Potential Litigation/FCA Investigation

PROP Property – Acquisition,Disposal, Valuation RES Results and trading updates

RTP Response to Third Party Reports

SA Shareholder Activity –Dividend, Share Issuance

SN ShareholderNotice – Annual General Meeting. General Meeting

SP Service Provider T Tenant Update

Appendix 2

Governance and Internal Control

Overview of the Company

The Company is an externally managed real estate investmenttrustthat has no employees, only nonexecutive directors. The non-executive Board is responsible forleading and controlling the Group and has overall authority forthe management and conduct ofthe Company's business, strategy and development. In orderto fulfilthese obligations,the Board appointed AEW as the Investment Manager and AIFM to provide investment management services.

The Directors have contractually delegated the management ofthe investment portfolio,the registration services, administration services and other services to third party service providers and reliance is therefore placed on the internal controls ofthose service providers. Although the Company's executive managementfunction is outsourced, itremains the responsibility ofthe Board to:

• i. assess whetherthe outsourced functions are being performed adequately;
• ii. ensure thattheCompany has adequate resources; and
• iii. establish procedures to monitorthe performance ofthird parties performing the outsourced functions. The Board ensures thatthere are clear financialreporting lines and accountability, with segregation of duties.

Corporate Governance

The Board is ultimately responsible forthe reviewing the effectiveness ofthe Company's overall internal control arrangements and processes. The Board is responsible forthe ongoing process foridentifying, carrying out a robust assessment of, and managing and mitigating the principalrisks faced by the Company.

The principal documentation forthe Governance and Internal Control is the Financial Position and Prospects Procedures ("FPPP") memorandum. The FPPP details procedures forthe Directors to make proper judgements on an ongoing basis as to the financial position and prospects ofthe Company.

The risk management process and systems of internal control are designed to manage ratherthan eliminate the risk of failure to achieve the Company's investment objectives. Such systems can only provide reasonable, not absolute, assurance against material misstatement orloss.

The internal financial control systems aim to ensure the maintenance of proper accounting records,the reliability ofthe financial information upon which

business decisions are taken,reports are published and the assets ofthe Company are safeguarded.

The key procedures include review of management accounts, monitoring of performance ofthe Company and AEW at quarterly Board meetings, segregation ofthe administrative function from investment management, maintenance of appropriate insurance and adherence to physical and computer security procedures.

The Board meets at a minimum quarterly and more often ifrequired. Currently the Board holds monthly review meetings with AEW. Quarterly (and currently monthly)review meetings follow standing agendas with other matters considered appropriate from time to time.

Board Responsibility

The Board has adopted a formal schedule of matters reserved for decision by the Board, a copy of which is available on the Company's website. These matters include:

• i. responsibility forthe determination ofthe Company's investment objective and policy including any investmentrestrictions (subjectto any necessary shareholder approvals);
• ii. overallresponsibility forthe Group's activities, including the review of investment activity, gearing, performance and supervision of AEW and other key service providers;
• iii. approval of Annual and Half-Yearly Reports and Financial Statements and accounting policies, prospectuses, circulars and other shareholder communications;
• iv. raising new capital and approval of financing facilities;
• v. approval oftheCompany's dividend policy and approval of dividends;
• vi. approval ofthe NAV ofthe Group;
• vii. Board appointments and removals;
• viii. appointment and removal ofthe Investment Manager, AIFM, Investment Adviser, Auditor and the Company's other key service providers;
• ix. approval of material contracts entered into, varied orterminated by theCompany;
• x. corporate governance,risk managementframework and internal control; and
• xi. compliance with tax and otherregulations.

The Amended Investment Policy details the parameters for acquisition and disposal of investments to be undertaken by AEW. Any investmenttransactions to be undertaken outside these parameters and material contracts require Board approval. Acquisitions are no longer permitted underthe New Investment Policy.

Internal Control Assessment Process

Reviews of internal controls are undertaken regularly in the context ofthe Company's overall investment objective. The Board has categorised risk management controls underthe following key headings: investment strategy and operations;real estate sector;risks relating to Shares; engagements with third party service providers;taxation; accounting, operational and financialreporting; governance and regulatory compliance; and emerging risks including climate risk. In arriving atits judgement of whatrisks the Company faces,the Board has considered the Company's operations in light ofthe following factors:

• i. the nature and extent ofrisks which itregards as acceptable forthe Group to bear within its overall business objective;
• ii. the threat of such risks becoming reality;
• iii. theCompany's ability to reduce the incidence and impact ofrisk on its performance; and
• iv. the costto theCompany and benefits related to the review ofrisk and associated controls of theCompany.

A risk matrix is in place against which the risks identified and the controls to mitigate those risks can be monitored. The risks are assessed on the basis of the likelihood ofthem happening,the impact on the business ifthey were to occur and the effectiveness of the controls in place to mitigate them. This risk register is reviewed atleast every six months.

Internal Audit Consideration

The Board keeps the need for an internal auditfunction under periodic review. All key service providers report atleast annually regarding theirinternal controls including provision oftheirISAE 3402, or equivalent reports. The Board has considered the cost-benefit of engaging independentreview of key service providers and concluded the existing system of monitoring and reporting by third-party service providers remains appropriate.

Review of Governance and Internal Control

The Board has considered its risk management framework, internal control systems, procedures and processes. The FPPP was updated in October 2023 with minor amendments to reflectthe appointment ofthe new Investment Manager and AIFM and the Amended Investment Policy, further amendments were made in September 2024 including details ofthe finalised

accounting policies, new Board members and update of the risk registerforthe New Investment Policy.

The Board and the Audit Committee, has undertaken a robust assessment and review ofthe emerging and principalrisks facing the Company and the Group, together with a review of any new risks which may have arisen, including those that would threaten its business model, future performance, solvency orliquidity. The risk register has and continues to be regularly updated (mostrecently in October 2024) and was substantially amended due to the increased risk and activities ofthe Group during the Stabilisation Period and subsequently the revised risks following shareholder approval ofthe Managed Wind-Down.

Due to information that came to light post period end which was in contradiction to reporting previously provided to the Board by AHRA and Alvarium FM during the period,together with low rent collection and further evidence of material information being withheld from the Board,the Board has considered its risk managementframework, internal control systems, procedures and processes. As a result of that significant and material information,the following amendments ofthe risk managementframework and internal controls systems have been made:

• Rigorous selection process forthe appointment of a new Investment Manager and AIFM;
• Internal inspection of properties by Vibrant, JLL and otherthird parties to ascertain condition;
• Provision of a contact address forthe Chair on the Group's website and requestfor key service providers to provide relevant employees contact details ofthe Chairto raise concerns, with the Group's whistleblowing policy updated accordingly;
• Health & Safety consideration with AEW having established a Health & Safety Committee which regularly reports to the Board. Health & safety is a standard item on the Board agenda's recognising the new leasing model such thatleases are no longer limited FRI leases and the Group having leases (ASTs) with occupiers during the Stabilisation Period and the Managed Wind-Down;
• Board approval of a revised expense payment policy; and
• a 13 week cashflow is currently maintained and updated regularly by AEW as the Directors seek to stabilise the financial position ofthe Group during the Stabilisation Period and the Managed Wind-Down.

Investment Manager

The Investment Manageris appointed to act as AIFM ofthe Company with responsibility to manage the assets ofthe Company initially in accordance with the Amended Investment Policy ofthe Company and subjectto the overall policies and directions ofthe Board. From 16 September 2024,the New Investment Policy applies.

AEW's key responsibilities include the following:

• i. providing AIFM managementfunctions including portfolio management and risk management services;
• ii. managing the investment and re-investment of the assets ofthe Group on a discretionary basis in accordance with the Amended Investment Policy/ New Investment Policy and investmentrestrictions and with a view to achieving the investment objective oftheCompany;
• iii. managing the borrowings and gearing in accordance with policies and guidelines and managing working capital and liquidity within the Group's investment portfolio;
• iv. monitoring the performance ofthe administrator, the valuer and the depositary;
• v. seeking and evaluating potential investments by the Group, including carrying out financial evaluation and due diligence and providing written evaluations ofthe financial, structural and legal issues relevant to the potential investments;
• vi. performing due diligence on approved investments;
• vii. monitoring and analysing the performance ofthe Group's investments; and
• viii. performing credit analysis priorto making an investment and performing ongoing tenant credit analysis (including checking thatrent has been received and following up with tenants on unpaid amounts).

AEW reports key matters atthe quarterly Board meetings including but notlimited to:

• Financial position ofthe Group.
• Performance ofthe Group.
• Acquisition and disposal of investments.
• Investmentrestrictions and compliance.
• Debtleverage and covenant analysis.
• Tenant and asset update including relevant information on tenants such as occupancy, condition, capex requirements,rent collections, credit analysis, and financial viability.
• Property managers and key third-party appointments.
• Report on properties under separate management agreements.
• During the Stabilisation Period and the Managed Wind-Down, a 13 week cashflow.
• Investment Managerresourcing and third-party providers.
• Health & Safety material matters.
• Any other material matters that should be brought to the Board's attention.

The Investment Manager has an established track record of successfully investing in UK real estate, founded on a robust and disciplined investment and asset management process. AEW operates a multilayered governance framework with challenge at every level. The underlying principle ofthe process is to ensure that client objectives are optimised in a controlled and risk managed environment.

As a subsidiary of one ofthe world's largest banking groups, AEW has rigorous policies and processes in place to ensure compliance with allrelevantregulations and legislation. AEW participates in the wider group's Enterprise Compliance and Risk Programme operated by Natixis Investment Managers ("Natixis IM"), which provides a comprehensive compliance and risk managementframework and governance structure based on the three lines of defence model. The principle ofthe three lines of defence relies on a multitiered approach:

• Firstline of defence:risk management controls are integrated into the operating processes formalised in clearly defined policies and procedures. Teams are also required to participate in relevanttrainings and escalate any potentialrisk-related issues or incidents to the second line of defence.
• Second line of defence: appropriate review and challenge of firstline activities. This includes control carried out by the compliance department through the permanent control programme. The Compliance Officer and the Risk Manager both have additional dualreporting lines into the local CEO and AEW Group counterparts and into the respective Natixis IM Chief Compliance Officer or Chief Risk Officer.
• Third line of defence: Internal audit undertaken with independent Natixis IM's compliance department and auditinspections undertaken by Natixis and the Groupe BPCE's auditfunctions.

Glossary

Administrator

Apex Fund and Corporate Services (UK) Limited. The Administratoris responsible for calculating the Net Asset Value ofthe Ordinary Shares in consultation with the AIFM and the Investment Adviser orInvestment Manager as relevant and reporting this to the Board

AEW

AEW UK Investment Management LLP – Investment Manager and AIFM from 21 August 2023

AGM

Annual General Meeting

Aggregators

The various property vendors that entered into a settlement agreement dated 8 December 2022

AHRA

Alvarium Home REIT Advisors Limited now in liquidation – Investment Adviser until 30 June 2023

AIC

Association of Investment Companies. This is the trade body for closed-ended investment companies (www. theaic.co.uk)

AIC Code

The AIC Code of Corporate Governance, as published in February 2019. A framework of best practice guidance forinvestment companies

AIFM

Alternative Investment Fund Manager. The entity that provides portfolio management and risk management services to the Company and which ensures the Company complies with the AIFMD. The Company's AIFM was Alvarium Fund Managers (UK) Limited until 21 August 2023 when AEW UK Investment Management LLP succeeded it

AIFMD

Alternative Investment Fund Managers Directive.

AlTi RE Limited

AHRA's former principal by virtue of an appointed representative agreement

A&M

Alvarez & Marsal Disputes and Investigations LLP consulting firm instructed by Board in January 2023 to conduct an investigation into allegations of wrongdoing, including matters raised in the Viceroy Research Report

Alvarium FM

Alvarium Fund Managers (UK) Limited,the AIFM until 21 August 2023

Alvarium Securities

Alvarium Securities Limited (now called Ellora Partners Limited) provided corporate broking services to the Group until 8 February 2023

Amended Investment Policy

Investment policy approved by shareholders on 21 August 2023 including a Stabilisation Period

Articles

The articles of association ofthe Company

Assured Shorthold Tenancies ("AST")

A type ofresidentialtenancy in England and Wales. The most common form of arrangementthatinvolves a private landlord or housing association

BDO

BDO LLP is the Group's independent auditor

Big Help

Comprises Big Help Homes CIC, Big Help Project, CG Community Council, Dovecot & Princess Drive Community Association, N-Trust Homes CIC, Select Social Housing

Broker

A third party that provides corporate finance advisory services to the Company, including research and fundraise support(including roadshow, marketing and book-building services). Alvarium Securities Limited acted as sole Brokerfrom 21 September 2020 until Jefferies International Limited was appointed as Joint Brokerfrom 29 October 2022. Alvarium Securities Limited resigned on 8 February 2023. The agreement with Jefferies International Limited was terminated on 1 February 2023. Liberum Capital Limited (now Panmure Liberum Limited) was appointed as Capital Markets Advisor on 5 July 2023 and will act as Brokerfrom the date on which the Company's ordinary shares are readmitted to listing on the premium listing segment of the Official List and to trading on the main market of the London Stock Exchange

Capital Markets Adviser

Panmure Liberum Limited (previously Liberum Capital Limited) was appointed as Capital Markets Adviser on 5 July 2023 and will act as Brokerfrom the date on which the Company's ordinary shares are re-admitted to listing on the premium listing segment ofthe Official List and to trading on the main market ofthe London Stock Exchange

CIC

A Community Interest Company. A limited company, with special additional features, created forthe use of people who wantto conduct a business or other activity for community benefit, and not purely for private advantage

Glossary — continued

Company

Home REIT plc

Company Secretary Apex Fund and Corporate Services (UK) Limited

Company website

www.homereituk.com

Completion

The point at which ownership ofthe property is legally transferred by dating the transfer deed

Consolidated Financial Statements

The Group accounts which include the Company and the subsidiaries included in Note 25 to the Consolidated Financial Statements

Covenant strength

The strength of a tenant's financial status and its ability to perform the covenants in the lease

Creditors Voluntary Liquidation (CVL)

A Creditors' Voluntary Liquidation is a formal liquidation process which brings aboutthe end of an insolvent company. Liquidation involves the winding up of a company's affairs,resulting in the sale of its assets and dissolution. Companies may alternatively enterinto administration which focuses on rescuing the company from insolvency by restructuring its operations and finances

Deferred Fees

The Deferred Fee imposed by Scottish Widows computed as: i) 0.5% ofthe aggregate amounts outstanding on the two loans at each of 31 August 2023 and 30 November 2023, and ii) a fee from 30 November 2023 computed as the equivalent of 5.0% per annum on the aggregate amounts outstanding on the two loans as computed on a daily basis, which from 1 July 2024 increased from 5% to 7%. All ofthese fees are payable upon full and finalrepayment ofthe loans

Depositary

Apex Depositary (UK) Limited appointed to provide cash monitoring, safekeeping and asset verification and oversightfunctions as prescribed by the AIFMD

Directors Defendents

The Directors who were in place from inception to 3 January 2023

Dividend per share

The total dividend paid and proposed in respect of a period divided by the number of ordinary shares eligible forthe dividend on the record date

EPC

Energy Performance Certificate

EPRA

European Public Real Estate Association,the industry body representing listed companies in the real estate sector

ERV

Estimated Rental Value

ESG

Environmental, Social and Governance

Exempt Accommodation

Supported housing where the landlord is a not-forprofit organisation and provides care, support and supervision to the claimant

Exempt Rents

Rents in relation to Exempt Accommodation

Exchange

The point on a property transaction at which the contractto sell is exchanged and dated and becomes legally binding

Fair Value

The estimated amountfor which a property should exchange on the valuation date between a willing buyer and a willing sellerin an arm's length transaction after proper marketing and where parties had each acted knowledgeably, prudently and without compulsion

Fair value movement

An accounting adjustmentto change the book value of an asset orliability to its fair value

FCA

The Financial Conduct Authority

FRI lease

A lease which imposes fullrepairing and insuring obligations on the tenant,relieving the landlord from all liability forthe cost of insurance and repairs

FPPP

Financial Position and Prospects Procedures memorandum

FY21

Period from 19 August 2020 to 31 August 2021

FY22

Year ended 31 August 2022

FY23

Year ended 31 August 2023

Gross Asset Value

The aggregate value ofthe total assets ofthe Company as determined in accordance with IFRS

Group

Home REIT plc and its subsidiaries

Glossary — continued

Groupe BPCE

The ultimate owner of AEW. Groupe BPCE is the second-largest banking group in France. Groupe BPCE operates in the retail banking and insurance fields in France via its two major networks, Banque Populaire and Caisse d'Epargne, along with Banque Palatine. It also pursues its activities worldwide with the asset & wealth management services provided by Natixis Investment Managers (Natixis IM) and the wholesale banking expertise of Natixis Corporate & Investment Banking

Harcus Parker

Harcus Parker Limited a law firm specialising in claimant group actions, soliciting investors on a fully contingent basis ('no win no fee')to join togetherin bringing claims againstthe Company and other parties

House of Multiple Occupation ("HMO")

Rental property where atleastthree tenants live, forming more than one household sharing common facilities, such as kitchens and bathrooms

IAA

Investment Advisory Agreement between the Company, Alvarium FM and AHRA dated 22 September 2020

IFRS

UK adopted international accounting standards in conformity with the requirements ofthe Companies Act 2006 ("Adopted IFRSs")

Independent valuer

An independent external valuer of a property. The Company's external valuer was Knight Frank forthe period ended 28 February 2022 and prior. JLL was appointed on the 18 July 2023 to retrospectively value properties as at 31 August 2022 and subsequent periods

Investment Adviser

Alvarium Home REIT Advisors Limited ("AHRA")the appointed investment adviser until 30 June 2023

Investment Manager

AEW UK Investment Management LLP ("AEW"), the appointed Investment Manager and AIFM from 21 August 2023

IMA

Investment Management Agreement between the Company and Alvarium FM dated 22 September 2020 orInvestment Management Agreement between the Company and AEW dated 22 May 2023

IPO

The admission to trading on the London Stock Exchange's Main Market ofthe share capital ofthe Company and listing of Ordinary Shares to the premium segment ofthe Official List ofthe FCA, on 12 October 2020

JLL

Jones Lang LaSalle Limited,the Group's Independent Valuer appointed on 18 July 2023 to value properties retrospectively as at 31 August 2022 and subsequent periods

Knight Frank

Knight Frank LLP the Group's independent valuer as at 28 February 2022 and previous periods

KPIs

Key performance indicators

Lease incentives/inducements

Incentives offered to tenants to enterinto a lease. Typically this will be an initialrent-free period, or a cash contribution to fit-out. Under accounting rules,the value ofthe lease incentive is amortised through the Statement of Comprehensive Income on a straight-line basis untilthe lease expiry

Lender

Scottish Widows Limited ("Scottish Widows")

Liberum

Liberum Capital Limited (now Panmure Liberum Capital Limited) appointed on 5 July 2023 as capital markets adviser and will act as the corporate brokerto the Company on commencement ofre-listing on the Company's shares

Listing Rules

The listing rules ofthe FCA made underthe Financial Services and Markets Act 2000 as amended from time to time

Loan to value ("LTV")

The outstanding value of bank borrowings as a percentage ofthe fair value of investment property as stated in the independent valuation

Local Housing Allowance ("LHA")

Rates used to calculate housing benefitfortenants renting from private landlords

Managed Wind-Down

The Company being managed with the intention ofrealising allthe assets in its property portfolio in an orderly manner and with a view to repaying borrowings and making timely returns of capitalto shareholders whilst aiming to optimise value forthe Company's assets

Market capitalisation

The mid-market price for an ordinary share ofthe Company multiplied by the number of ordinary shares in issue

MEC

Management Engagement Committee

Glossary — continued

MV-VP

Market Value – Vacant Possession – refers to the value of an income-producing asset, assuming there is no tenant. Itrepresents the value ofthe property without considering any lease orrental income

Natixis IM

Natixis Investment Manager, an international asset management group based in Paris, France,thatis part ofthe Global Financial Services division of Groupe BPCE. Natixis IM is wholly owned by Natixis, a French investment banking and financial services firm. Natixis is wholly owned by BPCE, France's second largest banking group

Net Asset Value (NAV)

Net Asset Value is the equity attributable to shareholders calculated underIFRS

NAV per share

Equity shareholder, funds divided by the number of Shares in issue. This measure allows a comparison with the Company's share price to determine whetherthe Company's shares are trading at a premium or discount to its NAV calculated underIFRS

NAV total return

The percentage change in NAV, assuming that dividends paid to shareholders are reinvested at NAV to purchase additional Shares. This is an alternative performance measure thatthe Company tracks, as itis a directindicator ofthe value produced by the Company's operations

Net break gains/losses

Net break gains resultfrom provisions ofthe loan facility agreements which, at each early repayment event, generate a synthetic interestrate swap breakage on the fixed rate (effective swap rate) element ofthe loans resulting in a break gain orloss, and a make whole on the margins ofthe loans (Spens Cost)

New Investment Policy

Investment policy approved by shareholders on 16 September 2024 in respect ofthe Managed Wind-Down ofthe Group

Noble Tree

Noble Tree Foundation Limited

Original Investment Policy

Investment policy in place atIPO until 21 August 2023

Non-PID

Non-Property Income Distribution. The dividend received by a shareholder ofthe Company arising from any source otherthan profits and gains of the Tax Exempt Business ofthe Company

PID

Property Income Distribution. A dividend received by a shareholder ofthe Company in respect of profits and gains ofthe tax exempt business ofthe Company

Property Adviser

AEW UK Investment Management LLP during the period 22 May 2023 to 21 August 2023

Practical completion

The point at which a building projectis complete, exceptfor minor defects that can be putright without undue interference or disturbance to the tenant

Property Income

Net property income and net gains on the disposal of property which are exempted from corporation tax as long as atleast 90% net property income is distributed to shareholders within 12 months ofthe end ofthe financial year

PRS

Private Rented Sector – housing classification whereby properties are owned by landlords (individuals or companies), and leased outto occupiers

Registrar

Link Market Services Limited, (trading as Link Group) has responsibility for maintaining the register of shareholders,receiving transfers of Shares for certification and registration and receiving and registering shareholders' dividend payments together with related services

REIT

A Real Estate Investment Trust. A company which complies with Part 12 ofthe Corporation Tax Act 2010

Subjectto the relevant UK REIT criteria being met continually,the profits from the property business of a REIT, arising from both income and capital gains, are exemptfrom corporation tax

RNS

Regulatory News Service,the service provider used by the Group to distribute regulatory news and announcements

Sale and Purchase Agreements ("SPAs")

A binding legal contract between two parties that obligates a transaction to occur between a buyer and seller

Seller's Works

Obligation forthe vendors to complete certain works on properties acquired,to ensure thatthe property was fitfor purpose within a specified period, as defined in the SPAs

Glossary — continued

Shares

Ordinary Shares of £0.01 each in the capital ofthe Company. Ordinary Shares are the main type of equity capital issued by conventional Investment Companies. Shareholders are entitled to their share of both income, in the form of dividends paid by the Company, and any capital growth

Share price

The value of a share at a pointin time as quoted on a stock exchange. The Company's Shares were quoted on the Main Market ofthe London Stock Exchange until they were suspended on 3 January 2023

Social Use

Real estate used to house vulnerable individuals, including but notlimited to those affected by any ofthe following circumstances: homelessness, ex-service men and women, individuals fleeing domestic abuse, vulnerable women, people leaving prison, asylum seekers and refugees, foster care leavers, substance misuse, care leavers, mental illness, disability, specialist supported living and general needs social housing

SRI

Socially Responsible Investment

Stabilisation Period

The period perthe Amended Investment Policy, beginning on 21 August 2023 and ending on 21 August 2025, or such later date (not being laterthan 21 August 2026) approved by the Board, during which the Company will have the objective of stabilising the Group's financial condition through initiatives to maximise income and capitalreturns by investing in a portfolio of UK residentialreal estate

Supported Living

Housing where support and/or care services are provided to help people to live as independently as possible.

SWLD

Seller's Works Longstop Date

The Good Economy

The Good Economy Partnership Limited, a social impact assessor and adviser appointed by the Company

Total shareholder return

The growth in value of a shareholding over a specified period, assuming dividends are reinvested to purchase additional units of stock

UK Code

The UK Code of Corporate Governance being the code issued by the Financial Reporting Council which sets out standards of good practice in relation to board leadership and effectiveness,remuneration, accountability and relations with shareholders. All companies with a premium listing of equity shares in the UK are required underthe Listing Rules to report on how they have applied the Code in their annualreport and accounts

Valuer

An independent external valuer of a property. The Company's external valuer was Knight Frank LLP forthe period ended 31 August 2021 and Jones Lang LaSalle Limited forthe year ended 31 August 2022

Vibrant

Vibrant Energy Matters Limited, appointed by the Group in August 2023 to undertake a property inspection programme

Viceroy Research

Viceroy Research LLP

Viceroy Research Report

Viceroy Research report dated 23 November 2022

Company Information

Company number: 12822709

Country of incorporation: England and Wales

Directors, Management and Advisers

Non-Executive Directors

Michael O'Donnell (Chair) Lynne Fennah Peter Williams Peter Cardwell Simon Moore Marlene Wood Roderick Day ("Rod")

Registered office

6th Floor 125 London Wall London EC2Y 5AS

Investment Manager & AIFM

AEW UK Investment Management LLP 8 Bishopsgate London EC2N 4BQ

Company Secretary and Administrator

Apex Fund and Corporate Services (UK) Limited 6th Floor 125 London Wall London EC2Y 5AS

Capital Markets Adviser

Panmure Liberum Limited Ropemaker Place, Level 12 25 Ropemaker Street London EC2Y 9LY

Communications adviser

FTI Consulting 200 Aldersgate Aldersgate Street London EC1A 4HD

Depositary

Apex Depositary (UK) Limited 6th Floor 125 London Wall London EC2Y 5AS

Registrar

Link Asset Services Central Square 29 Wellington Street Leeds LS1 4DL

Independent valuer

Jones Lang LaSalle Limited 30 Warwick Street London W1B 5NH

Auditor

BDO LLP 55 Baker Street London W1U 7EU

Legal advisers

Gowling WLG (UK) LLP 4 More London Riverside London SE1 2AU

Designed and produced by Whitehouse Associates London

Home REIT plc

Annual Report — For the year ended 31 August 2022